Illumination Brands Announces the Plan to Distribute or Sell Shares of LTNC After Selling One of Its Subsidiaries, Illumination Holdings Inc.
October 13 2024 - 9:44PM
Illumination Brands, formerly known as CBD Global Sciences Inc.
(“CBDN”); (the "Company"), announces its proposed plans to pay off
all secured and unsecured creditors of CBDN, with any remaining
shares/funds distributed as a return of capital to shareholders
proportionately, as of the record date of such event. CBDN was
delisted from trading on the Canadian Securities Exchange (“CSE”)
on December 5, 2023. The Company had been under a Cease Trade Order
(“CTO”) since July 7, 2022, and has not traded for over two years.
Despite its attempt to shift its focus away from the CBD industry
and into more profitable sectors, CBDN has continued to face
significant cash flow challenges.
Efforts to lift the CTO consumed hundreds of thousands of
dollars and countless hours, yet CBDN was ultimately unable to
resume trading, leading to its delisting in 2023. Since the date
that CBDN acquired the assets and designated liabilities of NABC –
a company acquired out of the bankruptcy of New Age -. CBDN amassed
debt while attempting to present a successful turnaround to an
operation that had not been profitable in the many years leading up
to the sale of the operation. In an effort to turn around
operations, CBDN sought to sell assets after realizing it was
unable to raise the necessary funds to continue its efforts and had
limited options.
In August 2024, CBDN sold its subsidiary, Illumination Holdings,
which included Legacy Distribution Group, to Labor Smart (OTCMKTS:
LTNC - “LTNC”) in exchange for 750 million shares of LTNC. This
acquisition provided the capital necessary to keep the subsidiary
funded in order to continue the operation turnaround and aim for
profitability in the beverage and snack distribution sector.
CBDN plans to hold the LTNC shares until they are eligible for
resale or issuance under Rule 144 of the Securities Act of
1933.
Once the LTNC shares are eligible for sale or issuance, the
Company plans to use some of the shares or proceeds from the sale
of the shares to pay off all secured and unsecured creditors of
CBDN, with any remaining funds/shares distributed as a return of
capital or shares to shareholders proportionately, as of the record
date of such event. For planning purposes only, if done as a share
distribution, CBDN anticipates the share calculation to be between
six to eight LTNC shares for every one share of CBDN, this estimate
is dependent on the final settlement with the creditors of CBDN.
The transfer agency, Capital Transfer, located in Ontario, Canada,
is expected to be engaged to manage the record of shares and the
return of capital or shares to shareholders once the LTNC shares
are sold or distributed. However, there can be no assurance as to
the timing of the distribution of the LTNC shares and there may in
fact be no ability for CBDN to sell or distribute the LTNC shares,
repay its creditors, or return any capital to its shareholders
subject to regulatory, legal or compliance issues that may exist
now or in the future.
For further information, please contact Brad Wyatt, CEO,
(720-881-2541) or email at
info@illuminationbrands.com
NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATION
SERVICES PROVIDER HAS REVIEWED OR ACCEPT RESPONSIBILITY FOR THE
ADEQUACY OR ACCURACY OF THIS RELEASE.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: This
news release includes certain "forward-looking statements" under
applicable Canadian securities legislation. Forward-looking
statements include, but are not limited to, statements with respect
to future developments and the business and operations of the
Corporation. Forward-looking statements are necessarily based upon
a number of estimates and assumptions that, while considered
reasonable, are subject to known and unknown risks, uncertainties,
and other factors which may cause the actual results and future
events to differ materially from those expressed or implied by such
forward-looking statements. Such factors include, but are not
limited to general business, economic, competitive, political and
social uncertainties; and delay or failure to receive board,
shareholder or regulatory approvals. Readers should not place undue
reliance on forward-looking statements. The Corporation disclaims
any intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise, except as required by law.