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East Side Games Group Inc. — Proxy Solicitation & Information Statement 2020
Nov 6, 2020
47766_rns_2020-11-06_c0850c5a-2acc-4f31-add4-1ef30243024d.pdf
Proxy Solicitation & Information Statement
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LEAF MOBILE INC.
Suite 909, 510 Burrard Street Vancouver, British Columbia V6C 3A8
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
TAKE NOTICE that a special meeting (the " Meeting ") of the shareholders (the " LEAF Shareholders ") of Leaf Mobile Inc. (" LEAF ") will be held at the offices of Richards Buell Sutton LLP, 700 - 401 West Georgia Street, Vancouver, BC, V6B 5A1 on December 11, 2020, at 10:00 a.m. (Vancouver time) for the following purposes:
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to consider and, if deemed advisable, approve, with or without variation, an ordinary resolution to approve:
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(a) the share purchase agreement (the " Acquisition Agreement ") between LEAF, EastSide Games Inc. (" ESG ") and the shareholders of ESG, the form of which is attached as Appendix E to this Circular, pursuant to which it is proposed that LEAF will acquire ESG in a "reverse takeover" transaction (the " Acquisition ");
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(b) the Acquisition and the consummation of the transactions contemplated thereby;
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to consider and, if deemed advisable, approve, with or without variation, a special resolution authorizing and approving the consolidation of LEAF's issued and outstanding common shares on the basis of one (1) "new" share for every ten (10) "old" shares or such lesser ration as LEAF's board of directors deems appropriate; and
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to transact such other business as may properly come before the Meeting or any adjournment thereof.
The accompanying Circular provides additional information relating to the matters to be considered at the Meeting. Also accompanying this notice is a form of proxy. Any adjournment of the Meeting will be held at a time and place to be specified at the Meeting. Only shareholders of LEAF of record at the close of business on November 2, 2020 will be entitled to receive notice of and vote at the Meeting.
If you are unable to attend the Meeting in person, please complete, sign and date the form of proxy and return the same within the time and to the location set out in the form of proxy accompanying this notice.
DATED at Vancouver, British Columbia, on November 4, 2020.
By order of the board of directors of
LEAF MOBILE INC.
"Darcy Taylor"
_____________________________ Per Darcy Taylor, CEO and director
9537694.1