CEBI CE Brands Inc

CE Brands Inc. (“CE Brands” or the “Company”) (TSXV:CEBI) announces that, as part of an internal reorganization, its wholly-owned subsidiary, eBuyNow eCommerce Ltd. (“eBuyNow”), has made a voluntary assignment into bankruptcy under the Bankruptcy and Insolvency Act (Canada) (the “BIA”). Harris & Partners Inc. (the “Trustee”) has been appointed as eBuyNow’s trustee in bankruptcy.

CE Brands’ board of directors has determined that, due to the impact of the COVID-19 pandemic and the resulting supply chain crisis on eBuyNow, bankruptcy is in the best interests of eBuyNow and its stakeholders. The bankruptcy is not expected to directly impact CE Brands’ relationships with its creditors or other counterparties. The decision about the voluntary assignment was made in consultation with, and with the support of, CE Brands’ largest secured creditor.

All past revenues were generated through eBuyNow and there is a material risk that existing contracts between eBuyNow and certain licensors, distributors and manufacturers may be terminated as part of the bankruptcy filing. While some of these contracts may be assigned to CE Brands by the Trustee there are no guarantees that such an assignment will occur and that any assigned contracts will be renewed at expiration. CE Brands remains committed to its core values of innovation, excellence, and customer satisfaction and does not believe the termination of any of the current clients would materially affect the ability of CE Brands to be successful with its long-term business plans.

As announced on June 6 2023, CE Brands intends to focus on expanding its product portfolio of smart watches and wearables with the launch of Vitalist, a connected health ecosystem that aims to deliver biometric and biomarker insights to consumers through the development of consumer electronics wearables paired with biomarker testing subscriptions. The Company anticipates that the initial line of Vitalist products will be launched by the end of 2023.

CE Brands also announces the resignation of Carolyn Scissons as Chief Financial Officer. Carolyn joined the Company with a mandate from Vesta Wealth to bring enhanced financial discipline to the finance department of CE Brands’. “Carolyn, has made significant improvements to the financial processes at CE Brands’ and has been invaluable during this reorganization of CE Brands’ subsidiaries”, said Kalvie Legat, CE Brands’ CEO. “CE Brands and its board of directors are grateful to Carolyn for her many contributions to the Company and wish her all the best in her future endeavors.

The Company will make an announcement with respect to a new CFO in the near future. Ms. Scissons will remain with the Company as a consultant through August, 2023 and will work closely with management to support a smooth transition of responsibilities.

About CE Brands

CE Brands specializes in developing products that transform the way people connect and live, working with brands they trust. By identifying key market opportunities and partnering with leading manufacturers and solution partners, CE Brands is driving growth and innovation globally, with sales in over 70 countries. For more information about the CE Brands, please visit www.cebrands.ca or contact:

Kalvie LegatCEO855-770-2324ir@cebrands.ca   

Forward-Looking Information

This news release contains forward-looking information within the meaning of Canadian securities legislation. In general, forward-looking information refers to disclosure about possible conditions, events, or financial performance that is based on future economic conditions and courses of action, and includes disclosure that is presented as a forecast, plan, or projection. Forward-looking information can often be identified by terms such as “anticipates”, “expects”, “intends”, and similar references to future periods. More particularly and without limitation, this news release contains forward-looking information concerning the impact of eBuyNow’s bankruptcy on CE Brands’ relationships with its creditors and other counterparties.

The forward-looking information in this news release is based on certain assumptions made by CE Brands. Although CE Brands believes that the assumptions on which the forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because CE Brands cannot give any assurance that the forward-looking information will prove to be accurate.

By its nature, forward-looking information is subject to various risks and uncertainties, which could cause the actual results and expectations to differ materially from the anticipated results or expectations expressed in this news release. These risks and uncertainties include, but are not limited to, the impact of the Covid-19 pandemic on CE Brands’ business, operations, and sales; CE Brands’ reliance on third party manufacturers and suppliers; CE Brands’ ability to stabilize its business and secure sufficient capital; CE Brands’ available liquidity being insufficient to operate its business and meet its financial commitments, which could result in CE Brands having to refinance or restructure its debt, sell assets, or seek to raise additional capital, which may be on unfavorable terms; the inability to implement certain of CE Brands’ objectives and priorities for 2023 and beyond, which could result in financial strain on CE Brands and continued pressure on CE Brands’ business; risks associated with developing and launching new products; increased indebtedness and leverage; the fact that historical and projected financial information may not be representative of CE Brands’ future results; the inability to position CE Brands for long-term growth; risks associated with issuing new equity including the possible dilution of CE Brands’ outstanding common shares; the value of existing equity following the completion of any financing; CE Brands defaulting on its obligations, which could result in CE Brands having to undertake a restructuring proceeding or file for bankruptcy; and CE Brands being put into restructuring proceeding or bankruptcy.. Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date of this news release, and to not use such forward-looking information for anything other than its intended purpose.

Additional disclosure about risk factors that could cause actual results to differ materially from the forward-looking information in this news release are included in the management’s discussion and analysis of CE Brands for the year ended March 31, 2022, which is available on SEDAR at www.sedar.com. CE Brands undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by Canadian securities legislation.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.