Toronto, Ontario, July 12th, 2021 – GreenBank Capital Inc. (CSE: GBC and OTCMKTS: GRNBF and FRA: 2TL) (“GreenBank” or “the Company”) announces that the Board of GreenBank (“the Board”) is proactively exploring the adoption of Automatic Securities Disposition Plans (“ASDP”) for its Directors in the light of recent Canadian Securities Administrators (“CSA”) guidance set forth in its December 10, 2020 Staff Notice 55-317 concerning the topic of best practices for ASDPs.
Typically, an ASDP is an arrangement between an insider and a dealer or a plan administrator that involves the trading in securities of an issuer over a predetermined period and in accordance with a predetermined set of instructions for the purposes of good corporate governance, transparency, and to provide a legitimate mechanism for trading by an insider who is subject to the plan.
GreenBank intends to follow CSA’s guidance regarding issuing news releases that detail the relevant terms of any enacted ASDP, including “the number of securities to be sold under the ASDP, and the minimum price at which these securities can be sold, if such a minimum price is specified in the trading parameters provided in the ASDP”. As CSA Staff Notice 55-317 further notes, “This disclosure could provide valuable information to the market as to the insider’s views of the issuer’s prospects.”
Therefore, during this interim exploration period, the Board of GreenBank have instituted a 90-day moratorium from the date of this news release on any Directors sales at less than C$2.50 per share and furthermore, any sales above that price during the 90-day period may not constitute, in aggregate, more than 10% of the relevant Director’s holdings. The exploration period will entail meeting with professional advisers to discuss how best to adopt the CSA’s ASDP recommendations.
Specifically, CSA Staff Notice 55-317 notes that while insiders are “generally prohibited from trading in an issuer’s securities with knowledge of material non-public information…a well-designed and well-administered ASDP can be a legitimate mechanism for trading by insiders…when containing meaningful conditions and restrictions…. and are automatic in substance” .
The Board considers GreenBank to be an active fast-growing merchant bank with an ample and ever-changing pipeline of opportunities under consideration at any given time. As such, ASDP’s for Directors could serve to reassure the public that any trades by Directors are of a pre-planned nature and unrelated to any material non-public Information (“MNPI”) a Director may possess at the time of a share transaction. Therefore, the presence of ASDP’s for its Directors could prove beneficial to GreenBank, its Directors, shareholders and the investing public at large.
Commenting on the Board’s plans to explore ASDP plans for Directors, David Lonsdale CEO of GreenBank said “We intend to adopt many of the very practical suggestions and recommendations put forward by the CSA , who have clearly given careful thought to helping directors of public companies balance their reasonable right to deal in their Company’s shares whilst avoiding any suggestion that the Director may be acting on unpublished price sensitive information. We believe the Board’s proactive initiative will benefit GreenBank, its directors, shareholders, and the investment community as a whole while complementing the Board’s strategic work to grow the investments we’ve already made and deliver new exciting opportunities in future.”
GreenBank is a next generation merchant banking business that has a flexible low-cost overhead structure designed to maximize profitability. Our management are based in Toronto, Dallas, New York and London and are used to working across borders remotely. Our model of remote working, dynamic space and flexible contracts —rather than large fixed costs – establishes GreenBank as a global merchant bank for the future, both during and after COVID19. This was recently recognized by Capital Finance International which gave GreenBank its 2021 Award for the Most Innovative Merchant Bank in Canada.
GreenBank is listed on the Canadian Securities Exchange, the Frankfurt Boerse and on the OTC Markets in the USA. (Trading symbols CSE: GBC and FRA: 2TL and OTCMKTS: GRNBF). GreenBank invests in undervalued exponential growth companies focused on building consistent capital appreciation for its shareholders.
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