HALIFAX, NS, Sept. 1, 2020 /CNW/ – ViveRE Communities Inc. (TSXV: VCOM) (“ViveRE” or the “Company”) announced today that it has completed the acquisition of a 100% interest in a seven property multi-unit residential portfolio (the “Portfolio”, the “Properties” or the “Acquisition”) comprised of 128 units in Moncton, New Brunswick. The Properties are located at 145-155 McLaughlin Road. With this acquisition ViveRE now owns 15 multi-unit residential properties across the Maritimes and Ontario. The Company also has another three multi-unit residential properties, comprising 95 units, in Moncton under agreement for an aggregate purchase price of $15.3 million, which are separate and distinct from the acquisition of the Properties.
ViveRE acquired the Properties for a purchase price of $14.7 million, subject to customary adjustments at closing. ViveRE has placed a collateral mortgage on the Properties in the amount of $11,537,250 having an effective annual rate of interest of 1.56% and a 25-year amortization period. In connection with the Acquisition, the Company issued to the vendor 5,681,818 common shares of the Company at a price of $0.22 per share for total consideration of $1.25 million, as well as 2.5 million common share purchase warrants having an exercise price of $0.27 per common share and a term of three years. The balance of the purchase price was funded from the proceeds of a $2.6 million non-brokered private placement of convertible debentures as detailed below.
ViveRE also announces that it has completed a non-brokered private placement of secured convertible debentures (“Debentures”) for gross aggregate proceeds of $2.6 million. The Debentures have a par value of $1,000 per Debenture, an issue price of $950 per Debenture, an annual interest rate of 7% payable semi-annually in cash, mature on September 15, 2022 and are secured by properties currently in the Company’s portfolio. The Debentures will be convertible at the holder’s option into common shares of ViveRE at a price of $0.24 per share. If certain conditions are met the Debentures will be redeemable by ViveRE at par value plus accrued interest commencing February 28, 2022.
Certain insiders of the Company subscribed for Debentures resulting in gross aggregate proceeds of $868,000. The Company’s material change report in relation to the insider’s participation in the Debenture offering will not have been filed at least 21 days before the closing of the offering as their participation was not known at that time. The Debentures and any common shares issued thereunder are subject to a statutory hold period lasting four months and one day following the issued date of the Debentures.
About the Company
ViveRE continues to execute its plans to acquire recently built or refurbished, highly leased multi-residential properties in bedroom communities across Canada. The Company aims to satisfy the needs of the newly emerging 55+ resident. The demographic that has changed the world is now changing the way residential rental apartments cater to their requirements. Their desire for community, along with service and convenience amenities has led to the emergence of the Naturally Occurring Retirement Community or “NORC”. Apartments are the next “home”, after years of owning they look forward to the carefree lifestyle provided through renting in a community of their peers. ViveRE intends to consolidate this emerging market niche. The Company currently owns 391 units in New Brunswick and Ontario. ViveRE has also developed a robust pipeline of qualified properties for potential acquisition. Screening properties identified to match the criteria set out in the Company business plan (proximity to healthcare, amenities, services and shopping), management has identified a number of attractive targets for consideration by the Board of the Company. The Company intends to acquire a further 500 units in the coming twelve months.
On behalf of the Board of Directors of ViveRE Communities Inc.
Chief Executive Officer
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 press release.
This news release contains forward-looking statements relating to the future operations of ViveRE and other statements that are not historical facts. Forward-looking statements are often identified by terms such as “will”, “may”, “should”, “anticipate”, “expects” and similar expressions. All statements other than statements of historical fact, included in this release, including, without limitation, statements regarding the future plans and objectives of ViveRE Communities Inc, are forward-looking statements that involve risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from ViveRE Communities Inc.’s expectations include other risks detailed from time to time in the filings made by ViveRE Communities Inc. with securities regulators.
The reader is cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of ViveRE Communities Inc. The reader is cautioned not to place undue reliance on any forward-looking information. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release and ViveRE Communities Inc. will only update or revise publicly the included forward-looking statements as expressly required by Canadian securities law.
SOURCE ViveRE Communities Inc.
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