VANCOUVER, BC, June 14,
2023 /CNW/ - Thinkific Labs Inc. ("Thinkific"
or the "Company") (TSX: THNC) today announced that its Chief
Executive Officer, Greg Smith,
established an automatic securities disposition plan
("ASDP") in accordance with applicable Canadian securities
legislation and the Company's internal policies. The ASDP has been
established by Mr. Smith for personal and financial planning
purposes and does not reflect Mr. Smith's views on the future
prospects of the Company. Mr. Smith will continue to hold a
significant equity interest in the Company following the sale of
shares under the ASDP.
The ASDP permits trades to be made in accordance with
pre-arranged instructions given when Mr. Smith was not in
possession of any material undisclosed information. The ASDP will
be effective on the second trading day following the date on which
the Company has filed its interim financial statements for the
quarter ending June 30, 2023 (the
"Effective Date") and sales of the subordinate voting shares
(the "Subordinate Voting Shares") under the ASDP may only
commence on the Effective Date.
Up to 400,000 Subordinate Voting Shares, representing
approximately 0.4965% of the issued and outstanding Subordinate
Voting Shares and multiple voting shares of the Company (the
"Multiple Voting Shares"), may be sold under the ASDP
implemented by Mr. Smith. All such Subordinate Voting Shares would
be issued upon the conversion of up to 400,000 Multiple Voting
Shares held by Mr. Smith in accordance with the Articles of the
Company. Mr. Smith currently owns over 25 million Multiple Voting
Shares of Thinkific. The ASDP is designed to allow for an orderly
disposition of the Subordinate Voting Shares at prevailing market
prices over the course of the 12-month period.
Mr. Smith has provided pre-arranged instructions in writing to
the independent agent administering the ASDP, including the number
of securities to be sold and setting out minimum trade prices. The
ASDP prohibits the agent administering the ASDP from consulting
with Mr. Smith regarding any sales under the ASDP and prohibits Mr.
Smith from disclosing to the agent any information concerning the
Company that might influence the execution of the ASDP. The ASDP
has been authorized and established in the form approved by the
Company and contains meaningful restrictions on the ability of Mr.
Smith to amend, suspend or terminate the ASDP.
The British Columbia Securities Commission issued a decision
document dated June 8, 2023,
exempting Mr. Smith from the prospectus requirement under Canadian
securities legislation with respect to sales of Subordinate Voting
Shares under the ASDP. In accordance with the conditions set forth
in such decision document, Mr. Smith will file on the date hereof a
Form 45-102F1 (Notice of Intention to Distribute Securities under
Section 2.8 of National Instrument 45-102 Resale of
Securities) on SEDAR.
This announcement is made and will be available on SEDAR at
www.SEDAR.ca pursuant to the recommended practices set forth in
Staff Notice 55-317 Automatic Securities Disposition Plans
of the Canadian Securities Administrators. Information regarding
the ASDP and transactions thereunder, as the case may be, may be
accessed on SEDI at www.sedi.ca.
About Thinkific
Thinkific (TSX: THNC) makes it simple for entrepreneurs and
established businesses of any size to scale and generate revenue by
teaching what they know. Our Platform gives businesses everything
they need to build, market, and sell online courses and other
learning products, and to run their business seamlessly under their
own brand, on their own site. Thinkific's 50,000+ active creators
earn hundreds of millions of dollars in direct course sales while
teaching tens of millions of students. Thinkific is headquartered
in Vancouver, Canada, with a
distributed and growing team.
For more information, please visit www.thinkific.com.
This news release includes forward-looking statements and
forward–looking information within the meaning of applicable
securities laws ("forward-looking statements"). Often, but not
always, forward–looking information can be identified by the use of
words such as "plans", "is expected", "expects", "scheduled",
"intends", "contemplates", "anticipates", "believes", "proposes" or
variations (including negative and grammatical variations) of such
words and phrases, or state that certain actions, events or results
"may", "could", "would", "might" or "will" be taken, occur or be
achieved. Forward-looking statements in this news release include
statements regarding Mr. Smith's continued equity holdings, the
Effective Date of the ASDP and the number shares that may be sold
under the ASDP. Such statements and information are based on the
current expectations of Thinkific's management and are based on
assumptions and subject to risks and uncertainties. Although
Thinkific's management believes that the assumptions underlying
these statements and information are reasonable, they may prove to
be incorrect. Except as required by applicable securities laws,
forward–looking statements and information speak only as of the
date on which they are made and Thinkific undertakes no obligation
to publicly update or revise any forward–looking statement or
information, whether as a result of new information, future events
or otherwise.
SOURCE Thinkific Labs Inc.