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• The Board granted a broad mandate to the Special Committee to review the proposed Offering, as well as to consider and review possible alternative financing options that might be available to the Company.
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It is particularly complex to identify a conduit company at the core of a VAT fraud scheme trespassing numerous countries and legislations. It is alleged that, since 2017, a German conduit company has led different VAT fraud schemes involving the trade of small electronic goods, including smartphones. It is understood that the suspects used fraudulent chains of missing traders, which would vanish without fulfilling their tax obligations.

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The terms of the Convertible Notes under the Offering are on par with the Company’s convertible note offering completed in March 2016, which received shareholder approval in 2016, except for the higher conversion price in the current Offering. As Paulson already holds more than 20percent of the Company’s outstanding securities on a partially diluted basis, the Offering would not materially affect control of the Company. The Notes will mature seven years after issuance and are convertible by the holders thereof (the “Noteholders”) at any time prior to the maturity of the Notes, into Common Shares at a conversion price of C0.53 per Common Share (the “Conversion Price”). “We have a long-term view for this company, and short-term market conditions have not hindered that. The raise comes as a significant vote of confidence in our mission to transform investing in the region,” Eraslan noted. Connecting wilds acts in much the same way as any traditional wild symbol, completing a paying cluster. Gold wilds make all symbols in a cluster ‘gold’, essentially delivering the payout but with a 2x multiplier.

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