Gorilla Technology Group Announces Clarification to Registration Statement on Form F-1
24 April 2023 - 2:00PM
Gorilla Technology Group Inc. (“Gorilla” or the “Company”) (NASDAQ:
GRRR) made an announcement regarding its resale registration
statement on Form F-1 (the “Registration Statement”), which went
effective on March 30, 2023. Gorilla wishes to clarify that the
purpose of filing the Registration Statement was not for a new
issuance of ordinary shares by the Company and will not result in
dilution to its ordinary shareholders (barring the exercise of the
Company’s outstanding options or warrants).
As of the date of filing of the Registration
Statement, the Company had 68,629,774 ordinary shares outstanding
(excluding treasury shares). Notwithstanding the cover page of the
prospectus in the Registration Statement and the securities
registered therein, no additional ordinary shares were outstanding
following its effectiveness and there are no securities currently
outstanding which may cause the number of ordinary shares
outstanding to increase other than (1) employee stock options and
(2) warrants (all of which have an exercise price of $11.50).
While the Registration Statement states that it
is partly for a “primary offering” of ordinary shares, this is only
to register ordinary shares underlying the Company’s previously
issued contingent value rights (“CVRs”) and will not increase the
number of outstanding ordinary shares of Gorilla. If ordinary
shares are required to be issued to the holders of CVRs, such
issuance will be fully offset (if not more than fully offset) by
the forfeiture and cancellation of Earnout Shares (as defined in
the Company’s Business Combination Agreement). The Earnout Shares
are currently held in escrow by the Company’s transfer agent but
are treated as outstanding in all the Company’s filings (as they
may be voted, even if economic rights have not yet vested). The
number of ordinary shares registered in the Registration Statement
pursuant to the “secondary offering” included these Earnout Shares
and are reflected in the holdings of the selling security holders
(if a selling security holder has a potential claim to such Earnout
Shares).
About Gorilla Technology Group
Inc.Gorilla, headquartered in London U.K., is a global
solution provider in security intelligence, network intelligence,
business intelligence and IoT technology. Gorilla develops a wide
range of solutions including Smart Cities, Smart Retail, Enterprise
Security, and Smart Media. In addition, Gorilla provides a complete
Security Convergence Platform to government institutions, telecom
companies and private enterprises with network surveillance and
cyber security.
Gorilla places an emphasis on offering leading
technology, expert service, and precise delivery, and ensuring
top-of-the-line, intelligent and strong edge AI solutions that
enable clients to improve operational performance and efficiency.
With continuous core technology development, Gorilla will deliver
edge AI solutions to managed service providers, distributors,
system integrators, and hardware manufacturers. For more
information, please visit our website: Gorilla-Technology.com.
Forward-Looking Statements This
press release contains forward-looking statements, which are based
on estimates, assumptions, and expectations. Actual results and
performance could differ materially and adversely from those
expressed or implied in forward-looking statements. Gorilla does
not undertake any obligation to update any forward-looking
statements, except as required by law.
ContactJeff FoxThe Blueshirt
Group for Gorilla+1 (415) 828-8298jeff@blueshirtgroup.com
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