TORONTO, May 29, 2019 (GLOBE NEWSWIRE) — STORAGEVAULT CANADA INC. (âStorageVaultâ) (SVI-TSX-V) is pleased to announce that, further to its May 14, 2019 news release, it has completed the acquisition of the British Columbia store (the âAcquisitionâ). SVI paid $27.25 million to an arms length vendor for the real property and paid $1.25 million to Access Self Storage Inc. (âAccessâ) to buy out their long term lease, for an aggregate purchase price of $28.5 million.
The purchase price for the Acquisition in the amount of $28,500,000, subject to customary adjustments, was paid by the issuance of an aggregate of 2,500,000 common shares of StorageVault (âPayment Sharesâ) at a deemed aggregate price of $7,000,000 or $2.80 per common share, a promissory note in the principal amount of $5,000,000, with the remainder being paid with funds on hand and mortgage financing. The Payment Shares and the promissory note are subject to a hold period that expires on September 28, 2019.
Issuance of Options
StorageVault has granted, subject to regulatory approval, a total of 6,000,000 options to purchase common shares âof StorageVault to directors, officers, employees and consultants of StorageVault. The options were âissued with an exercise price of $2.90 per common share and an expiry date of May 27, 2029. After âthis option issuance, StorageVault has 18,547,450 options issued and outstanding.
âIn the future, StorageVault intends to use DSUs, RSUs and stock options as part of its equity incentive compensation program.
Exemption from MI 61-101 and TSXV Policy 5.9; and Early Warning
As Access is a non-armâs length party to StorageVault, the Acquisition is considered a ârelated party transactionâ under Multilateral Instrument 61-101 â Protection of Minority Security Holders in Special Transactions (âMI 61-101â) and TSX Venture Exchange Policy 5.9. StorageVault is relying on exemptions from the formal valuation and minority approval requirements of MI 61-101 and TSX Venture Exchange Policy 5.9, in respect of the Acquisition and the issuance of the Payment Shares, 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.
Of the options granted above, 4,510,000 options were granted to directors and officers of ââStorageVault. StorageVault is relying on exemptions from the formal valuation and minority approval ârequirements of MI 61-101 and TSX Venture Exchange Policy 5.9, for the issuance of these options, pursuant to Section 5.5(b) (Issuer Not Listed on Specified âMarkets) and Section 5.7(a) (Fair Market Value Not More Than 25% of Market Capitalization) of âMI 61-101, respectively.â â
â446,429 Payment Shares at a deemed price of $2.80 per share, having an aggregate value of $1,250,000, were issued to Access in connection with the Acquisition, representing 0.12% of the issued and outstanding common shares of StorageVault. Prior to the closing of the Acquisition, Access owned or controlled 127,936,757 common shares, representing 35.54% of the issued and outstanding common shares of StorageVault. Access now owns or controls 128,383,186 common shares or approximately 35.41% of the total issued and âoutstanding common shares of StorageVault. âAccess 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 199 storage locations in the provinces of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Quebec, and Nova Scotia. StorageVault owns 149 of these locations plus over 4,600 portable storage units representing over 8 million rentable square feet.
For further information, or to obtain a copy of the Early Warning Report of Access, contact Mr. Steven Scott or Mr. Iqbal Khan:
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.
Forward-Looking Information: This news release contains âforward-looking informationâ within the meaning âof applicable Canadian securities legislation. All statements, other than statements of historical fact, included âherein are forward-looking information. In particular, this news release contains forward-looking information âin relation to the issuance of DSUs, RSUs and stock options as part of StorageVaultâs equity incentive compensation program. This forward-looking âinformation reflects StorageVaultâs current beliefs and is based on information currently available to âStorageVault and on assumptions StorageVault believes are reasonable. These assumptions include, but are not âlimited to: market acceptance StorageVaultâs equity incentive compensation program; and market trends in respect of equity incentive compensation; and board and compensation committee recommendations and approvals of future grants of DSUs, RSUs and stock options. Forward looking information is âsubject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of âactivity, performance or achievements of StorageVault to be materially different from those expressed or âimplied by such forward-looking information. Such risks and other factors may include, but are not limited âto: general business, economic, competitive, political and social uncertainties; general capital market âconditions and market prices for securities; delay or failure to receive board or regulatory approvals; the actual âresults of future operations; competition; changes in legislation, including environmental legislation, affecting âStorageVault; the timing and availability of external financing on acceptable terms; conclusions of economic âevaluations and appraisals; and lack of qualified, skilled labour or loss of key individuals. A description of âadditional risk factors that may cause actual results to differ materially from forward-looking information can âbe found in StorageVaultâs disclosure documents on the SEDAR website at www.sedar.com. Although âStorageVault has attempted to identify important factors that could cause actual results to differ materially âfrom those contained in forward-looking information, there may be other factors that cause results not to be as âanticipated, estimated or intended. Readers are cautioned that the foregoing list of factors is not exhaustive. âReaders are further cautioned not to place undue reliance on forward-looking information as there can be no âassurance that the plans, intentions or expectations upon which they are placed will occur. Forward-looking âinformation contained in this news release is expressly qualified by this cautionary statement. The forward-âlooking information contained in this news release represents the expectations of StorageVault as of the date âof this news release and, accordingly, is subject to change after such date. However, StorageVault expressly âdisclaims any intention or obligation to update or revise any forward-looking information, whether as a result âof new information, future events or otherwise, except as expressly required by applicable securities law.â