Toronto, Ontario --- PARKIT ENTERPRISE INC. (TSXV: PKT) (OTC: PKTEF) ("Parkit" or the "Company") is pleased to announce that it has agreed to acquire a property located in Ottawa, Ontario (the "Property") for an aggregate purchase price of $28,500,000, subject to customary adjustments (the "Proposed Acquisition"). The vendor of the Property, Access Self Storage Inc. (the "Vendor"), is a related party to Parkit and the Proposed Acquisition constitutes a non-arm's length transaction. It is anticipated that the Proposed Acquisition will be completed on March 18, 2021, concurrent with the anticipated closing of the Company's previously announced private placement of common shares (see press releases dated March 1, 2021).
Property and Industrial Real Estate Growth
The Proposed Acquisition continues Parkit's growth as an industrial real estate platform with the addition of a Class A industrial building with a fully tenanted 180,000 square feet of rentable space on 7 acres of land.
Steven Scott, the Chair of Parkit, states, "The Proposed Acquisition is another great purchase, which will add significant cash flows, as the Company continues to grow its platform beyond the Greater Toronto Area."
Purchase Price and Payment
The purchase price of $28,500,000, subject to adjustments, will be satisfied through the issuance of an aggregate of 2,667,000 common shares in the capital of Parkit at a deemed price of $1.50 per share with the remainder of the purchase price being paid with funds on hand. The common shares issued in connection with the Proposed Acquisition will be subject to a hold period of four months and one day.
Conditions Precedent to the Acquisitions
The closing of the Proposed Acquisition is subject to certain conditions including, but not limited to, completion of satisfactory due diligence, obtaining first mortgage commitments, satisfactory environmental site assessment reports and acceptance of the TSX Venture Exchange ("TSXV").
Exemption from MI 61-101 and TSXV Policy 5.9
As the Vendor is a non-arm's length party to Parkit, the Proposed Acquisition is considered to be a "related party transaction" under Multilateral Instrument 61-101 ("MI 61-101") and TSXV Policy 5.9. Parkit will rely on exemptions from the formal valuation and minority approval requirements of MI 61-101 and TSXV Policy 5.9, in respect of the Proposed Acquisition set forth in 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.
Parkit is an industrial real estate platform focused on the acquisition, growth and management of strategically located industrial properties across key markets in Canada, with a focus on the Greater Toronto Area+ ("GTA+"), Ottawa and Montreal, to complement its parking assets across the United States.
For further information: please contact Mr. Steven Scott: Investor Relations, Contact Number: 604-424-8700, Email: email@example.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.
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 1933 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 1933 Act and applicable state securities laws or an exemption from such registration is available.
Forward-Looking Information: This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, included herein is forward-looking information. Generally, forward-looking information may be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "proposed", "is expected", "budgets", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases, or by the use of words or phrases which state that certain actions, events or results may, could, would, or might occur or be achieved. In particular, this press release contains forward-looking information in relation to: statements as to the closing of the Proposed Acquisition and the private placement and the timing thereof; and the receipt of regulatory approvals and other conditions precedent in connection with the closing of the Proposed Acquisition. Such statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements. These risks, uncertainties, and factors may include, but are not limited to the inability to satisfy the closing conditions for the Proposed Acquisition or the private placement, general business uncertainties, and in particular uncertainties relating to the impact and duration of COVID-19 on future financial performance. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what impacts they will have on the Company. A description of additional risk factors that may cause actual results to differ materially from forward looking information can be found in Parkit's disclosure documents on the SEDAR website at www.sedar.com. Although Parkit 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. Accordingly, readers should not place undue reliance on forward-looking information. 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. 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 information contained in this press release is expressly qualified by this cautionary statement. The forward-looking information contained in this press release represents the expectations of Parkit as of the date of this press release and, accordingly, are subject to change after such date. However, Parkit 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.