StorageVault Completes $52.5 Million Acquisition of Storage for Your Life
September 14, 2015
REGINA, SASKATCHEWAN--(Marketwired - Sept. 14, 2015) - STORAGEVAULT CANADA INC. ("StorageVault") (TSX VENTURE:SVI) is pleased to announce that, further to its press release dated June 26, 2015, it has completed the closing of the purchase (the "Acquisition") of all of the self storage assets, property and business used in the operation of the four Greater Vancouver Area, British Columbia self storage stores (the "Purchased Assets") previously owned by Storage For Your Life Solutions Inc. ("SFYL") and Carousel Ventures Ltd. ("Carousel"). The acquisition of the Purchased Assets is an arm's length transaction.
Pursuant to the closing of the Acquisition, StorageVault acquired the four self-storage stores with approximately 300,000 square feet of rentable self-storage space in approximately 3,000 rental units. The Storage For Your Life brand is one of the premier portfolios in the Greater Vancouver Area and the Purchased Assets provide an excellent platform for StorageVault's expansion into Western Canada.
The purchase price for the Purchased Assets was $52,500,000 (subject to customary adjustments), of which $10,000,000 was paid by the issuance of 20,000,000 common shares of StorageVault ("Common Shares") at a deemed price of $0.50 per Common Share, and the balance of the purchase price in the amount of $42,500,000 (after standard and customary adjustments) was paid in cash and was funded through a Credit Agreement which was entered into in relation to the Acquisition (disclosed below). The Common Shares are subject to a hold period which expires on January 12, 2016. The closing of the Acquisition is subject to final acceptance of the TSX Venture Exchange.
The 20,000,000 Common Shares were issued to Carousel and upon completion of the Acquisition the Acquiror (as defined below) will own or control 20,000,000 Common Shares or approximately 23% of the total issued and outstanding Common Shares. Carousel is controlled, and is indirectly owned, by Jay Lynne Fleming (the "Acquiror"), c/o 1000 - 840 Howe Street, Vancouver, British Columbia. The Acquiror may increase or decrease its investment in StorageVault depending on market conditions or any other relevant factors.
In relation to the Acquisition, StorageVault entered into a commitment letter (the "Credit Agreement") with a third party lender. Pursuant to the Credit Agreement, StorageVault received a $42,500,000 first mortgage loan (the "Loan"). The security for the Loan includes a first priority mortgage and charge over the Purchased Assets, an assignment of rents over the Purchased Assets and a general security agreement over the Purchased Assets. The Credit Agreement contains a number of customary and usual terms for this type of Credit Agreement, including but not limited to: (i) financial reporting requirements; and (ii) satisfactory compliance by StorageVault of non-financial covenants normally applicable to credit agreements of this nature.
About StorageVault Canada Inc.
StorageVault owns and operates storage locations in the provinces of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Quebec and Nova Scotia.
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 may contain certain forward-looking information including, without limitation, final TSXV acceptance of the Acquisition. All statements included herein, other than statements of historical fact, is forward-looking information and such information involves various risks and uncertainties. There can be no assurance that such forward-looking information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such information. A description of assumptions used to develop such forward-looking information and a description of 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.
Mr. Steven Scott or Mr. Iqbal Khan