Diversified Royalty Corp. (TSX: DIV and DIV.DB) (the
“Corporation” or “DIV”) is pleased to announce that it has closed
its previously announced bought deal public offering of 10,810,000
common shares from the treasury of the Corporation, including
1,410,000 common shares issued pursuant to the full exercise of the
over-allotment option, at a price of $3.20 per common share (the
“
Offering Price”) for total gross proceeds of
approximately $34.6 million (the “
Offering”). The
Offering is fully described in DIV’s short form prospectus dated
March 2, 2020 (the “
Prospectus”), which is
available on SEDAR at www.sedar.com.
The Offering was conducted by a syndicate of
underwriters led by Cormark Securities Inc., that included CIBC
Capital Markets, Stifel Nicolaus Canada Inc., BMO Nesbitt Burns
Inc., Canaccord Genuity Corp., PI Financial Corp., Haywood
Securities Inc., Industrial Alliance Securities Inc. and Paradigm
Capital Inc.
As described in the Prospectus, DIV intends to
use the net proceeds of the Offering for repayment of outstanding
amounts under DIV’s acquisition line and to fund working capital
and for general corporate purposes, which may include the
acquisition of additional royalties from DIV’s existing royalty
partners.
This news release shall not constitute an offer
to sell or the solicitation of an offer to buy nor shall there be
any sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
This news release does not constitute an offer of securities for
sale in the United States. The securities being offered have not
been, nor will they be, registered under the United States
Securities Act of 1933, as amended, and such securities may not be
offered or sold within the United States absent registration under
U.S. federal and state securities laws or compliance with an
applicable exemption from such U.S. registration requirements.
About Diversified Royalty Corp.
DIV is a multi-royalty corporation, engaged in
the business of acquiring top-line royalties from well-managed
multi-location businesses and franchisors in North America. DIV’s
objective is to acquire predictable, growing royalty streams from a
diverse group of multi-location businesses and franchisors.
DIV currently owns the Mr. Lube, AIR MILES®,
Sutton, Mr. Mikes, Nurse Next Door and Oxford Learning Centres
trademarks. Mr. Lube is the leading quick lube service business in
Canada, with locations across Canada. AIR MILES® is Canada’s
largest coalition loyalty program with approximately two-thirds of
Canadian households actively participating in the AIR MILES®
Program. Sutton is among the leading residential real estate
brokerage franchisor businesses in Canada. Mr. Mikes currently
operates casual steakhouse restaurants primarily in western
Canadian communities. Nurse Next Door is one of North America’s
fastest growing home care providers with locations across Canada
and the United States as well as in Australia. Oxford Learning
Centres is one of Canada’s leading franchised supplemental
education services in Canada and the United States.
DIV expects to increase cash flow per share by
making accretive royalty purchases and through the growth of
purchased royalties. DIV expects to pay a predictable and stable
dividend to shareholders and increase the dividend as cash flow per
share increases allow.
Forward Looking Statements
Certain statements contained in this news
release may constitute “forward-looking information” within the
meaning of applicable securities laws that involve known and
unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements to be materially
different from any future results, performance or achievements
expressed or implied by such forward-looking information. The use
of any of the words “anticipate”, “continue”, “estimate”, “expect”,
“intend”, “may”, “will”, ”project”, “should”, “believe”,
“confident”, “plan” and “intends” and similar expressions are
intended to identify forward-looking information, although not all
forward-looking information contains these identifying words.
Specifically, forward-looking information in this news release
includes, but is not limited to, statements made in relation to:
the intended use of proceeds from the Offering; DIV’s ability to
pay a predictable and stable dividend to shareholders; and DIV’s
corporate objectives. These statements involve known and unknown
risks, uncertainties and other factors that may cause actual
results or events, performance, or achievements of DIV to differ
materially from those anticipated or implied by such
forward-looking information. DIV believes that the expectations
reflected in the forward-looking information included in this news
release are reasonable but no assurance can be given that these
expectations will prove to be correct. In particular there can be
no assurance that: the actual use of proceeds will be consistent
with current expectations; DIV will be able to make monthly
dividend payments to the holders of its common shares; or DIV will
achieve any of its corporate objectives. Given these uncertainties,
readers are cautioned that forward-looking information included in
this news release are not guarantees of future performance, and
such forward-looking information should not be unduly relied upon.
More information about the risks and uncertainties affecting
DIV’s business and the businesses of its royalty partners can be
found in the “Risk Factors” section of its Annual Information Form
dated March 11, 2019, the “Risk Factors” section of its
management’s discussion and analysis for the three and nine months
ended September 30, 2019, and the “Risk Factors” section of the
Prospectus, copies of which are available under DIV’s profile on
SEDAR at www.sedar.com.
In formulating the forward-looking information
contained herein, management has assumed that the business and
economic conditions affecting DIV and its royalty partners will
continue substantially in the ordinary course, including without
limitation with respect to general industry conditions, general
levels of economic activity and regulations. These assumptions,
although considered reasonable by management at the time of
preparation, may prove to be incorrect.
All of the forward-looking statements made in
this news release are qualified by these cautionary statements and
other cautionary statements or factors contained herein, and there
can be no assurance that the actual results or developments will be
realized or, even if substantially realized, that they will have
the expected consequences to, or effects on, DIV. The
forward-looking information included in this news release is
presented as of the date of this news release and DIV assumes no
obligation to publicly update or revise such information to reflect
new events or circumstances, except as may be required by
applicable law.
THE TORONTO STOCK EXCHANGE HAS NOT
REVIEWED AND DOES NOT ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR THE
ACCURACY OF THIS RELEASE.
Additional Information
Additional information relating to the
Corporation and other public filings, is available on SEDAR at
www.sedar.com.
Contact:Sean Morrison, President and Chief
Executive OfficerDiversified Royalty Corp. (604) 235-3146
Greg Gutmanis, Chief Financial Officer and VP
Acquisitions Diversified Royalty Corp. (604) 235-3146
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