GNCC Capital, Inc. -- Corporate Actions Demanded By Majority Of Company's Shareholders

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Aug 21, 2019, 06:00 ET

LAS VEGAS, Aug. 21, 2019 /PRNewswire/ -- GNCC Capital, Inc. (GNCP.PK) ("The Company" or "GNCC") confirms that it is now in very advanced negotiations which will now result in an immediate and radical restructuring, including replacing the Company's Board of Directors.

The Company's Directors, early last week, were approached by a number of shareholders holding secured shares of the Company's Preferred Stock that have now insisted upon immediate changes at the Company. Simply put, their view is that:

This Company is either a "Cannabis" or a "Mining Exploration" Company; obviously it will now become solely invested in the Cannabis Sector; and
That no holders of shares of Preferred Stock require worthless "paper Dividends" on an Annual Basis; and
That many holders of Preferred Stock would prefer to surrender a percentage of their holdings in order to facilitate the acquisition(s) of valuable, profitable and meaningful Cannabis transactions. Given the ongoing non-performance of the Company's Common Stock price; coupled with our not closing upon transactions; they are now, not negotiable in their demands.

To that end, in order to meet their demands, the Company is negotiating and in certain cases, ensuring to secure:-

A disposal of the Company's Mining Exploration Assets and the resultant immediate cancellation of all of the Company's secured Series "A" and "C" Convertible Preferred Stock, totaling $25.5 million; and
The immediate elimination of all Dividends on all of the various Classes of Preferred Stock; and
The elimination of all Long Term Liabilities totaling some $6.3 million at Q3; and
No further issuances of shares of any classes of Preferred Stock; and
An immediate reconstitution of the Board of Directors with the Executive Directors only being those with significant experience and expertise in the Cannabis Industry; and
That the Company's acquisition of BioCann Pharma S.A.S. be clarified satisfactorily and that the BioCann Executives engage with Company Shareholders; and
That all pending Cannabis Industry Sector related transactions be either consummated or abandoned by this weekend. One pending transaction has the support from these Preferred Shareholders; however, this transaction, being very material; will require that the majority will then vote accordingly to ratify this transaction; and
That we will ratify and enact all other requests made by the majority of Shareholders.

The Board of Directors has until the close of business Friday August 23, 2019 in order to comply with these requests. We can confirm that certain of these Preferred Shareholders will be in a position to vote in excess of 51% of the outstanding shares of Common Stock to ratify all actions. Alternatively, they will vote accordingly to ensure that their requests are enacted. The Company's Directors have no doubt whatsoever that these demands will be enacted upon their voting on their various Resolutions.

The Company's Executive Chairman, Mr. R Y Lowenthal has confirmed that he will be resigning from the Company's Board of Directors immediately upon the appointment of both the replacement of the Non-Executive Chairman and a suitably qualified Chief Executive Officer/President.

The Company will be filing, commencing next week, on OTC Markets, all of the necessary documentation arising from the various corporate actions and transactions as ratified by those holding in excess of 51% of the Company's shares of Common Stock.

Forward-Looking Statements:-

This press release may contain forward-looking statements. The words "believe," "expect," "should," "intend," "estimate," "projects," variations of such words and similar expressions identify forward-looking statements, but their absence does not mean that a statement is not a forward-looking statement. These forward-looking statements are based upon the Company's current expectations and are subject to a number of risks, uncertainties and assumptions. The Company undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. Among the important factors that could cause actual results to differ significantly from those expressed or implied by such forward-looking statements are risks that are detailed in the Company's filings, which are on file with the OTC Markets Group.

Contact Information:
GNCC CAPITAL, INC.

Telephone: (702) 990-0156
E Mail: [email protected]

Investor Relations Contact:

E Mail: [email protected]
Twitter: https://twitter.com/gncccapital

SOURCE GNCC Capital, Inc.