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GTREX Capital Files Definitive 14C Regarding Name Change to Green Globe International, Inc. and Changes to Capital Stock Structure
Issued Friday February 29, 9:20 am ET
New Name to Reflect New Focus as Owner of Premier Global Brand for Sustainable Travel, Tourism and Related Green Businesses and Restructure Planned to Allow Flexibility for Future Operations
MURRIETA, Calif.--(MARKET WIRE)--Feb. 29, 2008--GTREX Capital, Inc. (OTC BB: GRXI), a holding company with subsidiary operations in the travel distribution industry, today filed a Schedule 14C Information Statement with the Securities and Exchange Commission reporting majority shareholder approval on proposals to change the name of the company to Green Globe International, Inc., to increase the authorized shares of capital stock of the company, and to authorize a reverse split of the company’s common stock at a ratio of up to one-for-two hundred within the next nine months.
Each of these proposals were put forward by the company’s Board of Directors as a result of GTREX Capital’s recent acquisition of 85% of Green Globe, Ltd., a British company that owns the Green Globe brand, the premier international brand for sustainable travel, tourism and related green businesses. The company expects to purchase the remaining 15% of Green Globe, Ltd. (UK), and for ownership of the Green Globe brand to become the focus of its operations. Green Globe International, Inc. will promote and protect the Green Globe brand and expand its use by businesses, communities and other entities in a variety of applications worldwide.
As a result of the acquisition of the Green Globe brand, the company expects to evaluate and potentially execute joint ventures, licensing agreements, partnerships, acquisitions and transactions that will spread the use of the brand and generate revenues for the company. Additional flexibility in the company’s capital stock structure is expected to allow the company to entertain numerous opportunities to execute its global business strategy.
The information statement reported that at a special meeting of shareholders held on February 27, 2008 at the company’s corporate offices in Murrieta, California, principal shareholders, who collectively represented 2,304,574,735 shares, or 51%, of the 4,512,524,305 shares of common stock outstanding on February 22, 2008 were either present at the meeting or voted in absentia. All of the principal shareholders voted in favor of the proposals. Accordingly, no proxies will be solicited regarding the proposals.
The resolutions approved by shareholders at the meeting were: 1) to amend the company's articles of incorporation to change the name of the corporation to Green Globe International, Inc., 2) to amend the company’s articles of incorporation to authorize 10,030,000,000 shares of capital stock of the company, and 3) to amend the company’s articles of incorporation to effect a reverse split of the company’s common stock at a ratio of up to one-for-two hundred during the six month period following the date of the special meeting of shareholders.
The Board expressed its belief that the name change is in the company’s best interests in that it more accurately reflects the intended business operations of the company as owner of the Green Globe brand.
“Green Globe has a long history as a global leader in sustainable tourism and environmentally responsible development, and a major focus of Green Globe International will be to expand the use of the brand and introduce it into new businesses and communities,” stated Steven R. Peacock, interim president/chief executive officer of GTREX Capital. “Green Globe International believes that operating in an environmentally responsible manner is no longer just an option, but it is an absolute necessity as the world faces the challenges presented by global climate change. We believe that this name change is an important aspect of re-branding the public company to reflect this orientation.”
Shareholders will not be required to tender their shares for reissuance; however, shares that are submitted to the transfer agent for whatever reason will be reissued under the new name and CUSIP number. Shareholders should not encounter difficulty in selling or transferring shares as a result of the change in name, CUSIP number or ticker symbol.
The Board believes that the increase in the number of authorized shares and the authorization for a future reverse split are in the company's best interests in that they will allow the company to pursue business opportunities related to the worldwide growth of the Green Globe brand and fully execute the company’s business strategy. It will allow the company to address both the number of issued and outstanding shares as well as the number of authorized shares in a future reverse split scenario.
“We strongly respect the company’s existing shareholder base, but the planned readjustment of the share structure is important for Green Globe International to effectively conduct its ongoing and future business. We believe that a future reverse of the issued and outstanding stock, as well as the authorized stock, will still allow for market liquidity and share appreciation as the company’s operating companies and affiliates service existing Green Globe clients, build the brand, and grow it into new operations both domestically and internationally,” added Mr. Peacock.
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About GTREX Capital, Inc.
GTREX Capital, Inc. (http://www.gtrexcapital.com) is a holding company with subsidiaries conducting business in the travel industry. Global Travel Exchange, Inc., a GTREX Capital subsidiary, has launched its Voyager Network travel distribution platform, which provides a service that enables direct access to reservation systems of major travel suppliers such as airlines, cruise lines, hotels, car rental companies and providers of other travel amenities. GTREX Capital has just closed the acquisition of majority ownership of Green Globe, Ltd., a British company that owns the Green Globe brand, the premier international brand for travel, tourism and related businesses. With the acquisition of Green Globe, Ltd. (UK), the focus of the company will be the promotion and protection of the Green Globe brand and to expand its use by businesses, communities and other entities.
Safe Harbor Statement
This release contains forward-looking statements with respect to the results of operations and business of GTREX Capital, Inc., which involves risks and uncertainties. The Company's actual future results could materially differ from those discussed. The Company intends that such statements about the Company's future expectations, including future revenues and earnings, and all other forward-looking statements be subject to the "Safe Harbors" provision of the Private Securities Litigation Reform Act of 1995.
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