Vancouver, British Columbia--(Newsfile Corp. - November 1, 2024) - good natured Products Inc. (TSXV: GDNP.H) (OTC Pink: GDNPF) (the "Company" or "good natured"), a North American leader in eco-friendly food packaging, bio-based plastic extrusion and plant-based products, announced today that the Supreme Court of British Columbia (the "Court") has approved, pursuant to an approval and reverse vesting order granted under the Companies' Creditors Arrangement Act (the "CCAA"), the previously announced transaction (the "Transaction") whereby HUK 149 Limited, a private United Kingdom limited company ("Hilco"), an affiliate of UK based turnaround investor Hilco Capital, will acquire the Company and its subsidiaries (other than certain excluded assets and liabilities to be transferred directly or indirectly to a newly incorporated entity) pursuant to the terms of a subscription agreement entered into between the Company and Hilco (the "Agreement").
The Company will seek recognition of the Court approval in the Company's Chapter 15 proceedings in the United States Court on or about November 8, 2024. Subject to receipt of approval of the United States Court, among other closing conditions set out in the Agreement being satisfied or waived, the Transaction is anticipated to close on or about November 12, 2024. Upon the completion of the Transaction, the business and operations of the Company are expected to continue in ordinary course.
Based on the terms of the Agreement and the consideration to be received by the Company, holders of the Company's existing common shares will not receive any payments for, or distributions on, their common shares in connection with the CCAA proceedings, nor will they hold any interest in the Company following the completion of the Transaction.
Upon the closing of the Transaction, all current directors of the board of directors of the Company, other than Paul Antoniadis, will resign from their positions. Additionally, on or before the closing of the Transaction, the common shares of the Company are expected to be suspended from the NEX Board of the TSX Venture Exchange and delisted within 30 days. Trading in the common shares of the Company has been halted on the NEX Board of the TSX Venture Exchange and will remain halted as confirmed by the TSX Venture Exchange.
Additional information regarding the CCAA proceedings and all of the Court materials filed in the CCAA proceedings, may be found at the Monitor's website:
The good natured corporate profile can be found at: goodnaturedproducts.com/pages/investor
About good natured Products Inc.
good natured is at the forefront of North America's shift toward sustainability, showcasing over 90 plant-based packaging designs and an extensive portfolio of more than 400 products and services. These offerings are purposefully designed to reduce environmental impact by using more renewable materials, less fossil fuel, and eliminating chemicals of concern.
Manufactured locally in the US and Canada, good natured engineers and distributes a diverse range of bio-based products across various sectors, including grocery, restaurant, electronics, automotive, and pharmaceutical via both wholesale and direct channels.
The Company is dedicated to providing an industry-leading customer experience in order to encourage the transition to renewable alternatives. By making it easy and affordable for businesses to adopt bio-based products and packaging, good natured aims to empower them to reach their sustainability objectives.
For more information: goodnaturedproducts.com
For further information regarding the CCAA proceedings, please contact Alvarez & Marsal Canada Inc., the Court-appointed Monitor of the Company and its subsidiaries by fax at 604-638-7441, or by email at goodnatured@alvarezandmarsal.com. Its website address is .
Neither the NEX Board of the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the NEX Board of the TSX Venture Exchange) accepts responsibilities for the adequacy or accuracy of this release.
Cautionary Statement Regarding Forward-Looking Information
This press release contains "forward-looking statements" within the meaning of applicable securities laws. Forward-looking statements can be identified by words such as: "anticipate," "intend," "plan," "budget," "believe," "project," "estimate," "expect," "scheduled," "forecast," "strategy," "future," "likely," "may," "to be," "could,", "would," "should," "will" and similar references to future periods or the negative or comparable terminology, as well as terms usually used in the future and the conditional. Specific forward-looking statements in this press release may include, but are not limited to, statements with respect to the CCAA proceedings, the approval of the United States Court and timing thereof, the closing of the Transaction and timing thereof, the continued operations and business of the Company in ordinary course and delisting of the common shares from the NEX Board of the TSX Venture Exchange.
By their nature, forward-looking statements involve known and unknown risks, uncertainties, changes in circumstances and other factors that are difficult to predict and many of which are outside of the Company's control which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.
Forward-looking information contained in this news release is based on our current estimates, expectations and projections regarding, among other things, the approval by the United States Court, satisfaction of the conditions precedent to the completion of the Transaction, the anticipated results of the Transaction, the ability of the Company to operate and conduct its business in ordinary course, future plans and strategies, projections, future market and operating conditions, supply conditions, end customer demand conditions, anticipated events and trends, general market conditions, the economy, financial conditions, sales volume and pricing, expenses and costs, all necessary court orders and approvals are obtained to permit the Company to implement its restructuring plans, and other future conditions which we believe are reasonable as of the current date. Important factors that could cause actual results and financial conditions to differ materially from those indicated in the forward-looking statements include, but are not limited to: the approval by the United States Court, completion of the Transaction, risks relating to general economic, market and business conditions and unforeseen delays in the realization of the Company's plans, risks related to the loss of key manufacturing equipment, capability or facilities, the performance of plant-based materials and the ability of the Company's products and packaging to meet significant technical requirements, changes in raw material supply and costs, labour availability and labour costs, fluctuations in operating results, and other related risks as more fully set out in the Annual Information Form dated April 29, 2024 of the Company and other documents disclosed under the Company's filings at . The reader should not place undue importance on forward-looking information and should not rely upon this information as of any other date. All forward-looking statements contained in this news release are expressly qualified in their entirety by this cautionary statement.
The Company considers its assumptions to be reasonable based on currently available information, but cautions the reader that its assumptions regarding future events, many of which are beyond the control of the Company, may ultimately prove to be incorrect since they are subject to risks and uncertainties that affect the Company and its businesses. When relying on the Company's forward-looking statements and information to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. The Company has assumed that the material factors referred to above will not cause such forward-looking statements and information to differ materially from actual results or events. However, there can be no assurance that such assumptions will reflect the actual outcome of such items or factors.
Other than as required under securities laws, the Company does not undertake to update this information at any particular time.
