- Enters into an Asset Purchase Agreement with SF2 GSW, LLC (“SF2”), an affiliate of Stage Equity Partners, for a “stalking horse” bid for the sale of substantially all of the Company’s SaaS business, which bid is subject to higher and better offers through a competitive auction process.
- Files voluntary Subchapter V petitions for Chapter 11 protection to implement a restructuring and sale of most of its software assets.
- GetSwift will continue operating its business throughout the sale process.
- Company continues to evaluate other strategic alternatives to maximize stakeholder value of all assets.
NEW YORK–(BUSINESS WIRE)–$GSW #delivery–GetSwift Technologies Limited (“GetSwift” or the “Company;” NEO: “GSW”), a leading provider of last mile SaaS logistics technology and services, today announced that it has commenced a voluntary Subchapter V filing within the Chapter 11 process to maximize value for all stakeholders. As part of this process, the Company filed voluntary petitions for reorganization in the United States Bankruptcy Court for the Southern District of New York for itself and its operating subsidiary, GetSwift, Inc., and intends to seek recognition of the Chapter 11 cases in the Ontario Superior Court of Justice (Commercial List) pursuant to the Companies’ Creditors Arrangement Act (Canada) (“CCAA”). In addition, the Company’s Australian subsidiary GetSwift Limited was placed into Liquidation on July 29, 2022, with Kate Conneely and Rahul Goyal of KordaMentha serving as the appointed Liquidators.
“This reorganization is the best way to ensure business continuity for our customers” said Joel Macdonald, Co-Founder and Acting-CEO of GetSwift. “The Subchapter V process provides an efficient and equitable mechanism to maximize value for all stakeholders.”
As part of the reorganization process, the Company will file customary “First Day” motions to allow it to maintain its operations in the ordinary course. GetSwift intends to pay its employees in the usual manner and continue their primary benefits without disruption. The Company expects to receive Bankruptcy Court approval for all these routine requests.
The Company has also notified the NEO Exchange of the filing and it is expected that all trading in its common shares will be suspended pursuant to the rules of the NEO Exchange.
Under Section 363 of the U.S. Bankruptcy Code, subject to Bankruptcy Court approval, SF2 will serve as the “stalking horse” bidder, establishing a minimum value for substantially all of the Company’s SaaS assets. In order to maximize the purchase price, the proposed bidding procedures would allow for additional qualified prospective bidders to participate in an auction process. SF2 and the Company are arm’s length parties and the proposed transaction described in the Asset Purchase Agreement between the Company and SF2 is not a related party transaction.
The Company continues to evaluate all strategic alternatives to maximize value for stakeholders.
To effectuate the restructuring process, the Company has engaged Barclay Damon LLP.
About GetSwift Technologies Limited
Technology to Optimize Global Delivery Logistics
GetSwift is a technology and services company that offers a suite of software products and services focused on business and logistics automation, data management and analysis, communications, information security, and infrastructure optimization and also includes ecommerce and marketplace ordering, workforce management, data analytics and augmentation, business intelligence, route optimization, cash management, task management shift management, asset tracking, real-time alerts, cloud communications, and communications infrastructure (collectively, the “GetSwift Offering”). The GetSwift Offering is used by public and private sector clients across industries and jurisdictions for their respective logistics, communications, information security, and infrastructure projects and operations.
GetSwift is headquartered in New York and its common shares are listed for trading on the NEO Exchange under the symbol “GSW”. For further background, please visit the Corporation’s profile on SEDAR at www.sedar.com and the Corporation’s website at www.getswift.co.
Forward Looking Information
Certain statements contained in this news release constitute forward-looking information within the meaning of Canadian securities laws (“Forward-looking Information”). Forward-looking Information may relate to matters disclosed in this news release and to other matters identified in public filings relating to the Corporation, to the future outlook of the Corporation and anticipated events or results and may include statements regarding the future financial performance of the Corporation. In some cases, Forward-looking Information can be identified by terms such as “may”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “intend”, “estimate”, “predict”, “potential”, “continue” or other similar expressions concerning matters that are not historical facts. Forward-looking Information in this news release include statements related to: (i) the Asset Purchase Agreement with SF2 GSW LLC and the “stalking horse” bid for the sale of substantially all of the Company’s SaaS business, which bid is subject to possible higher and better offers through an expected competitive auction process; (ii) the filing of voluntary petitions for Chapter 11 and CCAA protection to implement a restructuring and sale of most of the Company’s software assets; (iii) the Company continuing to evaluate other strategic alternatives in an attempt to try and maximize stakeholder value of all assets and (iv) the Company’s Australian subsidiary GetSwift Limited placed into Liquidation on July 29, 2022, with Kate Conneely and Rahul Goyal of KordaMentha serving as the appointed Liquidators. Forward-looking Information involves various risks and uncertainties and is based on certain factors and assumptions. There can be no assurance that such information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such information. Important factors that could cause actual results to differ materially from the Corporation’s expectations include, without limitation, general economic and market conditions, the emergence of any other bidders or offers for the Company’s software assets in the stalking horse auction process, the availability of capital resources to the Corporation in the short and long term, the emergence of any unexpected and/or adverse due diligence findings, any adverse decisions by the NEO Exchange or other securities regulator, and the ability of the Corporation to identify and retain qualified persons on its board of directors.
The Corporation undertakes no obligation to update or revise any Forward-looking Information, whether as a result of new information, future events or otherwise, except as may be required by law. New factors emerge from time to time, and it is not possible for the Corporation to predict all of them, or assess the impact of each such factor or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any Forward-looking Information. Any Forward-looking Information contained in this news release is expressly qualified in its entirety by this cautionary statement.
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