Certive Announces Annual General Meeting Results and Offering

In This Article:

SCOTTSDALE, AZ and VANCOUVER, BC / ACCESSWIRE / February 7, 2019 / Certive Solutions Inc. (CTVEF) (CBP.CN) ("Certive" or the "Company"), is pleased to announce results of the vote by shareholders at its annual general and special meeting held on January 29th, 2019 in Vancouver, British Columbia, Canada.

Results of Annual General Meeting("AGM"):

Tom Marreel, Chairman and Acting CEO, states "I am pleased and excited that the January 29th AGM marked the culmination of the Board's successful efforts at enhancing Corporate Governance and represents a new beginning for the Company's strategic direction."

A total of 51,869,806 Common Shares were voted at the Meeting, representing approximately 62% of the outstanding shares.

All of the following five director nominees proposed for election by the shareholders were re-elected, by over 90% of the votes that were cast, to the Board of Directors: Tom Marreel, Tim Hyland, Jack Saltich, Scott Thomas and Jeff Wareham. Former director Brian Cameron was not up for re-election. At the meeting, the shareholders also approved the following resolutions:

  • The Board was set at five directors for the ensuing year;

  • Appointment of Buckley Dodds LLP Chartered Accountants, as independents auditors for the ensuing year, and authorizing the Board to fix their remuneration;

  • Approval of the amended Stock Option Plan; and

  • Adoption of new Articles of Incorporation of the Company, as set out in the Management Information Circular filed on SEDAR.

Certive announces that 4,400,000 management incentive stock options exercisable at CDN$0.05 per share over a ten-year period have been granted to directors, officers, employees and consultants. While the 200,000 incentive stock options granted to the independent directors vest at the next AGM, the 4,200,000 incentive stock options granted to the officers, employees and consultants will only vest if the Company's volume weighted average stock price achieves US$0.30 for a 45-day period of time within the next two years.

Certive is also announcing that it will conduct a non-brokered private placement ("Offering"), subject to the approval of the Canadian Securities Exchange, for aggregate gross proceeds of up to US$1,500,000. This Offering shall consist of Convertible Notes that have an Interest Rate of 8% and convert into Common Stock of the Company at the greater of US$0.06 a share or 25% below market price, whichever is higher. The term of the Convertible Notes shall be one year.For more information, please visit our website at www.certive.com, or contact Certive directly at 480-922-5327.

Scott Thomas, Investor Relations
sthomas@certive.com