StorageVault Completes the Purchase of 8 Storage Assets for $98.6 Million
16 November 2021 - 10:30PM
STORAGEVAULT CANADA INC.
(“
StorageVault”) (
SVI-TSX-V) is
pleased to announce that, further to its October 13, 2021 news
release, it has completed the acquisition of 8 stores
(collectively, the “
Acquisitions”) from five
vendor groups (collectively, the “
Vendors”), for
an aggregate purchase price of $98.6 million. Three of the
Acquisitions are arm’s length and five, totaling $72 million, are
related party acquisitions (the “
Related Party
Acquisitions”) with Access Self Storage Inc. or its
affiliates or associates (collectively, “
Access”)
as the Vendor.
The purchase price for the Acquisitions in the
amount of $98.6 million, subject to customary adjustments, was paid
by the issuance of an aggregate of 3,327,246 common shares of
StorageVault (“Payment Shares”) at an aggregate
price of $20,000,000, with the remainder being paid with funds on
hand, a promissory note and mortgage assumption. The Payment Shares
are subject to a hold period that expires March 6, 2022.
The balance of the $130,000,000 of transactions
announced on October 13, 2021 are expected to close before the end
of the fiscal year.
Exemption from MI 61-101 and TSXV Policy
5.9As Access is a non-arm’s length party to StorageVault,
certain of the Related Party Acquisitions are considered a “related
party transaction” under Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special Transactions
(“MI 61-101”) 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 certain of the Related Party
Acquisitions and the issuance of $15,000,000 of the Payment Shares
pursuant to the Related Party Acquisitions, 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.
About StorageVault Canada
Inc.StorageVault now owns and operates 228 storage
locations in the provinces of British Columbia, Alberta,
Saskatchewan, Manitoba, Ontario, Quebec, and Nova Scotia.
StorageVault owns 194 of these locations plus over 4,500 portable
storage units representing over 10.5 million rentable square feet
on over 625 acres of land. StorageVault also provides last mile
storage and logistics solutions and professional records management
services, such as document and media storage, imaging and
shredding services.
For further information, contact Mr. Steven
Scott or Mr. Iqbal Khan:
Tel: 1-877-622-0205
ir@storagevaultcanada.com
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 “forward-looking information” within the meaning of
applicable Canadian securities legislation. All statements, other
than statements of historical fact, included herein are
forward-looking information. In particular, this news release
contains forward-looking information in relation to: the closing
date for the balance of the previously announced acquisitions. This
forward-looking information reflects StorageVault’s current beliefs
and is based on information currently available to StorageVault and
on assumptions StorageVault believes are reasonable. These
assumptions include, but are not limited to: the completion of
satisfactory due diligence by StorageVault in relation to the
previously announced acquisitions; the satisfactory fulfilment of
all of the conditions precedent to the previously announced
acquisitions including satisfactory due diligence, obtaining first
mortgage commitments, and satisfactory environmental site
assessment reports; acceptable financing to complete the
previously announced acquisitions; and the accuracy of the value
of appraisals received for the previously announced acquisitions.
Forward-looking information is subject to known and unknown risks,
uncertainties and other factors that may cause the actual results,
level of activity, performance or achievements of StorageVault to
be materially different from those expressed or implied by such
forward-looking information. Such risks and other factors may
include, but are not limited to: general business, economic,
competitive, political and social uncertainties; general capital
market conditions and market prices for securities; delay or
failure to receive board of directors, third party or regulatory
approvals; the actual results of StorageVault’s future operations;
competition; changes in legislation, including environmental
legislation, affecting StorageVault; the timing and availability of
external financing on acceptable terms; conclusions of economic
evaluations and appraisals; lack of qualified, skilled labour or
loss of key individuals; risks related to the COVID-19 pandemic
including various recommendations, orders and measures of
governmental authorities to try to limit the pandemic, including
travel restrictions, border closures, non-essential business
closures, service disruptions, quarantines, self-isolations,
shelters-in-place, social distancing and mandatory vaccination
policies, disruptions to markets, economic activity, financing,
supply chains and sales channels, and a deterioration of general
economic conditions including a possible national or global
recession; and the impact that the COVID-19 pandemic may have on
StorageVault which may include: a short-term delay in payments from
customers, an increase in accounts receivable and an increase of
losses on accounts receivable; decreased demand for the services
that StorageVault offers; and a deterioration of financial markets
that could limit StorageVault’s ability to obtain external
financing. A description of additional risk factors that may cause
actual results to differ materially from forward-looking
information can be found in StorageVault’s disclosure documents on
the SEDAR website at www.sedar.com. Although StorageVault has
attempted to identify important factors that could cause actual
results to differ materially from those contained in
forward-looking information, there may be other factors that cause
results not to be as anticipated, estimated or intended. Readers
are cautioned that the foregoing list of factors is not exhaustive.
Readers are further cautioned not to place undue reliance on
forward-looking information as there can be no assurance that the
plans, intentions or expectations upon which they are placed will
occur. Forward-looking information contained in this news release
is expressly qualified by this cautionary statement. The
forward-looking information contained in this news release
represents the expectations of StorageVault as of the date of this
news release and, accordingly, is subject to change after such
date. However, StorageVault expressly disclaims any intention or
obligation to update or revise any forward-looking information,
whether as a result of new information, future events or otherwise,
except as expressly required by applicable securities law.
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