TORONTO--(BUSINESS WIRE)--General Assembly Holdings Limited (the "Company" or "GA Pizza"), is pleased to announce that it has engaged Bristol Capital Ltd. ("Bristol") to provide investor relations services to the Company under a consulting agreement dated May 27, 2021 (the "Agreement"). The Agreement and the obligations of the Company under the Agreement are subject to the approval of the TSX Venture Exchange (the "TSXV"), as the Company anticipates having its Class A Common shares listed on the TSXV on or around June 3, 2021. Listing will be subject to the Company meeting all the requirements of the TSXV.
Services to be provided by Bristol pursuant to the Agreement will include assisting the Company in the preparation of investor materials and news releases, as well as introducing the Company to Bristol's network of professional investors. Bristol's engagement will extend for a period of 12 months commencing on June 1, 2021 (the "Effective Date"), and renewing automatically for successive 12 month terms unless earlier terminated by the parties.
Bristol will be paid a fee that will range from $7,000 to $14,000 per month depending on the level of services provided, as well as retainer payments in the amount of $25,000, in respect of each consecutive six-month period during which the Agreement is in effect, commencing on the Effective Date, up to a maximum of $100,000. In addition, Bristol will receive 10,000 stock options under the Company's stock option plan (the "Options"), with each option exercisable to acquire one Class A Common share in the capital of the Corporation at an exercise price of $1.73 per share. The Options will vest and become exercisable as to 25% on a quarterly basis commencing on the three-month anniversary of the Effective Date.
Other than the Options, neither Bristol nor any of its directors, officers or employees have any interest, directly or indirectly, in GA Pizza or its securities, or any right or intent to acquire such an interest, and, other than the Agreement, there is no relationship between the Company and Bristol.
The Company also announced today that Jeff Collins will join GA Pizza as Chief Financial Officer ("CFO"), where he will have responsibility for all finance functions. Mr. Collins has spent nearly 20 years as a senior financial executive, having served as the Chief Financial Officer of two publicly traded companies in Canada. Mr. Collins’ appointment as CFO remains subject to TSXV approval.
Regarding Mr. Collins' appointment as CFO at GA Pizza, Chief Executive Officer, Founder & Director Ali Khan Lalani said, "I am thrilled that Jeff has joined our team. He brings an impressive track record of success and I look forward to Jeff's contributions to the business as we forge ahead into as a public organization." Mr. Collins will be replacing Joshua Lebovic, who was previously appointed CFO on a transitionary basis. Mr. Lalani added, "A sincere thank you to Josh, for his guidance and contributions throughout this listing process."
About General Assembly Holdings Limited
GA Pizza began its life as a fast-casual pizza restaurant in the heart of Toronto. Three years later, we also offer a freezer-to-table pizza with a groundbreaking direct-to-consumer platform: a pizza subscription (gapizzaclub.com) and a gifting service (give.gapizza.com). Our ambition? Make delicious pizzas available to everyone, everywhere. We're always working to take pizza to new heights—from showing the world that better pizza is possible, to finding new spaces and places to deliver unrivaled pizza experiences.
Find us in the grocery aisle or visit gapizza.com for more information.
About Bristol Capital Ltd.
Bristol Capital was founded in 2001 and has established itself as a leading investor relations advisory firm servicing various companies across international markets in the technology, renewables, energy, healthcare, aerospace, financial, infrastructure, industrial, entertainment and consumer industries. Bristol primarily focus is on micro and small cap companies.
Forward Looking Information
This press release contains statements which constitute "forward-looking information" and "forward-looking statements" within the meaning of applicable securities laws (together, "forward-looking information"), including statements regarding the plans, intentions, beliefs and current expectations of the Company with respect to future business activities and operating performance. Forward-looking information is often identified by the words "may", "would", "could", "should", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect" or similar expressions and includes information regarding the listing of the Common Shares on the TSXV and the fulfilment of all listing requirements of the TSXV and the approval of the Agreement and the appointment of the new CFO by the TSXV.
Investors are cautioned that forward-looking information is not based on historical facts but instead reflect the Company's management's expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although the Company believes that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements of the Company. Among key factors that could cause actual results to differ materially from those projected in the forward-looking information is the anticipated fulfilment of all listing requirements of the TSXV and subsequent listing of the Company's Class A Common Shares on the TSXV. This forward- looking information may be affected by risks and uncertainties in the business of the Company and market conditions.
Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward- looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Although the Company has attempted to identify important risks, uncertainties and factors which could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. The Company does not intend, and does not assume any obligation, to update this forward-looking information except as otherwise required by applicable law.