Miami, Florida--(Newsfile Corp. - October 28, 2020) - Global Crossing Airlines Inc. (TSXV: JET) (the "Company" or "GlobalX") announces that it has filed a management information circular pursuant to which the Company proposes to change its jurisdiction of incorporation from the Province of British Columbia, Canada to the State of Delaware (the "U.S. Domestication") pursuant to a "continuance" effected in accordance with Section 308 of the Business Corporations Act (British Columbia) and a concurrent "domestication" effected in accordance with Section 388 of the General Corporation Law of the State of Delaware.
The U.S. Domestication is required for the Company to complete its charter licensing process and it will also better reflect the Company's U.S.-focused business and operations.
The Company has scheduled a Special Meeting of shareholders (the "Meeting") to approve the U.S. Domestication. The Meeting is scheduled for December 1, 2020 at 10:00 a.m. (PST). Additional details are set out in the notice of Meeting, management information circular and proxy statements provided in connection with the Meeting (the "Meeting Materials") which are available on SEDAR at www.sedar.com.
It is the intention of the Company to hold the Meeting at the location stated in this Notice of Meeting. However, due restrictions and recommendations regarding public meetings and social distancing measures as a result of COVID‐19, shareholders and other guests are strongly encouraged not to attend in person at the Meeting. Given concerns regarding COVID‐19 and to mitigate risks to the health and safety of our communities, the Company encourages shareholders to vote in advance of the Meeting and reminds them that proxy voting instructions are included in the Meeting Materials. Anyone who wishes to attend the Meeting in person must follow the instructions set out in the Meeting Materials.
The Company has also issued a total of 560,000 restricted share units ("RSUs") to directors, officers, employees and consultants. 50% of the RSUs vest on the date that is two years from the date of grant and the remaining 50% vest on the date that is three years from the date of grant.
About Global Crossing Airlines
GlobalX is a new entrant airline now in FAA certification using the Airbus A320 family aircraft. Subject to FAA and DOT approvals, GlobalX intends to fly as an ACMI and wet lease charter airline serving the US, Caribbean and Latin American markets.
For more information please visit https://www.globalxair.com/
For more information, please contact:
Ryan Goepel, EVP and CFO
Ryan.goepel@globalxair.com
786-751-8503
or
Jeff Walker
Vice President
The Howard Group Inc.
Email: jeff@howardgroupinc.com
Tel: 403.221-0915
Toll Free: 1-888-221-0915
Cautionary Note Regarding Forward-Looking Information
This news release contains "forward-looking information" concerning anticipated developments and events that may occur in the future. Forward-looking information contained in this news release includes, but is not limited to, statements with respect to the Company's intention to fly as an ACMI and wet lease charter airline and the completion of the U.S. Domestication.
In certain cases, forward-looking information can be identified by the use of words such as "plans", "expects" "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or " or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved" suggesting future outcomes, or other expectations, beliefs, plans, objectives, assumptions, intentions or statements about future events or performance. Forward-looking information contained in this news release is based on certain factors and assumptions regarding, among other things, the receipt of financing to commence airline operations, the accuracy, reliability and success of GlobalX's business model; the timely receipt of governmental approvals; the timely commencement of operations by GlobalX and the success of such operations; the legislative and regulatory environments of the jurisdictions where GlobalX will carry on business or have operations; the impact of competition and the competitive response to GlobalX's business strategy; and the availability of aircraft. While the Company considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect.
Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include risks related to, the ability to obtain financing, the impact of general economic conditions, domestic and international airline industry conditions, the impact of the global uncertainty created by COVID-19, future relations with shareholders, volatility of fuel prices, increases in operating costs, terrorism, pandemics, natural disasters, currency fluctuations, interest rates, risks specific to the airline industry, the ability of management to implement GlobalX's operational strategy, the ability to attract qualified management and staff, labour disputes, regulatory risks, including risks relating to the acquisition of licenses and permits; an inability to realize expected benefits of the U.S. Domestication or the occurrence of difficulties in connection with the U.S. Domestication; adverse tax consequences in connection with the U.S. Domestication for the Company, its operations and its shareholders, that may differ from the Company's expectations, including that future changes in tax law, potential increases to corporate tax rates in the United States and disagreements with the tax authorities on the Company's determination of value and computations of its tax attributes may result in increased tax costs; the occurrence of material Canadian federal income tax as a result of the U.S. Domestication; the impact of uncertainty associated with the U.S. Domestication on the Company's business; direct or indirect costs associated with the U.S. Domestication, which could be greater than expected; the risk that a condition to completion of the U.S. Domestication may not be satisfied and the additional risks identified in the "Risk Factors" section of the Company's reports and filings with applicable Canadian securities regulators. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those described in forward-looking information, there may be other factors that cause results not to be as anticipated. Accordingly, readers should not place undue reliance on forward-looking information. The forward-looking information is made as of the date of this news release. Except as required by applicable securities laws, the Company does not undertake any obligation to publicly update any forward-looking information.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) has reviewed or accepts responsibility for the adequacy or accuracy of this release.
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