CALGARY, AB, Aug. 31, 2020 /CNW/ - Alaris Royalty Corp. ("Alaris" or the "Corporation") (TSX: AD) is pleased to announce that it has received shareholder approval for its previously announced plan of arrangement (the "Arrangement") to convert Alaris to a publicly-traded income trust to be named Alaris Equity Partners Income Trust (the "Trust"), pursuant to a statutory plan of arrangement under the provisions of the Canada Business Corporations Act. Shareholders approved the arrangement at the virtual special meeting (the "Meeting") of holders ("Shareholders") of common shares ("Common Shares") of the Corporation held on August 31, 2020 with 99.03% of the votes cast by Shareholders either at the Meeting or by proxy voting in favour of the Arrangement. Following the Meeting, on August 31, 2020, Alaris obtained the final order approving the Arrangement from the Court of Queen's Bench of Alberta. As such, the Corporation expects that the Arrangement will become effective on September 1, 2020 (the "Effective Date"). Subject to closing the Arrangement on the Effective Date, it is expected that the trust units of the Trust (the "Trust Units") will commence trading on the Toronto Stock Exchange (the "TSX") on or about September 4, 2020 under the symbol "AD.UN" subject to receipt of final documentation by the TSX. On or after the Effective Date, trading in Common Shares on the TSX will be on an "entitlement" basis for Trust Units.
All Shareholders are encouraged to read the information circular (the "Circular") of the Corporation dated July 21, 2020 and letter of transmittal, copies of which are available under Alaris' SEDAR profile at www.sedar.com, for further details on the terms of the Arrangement.
Shareholder Questions and Assistance
If you have any questions with respect to the Arrangement, please contact our proxy solicitor:
Laurel Hill Advisory Group
1-877-452-7184 toll-free in North America
1-416-304-0211 collect outside North America
ABOUT THE CORPORATION:
Alaris provides alternative financing to private companies ("Partners") in exchange for distributions with the principal objective of generating stable and predictable cash flows for dividend payments to its shareholders. Distributions from the Partners are adjusted each year based on the percentage change of a "top line" financial performance measure such as gross margin and same-store sales and rank in priority to the owners' common equity position.
FORWARD LOOKING STATEMENTS
This news release contains forward-looking statements as defined under applicable securities laws. Statements other than statements of historical fact contained in this news release may be forward-looking statements under applicable securities legislation, including, without limitation, management's expectations, intentions and beliefs concerning: the date of the Effective Date; closing of the Arrangement and the date of commencement of trading of the Trust Units on the TSX. Many of these statements can be identified by words such as "believe", "expects", "will", "intends", "projects", "anticipates", "estimates", "continues" or similar words or the negative thereof. There can be no assurance that the plans, intentions or expectations upon which these forward looking statements are based will occur.
By their nature, forward-looking statements require Alaris to make assumptions and are subject to inherent risks and uncertainties. In addition to other factors and assumptions which may be identified herein, assumptions have been made in respect of such forward-looking statements regarding, among other things: (a) the receipt of required approvals; (b) satisfaction of the conditions to listing the Trust Units; (c) general economic conditions and the performance of the Canadian, US and global economies over the next 24 months; and (d) the time and date of the listing of the Trust Units on the TSX.
There can be no assurance that the assumptions, plans, intentions or expectations upon which these forward looking statements are based will occur. Forward looking statements are subject to risks, uncertainties and assumptions and should not be read as guarantees or assurances of future performance. The actual results of the Corporation and the Trust could materially differ from those anticipated in the forward looking statements contained herein as a result of certain risk factors, including, but not limited to, the following: failure to obtain receipt of all third party approvals and consents for the Arrangement; the listing of the Trust Units may be delayed; and the closing the Arrangement may be delayed. Additional risks that may cause actual results to vary from those indicated are discussed under the heading "Risk Factors" and "Forward Looking Statements" in the Corporation's Management Discussion and Analysis for the year ended December 31, 2019 and the Circular, which is filed under the Corporation's profile at www.sedar.com and on its website at www.alarisroyalty.com.
Accordingly, readers are cautioned not to place undue reliance on any forward-looking information contained in this news release as a number of factors could cause actual future results, conditions, actions or events to differ materially from the targets, expectations, estimates or intentions expressed in the forward-looking statements. Statements containing forward-looking information reflect management's current beliefs and assumptions based on information in its possession on the date of this news release. Although management believes that the assumptions reflected in the forward-looking statements contained herein are reasonable, there can be no assurance that such expectations will prove to be correct.
The forward-looking statements contained herein are expressly qualified in their entirety by this cautionary statement. The forward-looking statements included in this news release are made as of the date of this news release and Alaris does not undertake or assume any obligation to update or revise such statements to reflect new events or circumstances except as expressly required by applicable securities legislation.
Neither the TSX nor its Regulation Services Provider (as that term is defined in the policies of the TSX) accepts responsibility for the adequacy or accuracy of this release.
SOURCE Alaris Royalty Corp.