TORONTO, ONTARIO–(Marketwired – March 31, 2017) – STORAGEVAULT CANADA INC. (“StorageVault“) (TSX VENTURE:SVI) is pleased to announce that is has completed the following three acquisitions: (1) the acquisition of five stores in the Prairies; (2) the acquisition of one store in Kamloops; and (3) internalizes management and acquires third party management business.
ACQUISITION OF 5 STORES IN THE PRAIRIES
Further to its December 23, 2016 and March 17, 2017 news releases, StorageVault has completed the $22,000,000 acquisition of all of the storage assets, property and business used in the operation and business of five stores in the Prairies (the “Prairie Acquisition“). The Prairie Acquisition is an arm’s length transaction.
The purchase price for the Prairie Acquisition in the amount of $22,000,000, subject to adjustments, was paid by the issuance of $4,000,000 of common shares at a deemed price of $1.50 per common share, with the remainder of the purchase price being paid with funds on hand and first mortgage financing. The common shares are subject to a hold period that expires on August 1, 2017.
ACQUISITION OF ONE STORE IN KAMLOOPS
Further to its March 10, 2017 and March 17, 2017 news releases, StorageVault has completed the $2,800,000 acquisition of all of the storage assets, leaseholds and business used in the operation and business of one store in Kamloops (the “Kamloops Acquisition“). The Kamloops Acquisition closed in escrow pending receipt of certain closing conditions, which are expected to be delivered on or around April 4, 2017. The Kamloops Acquisition is an arm’s length transaction.
The purchase price for the Kamloops Acquisition in the amount of $2,800,000, subject to adjustments, was paid by the issuance of $250,000 of common shares at a deemed price of $1.70 per common share, with the remainder of the purchase price being paid with funds on hand and first mortgage financing. The common shares are subject to a hold period that expires on August 1, 2017.
INTERNALIZATION OF MANAGEMENT AND ACQUISITION OF THIRD PARTY MANAGEMENT BUSINESS
Further to its March 22, 2017 news release, StorageVault has completed the $16,000,000 acquisition to internalize management of StorageVault’s stores and acquired the third party management contracts for over 55 stores from Access Results Management Services Inc. (“ARMS“), a related party of StorageVault (the “ARMS Transaction“). The ARMS Transaction is a non-arm’s length transaction.
The purchase price for the ARMS Transaction in the amount of $16,000,000, subject to customary adjustments, was paid by the issuance of $11,000,000 of common shares of StorageVault (“Common Shares“) at a deemed price of $1.70 per common share, with the remainder of the purchase price being paid by the issuance of a demand promissory note. The common shares are subject to a hold period that expires on August 1, 2017.
EXEMPTION FROM MI 61-101 AND TSXV POLICY 5.9; AND EARLY WARNING
As ARMS is a non-arm’s length party of StorageVault, the ARMS Transaction is considered to be a “related party transaction” as defined in Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“) and TSXV Policy 5.9. StorageVault is relying on exemptions from the formal valuation and minority approval requirements of MI 61-101 and TSXV Policy 5.9, in respect of the Transaction, pursuant to Section 5.5(b) (Issuer Not Listed on Specified Markets) and Section 5.7(a) (Fair Market Value Not More Than 25% of Market Capitalization) of MI 61-101, respectively.
6,470,588 common shares at a deemed price of $1.70 per common share, having an aggregate value of $11,000,000, were issued to ARMS, a company controlled by Access Self Storage Inc. (“Access“) in connection with the ARMS Transaction, representing 2.18% of the issued and outstanding common shares of StorageVault. Prior to the closing of the ARMS Transaction, Access owned or controlled 108,516,471 common shares, representing 36.54% of the issued and outstanding common shares of StorageVault. Access now owns or controls 114,987,059 common shares or approximately 38.71% of the total issued and outstanding common shares of StorageVault. Access may increase or decrease its investment in StorageVault depending on market conditions or any other relevant factors. The head office address for both StorageVault and Access is 100 Canadian Road, Toronto, Ontario M1R 4Z5.
ABOUT STORAGEVAULT CANADA INC.
StorageVault owns and operates storage locations in the provinces of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Quebec, and Nova Scotia.
For further information, or to obtain a copy of the Early Warning Report of Access, contact Mr. Steven Scott or Mr. Iqbal Khan:
Tel: 1-877-622-0205
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
