Dealnet Capital Corp. (“
Dealnet” or the
“
Company”) (TSX VENTURE: DLS) and Simply Group
Acquisition Corp. (the “
Offeror”), part of the
Simply Group of Companies, announce that the Offeror has taken up
an additional 46,837,134 common shares of Dealnet (the
“
Deposited Shares”), representing
approximately 16.56% of the issued and outstanding common shares of
Dealnet (“
Common Shares”), which were deposited
during the mandatory 10-day extension period under the offer dated
September 9, 2020 (the “
Offer”) made to
shareholders of Dealnet (“
Shareholders”). The
Offeror now owns or controls an aggregate of 263,453,572 Common
Shares (representing approximately 93.13% of the issued and
outstanding Common Shares). Immediately prior to taking up the
Deposited Shares, the Offeror owned or controlled 216,616,438
Common Shares (representing approximately 76.58% of the issued and
outstanding Common Shares). The aggregate consideration payable for
the Deposited Shares is $7,493,941.44 (or $0.16 per Common Share).
The Offer, which initially expired on October
14, 2020 and was subsequently extended until 8:00 p.m. (Toronto
time) on October 26, 2020, has now expired and will not be further
extended.
“With the acquisition of Dealnet well on its way
towards successful completion, I would like to thank Dealnet’s
valued shareholders, employees and partners for their overwhelming
support,” said Brent Houlden, Dealnet Chief Executive Officer.
“We’re delighted that our strategic review process resulted in a
premium offer for shareholders and believe that we have found an
ideal owner for the business in Simply Group and industry veteran
Lawrence Krimker.”
As the Offer was accepted by holders of more
than 90% of the issued and outstanding Common Shares, the Offeror
is now exercising its right to acquire all of the remaining Common
Shares not deposited under the Offer on the same terms as the Offer
pursuant to the compulsory acquisition provisions of the Business
Corporation Act (Ontario), as described in its Offer and take-over
bid circular (the “Offer and Circular”). The
Offeror will mail a notice of compulsory acquisition to all
remaining holders of Common Shares shortly. The Offeror intends to
cause the Common Shares to be delisted from the TSX Venture
Exchange and cause Dealnet to cease to be a reporting issuer under
applicable securities laws upon completion of the compulsory
acquisition. Further details will be provided in the notice of
compulsory acquisition.
Advisors
Dealnet has engaged Goodmans LLP as its legal advisor, Origin
Merchant Partners as its financial advisor and Longview
Communications & Public Affairs as its strategic communications
advisor in connection with the Offer.
The Offeror has engaged Stikeman Elliott LLP as its legal
advisor and Raymond James Ltd. as its financial advisor in
connection with the Offer. Kingsdale Advisors is acting as
information agent and depository.
Information on Depositing Your Common
Shares
The Offeror has retained Kingsdale Advisors to
act as depositary and information agent (the “Depositary
and Information Agent”) for the Offer. Shareholders can
obtain copies of the Offer and Circular and related Offer materials
at no charge from the Depositary and Information Agent.
For additional information, Shareholders can
contact the Depositary and Information Agent toll free in North
America at 1-866-851-3214 or call collect outside North America at
416-867-2272 or by email at contactus@kingsdaleadvisors.com.
About Dealnet Capital Corp.
Dealnet is the parent company of subsidiaries
operating in two market segments, consumer finance and call centre.
The Company operates in the consumer finance segment in Canada
through EcoHome Financial Inc. (“EcoHome”) and its call centre
segment under the One Contact banner (“One Contact”). Dealnet’s
head office is located at 130 King Street West, Suite 501, Toronto,
ON M5X 1C7.
EcoHome is a specialty finance company serving
the $20 billion Canadian home improvement finance market. EcoHome
develops and supports consumer sales financing programs for
approved dealers and distributors under agreements with original
equipment manufacturers that supply a wide range of home
improvement products to the retail market. Through a dealer
network, EcoHome underwrites, originates, funds and services the
prime quality loans and leases that homeowners need to finance the
acquisition and installation of capital assets that improve the
quality, comfort and safety of their homes. One Contact offers
customer support services to both EcoHome and third-party
institutions across Canada and the U.S.
For additional information please visit
www.sedar.com.
About Simply Group
With more than $1.25 billion in assets under
management, Simply Group (mysimplygroup.com) provides industry
leading financing solutions to customers, to modernize their
residential, commercial and industrial properties. Simply Group
knows that its people are its greatest asset and is proud to be
Great Place to Work-Certified since 2016. In 2020, Simply Group was
named Best Business of the Year by the Canadian SME National
Business Awards.
The Offeror is located at 2225 Sheppard Avenue
East, Suite 800, North York, ON M2J 5C2.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
Forward-looking Statements
This news release contains certain
“forward-looking information” within the meaning of applicable
securities law. Forward looking information is frequently
characterized by words such as “plan”, “expect”, “project”,
“intend”, “believe”, “anticipate”, “estimate”, “may”, “will”,
“would”, “potential”, “proposed” and other similar words, or
statements that certain events or conditions “may” or “will” occur.
These statements are only predictions. Forward-looking information
is based on the opinions and estimates of management at the date
the information is provided, and is subject to a variety of risks,
including the effects of COVID-19, and uncertainties and other
factors that could cause actual events or results to differ
materially from those projected in the forward-looking information.
For a description of the risks and uncertainties facing the Company
and its business and affairs, readers should refer to the Company’s
most recent management’s discussion and analysis. The Company
undertakes no obligation to update forward-looking information if
circumstances or management’s estimates or opinions should change,
unless required by law. The reader is cautioned not to place undue
reliance on forward-looking information.
Contact Information
Dealnet Capital Corp.
Brent Houlden Chief Executive Officer (905) 695-8557 ext.1145
bhoulden@dealnetcapital.com
Simply Group Acquisition Corp.
Kingsdale AdvisorsToll free: 1-866-851-3214 Local:
416-867-2272 contactus@kingsdaleadvisors.com.
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