Toronto, Ontario -- Parkit Enterprise Inc. (TSXV: PKT) ("Parkit" or the "Company"), is pleased to announce that, further to its April 25th, 2022 news release, it has completed the acquisition of two industrial assets from two vendor groups (collectively, the "Vendors") for an aggregate purchase price of $22,680,000, subject to customary adjustments (the "Acquisitions"). One of the Acquisitions is arm's length and one is non-arm's length with SRS Realty Group Inc. ("SRS"), a company wholly owned by Steven Scott, a director and chair of Parkit, as the Vendor (the "Related Party Acquisition").
The third acquisition announced on April 25th, 2022, will close later within the current quarter.
Acquisition of 3455 Mainway Dr, Burlington, ON and 5300 Harvester Rd, Burlington, ON
Parkit acquired 3455 Mainway Dr, Burlington, ON and 5300 Harvester Rd, Burlington, ON (the "Properties") for an aggregate purchase price of $22,680,000. The Properties are approximately 77,299 square feet on 10.8 acres of land.
Purchase Price and Payment
The aggregate purchase price for the Acquisitions is $22,680,000, subject to adjustments, and was satisfied through the issuance of 5,885,238 common shares of Parkit for $7,000,000, assumption of a mortgage of approximately $4,500,000 and approximately $11,180,000 from funds on hand. The common shares issued in connection with the Acquisition will be subject to a hold period of four months and one day following the date of issuance.
Iqbal Khan, CEO of Parkit, states, "These acquisitions continue Parkit's momentum by adding two high quality locations to our GTA+ portfolio. The acquisitions have rents 45% below market, a WALT of 1.8 years and the ability to expand on excess land."
Exemption from MI 61-101 and TSXV Policy 5.9
As SRS is a non-arm's length party to Parkit, the Related Party Acquisition is considered a "related party transaction" under MI 61-101 - "Protection of Minority Security Holders in Special Transactions" 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 Related Party Acquisition 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.
Early Warning Disclosure
As a result of the completion of the Related Party Transaction on May 11, 2022, SRS acquired beneficial ownership and control of 5,885,238 common shares of Parkit ("Common Shares") at a price of $1.19 per Common Share, which represents approximately 2.43% of the issued and outstanding Common Shares after the Related Party Transaction. Prior to the completion of the Related Party Transaction, SRS held 22,155,218 Common Shares, being 9.37% of the issued and outstanding Common Shares. As a result of the Related Party Transaction, the amount of Common Shares beneficially held by SRS is now 28,040,456 Common Shares, amounting to 11.57% of the issued and outstanding Common Shares on a diluted and non-diluted basis. SRS has a long-term view of its investment in Parkit and may acquire additional securities of Parkit including on the open market or through private acquisitions or sell the securities including on the open market or through private dispositions in the future depending on market conditions and other relevant factors. SRS head office is located at 100 Canadian Road, Scarborough, ON M1R 4Z5.
A copy of the early warning report in relation to the above Related Party Transaction will appear with Parkit's filings on SEDAR. Parkit's head office address is located at 100 Canadian Road, Scarborough, ON M1R 4Z5. The disclosure in this news release under the heading "Early Warning Disclosure" has been issued under the early warning provisions of applicable Canadian securities legislation.
About Parkit Enterprise Inc.
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. Parkit's common shares are listed on TSX Venture Exchange (Symbol: PKT).
For more information, please contact Mr. Carey Chow, Mr. Iqbal Khan or Mr. Steven Scott:
Contact Number: 1-888-627-9881
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 is forward-looking information. In particular, this news release contains forward-looking information in relation to: the ability to expand on excess lands in relation to the Acquisitions; and Parkit's strategy and focus regarding acquiring high-quality and strategically located industrial properties with a focus on the GTA+, Ottawa and Montreal. This forward-looking information reflects Parkit's current beliefs and is based on information currently available to Parkit and on assumptions Parkit believes are reasonable. These assumptions include, but are not limited to: the closing, and timing for closing, of the third Acquisition; the level of activity in the industrial real estate business and the economy generally; consumer interest in Parkit's services and products; and Parkit's continued response and ability to navigate the COVID-19 pandemic being consistent with, or better than, its ability and response to date. Forward-looking information is subject to known and unknown risks and uncertainties that may cause the actual results, performance or developments to differ materially from those contained in or implied by such forward-looking information. These risks, uncertainties, and 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 Parkit's future operations; competition; changes in legislation, including environmental legislation, affecting Parkit; 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 Parkit 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 Parkit offers; and a deterioration of financial markets that could limit Parkit'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 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. Readers are cautioned that the foregoing list of risks, uncertainties and factors is not exhaustive. 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 news release is expressly qualified by this cautionary statement. The forward-looking information contained in this news release represents the expectations of Parkit as of the date of this news release and, accordingly, is 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.