MISSISSAUGA, ON, Dec. 23, 2015 /CNW/ – Morguard Corporation (TSX: MRC) (“Morguard“) announced today that it has acquired 7,000,000 common shares (the “Common Shares“) of Temple Hotels Inc. (“Temple Hotels“) pursuant to a private share purchase agreement, dated December 21, 2015.
The Common Shares were purchased at a price of $1.07 per share or total consideration of $7,490,000 for the 7,000,000 Common Shares. The Common Shares acquired by Morguard represent approximately 9% of the issued and outstanding Common Shares of Temple Hotels on December 22, 2015 on a partially diluted basis, including the conversion of Temple Hotel convertible debentures held by Morguard only.
After the completion of the share purchase, Morguard now owns 30,237,890 Common Shares and convertible debentures of Temple Hotels that are convertible into a maximum of 526,284 Common Shares, representing approximately 39.45% of the issued and outstanding Common Shares on a partially diluted basis, including the conversion of the Temple Hotel convertible debentures held by Morguard only.
Morguard acquired the Common Shares in reliance on the “private agreement exemption” under section 100.1(1) of the Securities Act (Ontario) and section 4.2(1) of Multilateral Instrument 62-104 âTake-Over Bids and Issuer Bids. In purchasing the Common Shares, Morguard was entitled to rely on the private agreement exemption as the Common Shares were acquired from less than five vendors and the value of the consideration paid for the Common Shares was less than 115% of the market price of the common shares of Temple Hotels on the Toronto Stock Exchange (as determined in accordance with applicable securities laws).
The Common Shares were acquired for investment purposes. Morguard and its affiliates may, from time to time, depending on market and other conditions, increase or decrease its beneficial ownership, control or direction over securities of Temple Hotels through market transactions, private agreements or otherwise.
This press release is being issued pursuant to National Instrument 62-103 â The Early Warning System and Related Take-Over Bid and Insider Reporting Issuers which requires a report to be filed under the Temple Hotel’s profile on SEDAR (www.sedar.com) containing additional information respecting the foregoing matters. A copy of such report may be obtained by contacting Beverley Flynn at Morguard Corporation, 55 City Centre Drive, Suite 1000, Mississauga, Ontario L5B 1M3.
About Morguard Corporation
Morguard Corporation is a major North American real estate and property management company. It has extensive retail, office, industrial, hotel and residential holdings owned directly and through its investment in Morguard REIT and Morguard North American Residential REIT. Morguard also provides real estate management services to institutional and other investors. Morguard’s owned and managed portfolio of assets is valued at nearly $19 billion.
For more information, please visit Morguard.com.
SOURCE Morguard Corporation
