/NOT FOR DISTRIBUTION TO US WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES OF AMERICA/
HALIFAX, March 4, 2020 /CNW/ - ViveRE Communities
Inc. (TSXV: VCOM) ("ViveRE" or the "Company") provides the
following corporate update.
ViveRE's plan to acquire recently built or refurbished, highly
leased multi-residential properties in bedroom communities across
Canada continues to advance. 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 to the carefree lifestyle
provided through renting in a community of their peers. ViveRE
Communities Inc. intends to consolidate this emerging market niche
across the Country. As press released on January 8 (75 Emma St. in Oshawa, Ontario), January 30 (Denaco acquisition comprised of 3
properties located in Moncton, NB)
and February 18, 2020 (ATMJ
acquisition comprising 10 buildings located in Moncton, NB), ViveRE currently has under
agreement a total of 367 rental units. Upon closing these three
transactions the total number of rental units owned by ViveRE will
increase from 119 to 486.
75 Emma St. Acquisition
As press released on January 8,
2020, ViveRE entered into a Share Purchase Agreement to
acquire all the shares of Emma and Albert Development Inc.
("Emma"), whose sole asset is the real property located at 75 Emma
Street, Oshawa, Ontario (the "Emma
St. Property"). The Emma St. Property is a newly built multi-unit
residential property totaling 20 units.
ViveRE will acquire Emma for a purchase price of $7,300,000, subject to adjustments at closing.
ViveRE will satisfy the purchase price as follows; (i) a collateral
mortgage in the maximum amount of $4,750,000; (ii) the issuance to the
vendors of 1,041,666 common shares of ViveRE at a deemed price of
$0.24 per share representing
consideration of $250,000; (iii) the
vendors providing an unsecured vendor take back loan in the amount
of $250,000 repayable in 24 months
and bearing interest at 7% per annum, convertible at the
option of the vendors into 925,925 common shares of ViveRE at a
deemed price of $0.27 per common
share for 24 months from the closing date; (iv) the issuance of
1,000,000 warrants to acquire common shares of ViveRE at an
exercise price of $0.27 per common
share for a term of 24 months from the closing date; (v) the
assumption of an existing shareholder loan of approximately
$900,000 and (vi) the balance of the
purchase price payable in cash from the proceeds of a non-brokered
private placement financing that ViveRE expects to complete
concurrent with the closing of the Emma acquisition. The
acquisition and financing are expected to close in April
2020. This acquisition is subject to TSX Venture Exchange
(the "Exchange") approval.
Financing for Emma St. Property
ViveRE Communities Inc. is undertaking a non-brokered private
placement financing in the form of Units, comprised of 50% common
shares at a price of $0.24 per common
share and 50% convertible debenture, bearing interest at 7%,
maturing in 2 years, convertible to common shares of ViveRE at a
price of $0.27 per common share. Tier
1 Units will be offered in amounts of $25,000 per Unit for maximum aggregate
subscription proceeds of $1,00,000.
Tier 2 Units will be offered in amounts of $250,000 per unit for maximum aggregate
subscription proceeds of $3,000,000.
Each $250,000 Tier 2 Unit purchased
will also include 500,000 share purchase warrants, exercisable at a
common share price of $0.27 per
common share of ViveRE for a period of two years from
issuance. The proceeds from these Private Placements will be
used to fund the acquisition of Emma and for general working
capital. These Private Placements are subject to Exchange
approval. The price reservation for these Private Placements is
valid until April 3, 2020.
Company
ViveRE Communities Inc. (TSX.V:VCOM) (the "Company") 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 Communities Inc.
intends to consolidate this emerging market niche. After the
acquisitions of 41 and 50 Noel Avenue, Saint John, NB, and 542 and 550 Ryan Street,
Moncton NB, the Company has
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. 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.
"Mike Anaka"
Chief Executive Officer
This news release does not constitute an offer to sell or a
solicitation of an offer to buy any of the securities in
the United States. The securities
have not been and will not be registered under the United States
Securities Act of 1933, as amended (the "U.S. Securities
Act") or any state securities laws and may not be offered or
sold within the United States or
to U.S. Persons unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such
registration is available.
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.
Forward-Looking Statements
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.