MISSISSAUGA, ON, Nov. 7, 2016 /CNW/ – Temple Hotels Inc. (“Temple”) (TSX: TPH) today announced that it will file a rights offering notice (the “Notice”) and rights offering circular (the “Circular”) today in respect of a rights offering (the “Rights Offering”) in order to raise up to $50 million. The rights (“Rights”) will be offered to holders (“Shareholders”) of Temple’s common shares (“Common Shares”) of record as at 5:00 p.m. (Toronto time) on November 15, 2016 (the “Record Date”). Temple intends to use the net proceeds of the Rights Offering to repay the Series C convertible redeemable unsecured subordinated debentures of Temple as well as certain other debt and for general corporate purposes and working capital.
Every 1.0526272 Rights will entitle the holder thereof to subscribe for one Common Share upon payment of the subscription price of $0.6769 per Common Share, which represents a 20% discount to the five-day volume-weighted average price of the Common Shares on the Toronto Stock Exchange (the “TSX”) prior to the date hereof. The Rights Offering will be conducted only in the provinces and territories of Canada (the “Eligible Jurisdictions”). Accordingly, and subject to the detailed provisions of the Circular, Rights will not be delivered to, nor will they be exercisable by, persons resident outside the Eligible Jurisdictions. Rather, such Rights may be sold on their behalf.
The Rights will trade on the TSX under the symbol “TPH.RT” commencing on November 10, 2016 and until 12:00 noon (Toronto time) on December 14, 2016 at which time they will be halted from trading. The Rights will expire at 5:00 p.m. (Toronto time) on December 14, 2016 (the “Expiry Time”). Rights not exercised prior to the Expiry Time will be void and of no value.
Holders of Rights that exercise in full their basic subscription privilege will also be entitled to subscribe for additional Common Shares that are not otherwise purchased by other holders of the Rights. The maximum number of additional Common Shares for which an eligible holder will be able to subscribe will be limited to such holder’s pro rata share (based on the basic subscription privilege exercised by that holder relative to other holders) of the total amount of additional Common Shares available.
Certain insiders of Temple have informed management of their intention to subscribe for their full basic subscription privilege under the Rights Offering, as detailed in the Circular. The full basic subscription privilege of these insiders represents approximately 42,017,122 Common Shares ($28,441,390).
Complete details of the Rights Offering will be set out in the Circular and the Notice, which will be available under Temple’s profile at www.sedar.com. The Notice and accompanying rights certificate (“Rights Certificate”) will be mailed to each eligible registered Shareholder (“Registered Shareholder”) as at the Record Date. Registered Shareholders who wish to exercise their Rights must complete and forward the Rights Certificate, together with applicable funds to CST Trust Company, the rights agent of Temple, on or before the Expiry Time. Shareholders who own their Common Shares through an intermediary, such as a bank, trust company, securities dealer or broker, will receive materials and instructions from their intermediary.
While Temple intends to spend the net proceeds of the Rights Offering as described, there may be circumstances where, for sound business reasons, a reallocation of the net proceeds of the Rights Offering may be necessary.
The Rights Offering is subject to regulatory approval, including the approval of the TSX.
In connection with the Rights Offering, Temple has engaged National Bank Financial Inc. as its managing dealer.
About Temple Hotels Inc.
Temple is a real estate investment company listed on the TSX under the symbols TPH (common shares), TPH.DB.C, TPH.DB.D, TPH.DB.E and TPH.DB.F (convertible debentures). Temple invests in hotel properties and assets across Canada, wholly-owning a portfolio of 29 hotel properties, comprising 3,870 rooms, and participating in 50% of the earnings from two additional hotels, comprising 299 rooms. For further information on Temple, please visit our website at www.templehotels.ca.
This press release contains certain statements regarding the Rights Offering described herein that could be considered as forward-looking information. The forward-looking information is subject to certain risks and uncertainties, which could result in actual results differing materially from the forward-looking statements. There can be no certainty that the Rights Offering will be completed on the terms described herein or at all.
SOURCE Temple Hotels Inc.