TORONTO, March 03, 2021 (GLOBE NEWSWIRE) -- STORAGEVAULT CANADA INC. (“StorageVault”) (SVI-TSX-V) has agreed to acquire 15 stores from seven vendor groups (collectively, the “Vendors”) for an aggregate purchase price of $100,000,000, subject to customary adjustments (the “Acquisitions”). Five of the Acquisitions are arm’s length and two, totaling $10,700,000, are related party acquisitions (the “Related Party Acquisitions”) with Access Self Storage Inc. or its affiliates or associates (collectively, “Access”) as the Vendor. It is anticipated that the Acquisitions will close in Q1 and Q2 2021.
Seven of the assets are located in Ontario, two in Saskatchewan and six in Alberta. Six of the stores are currently managed by StorageVault. The Acquisitions will result in StorageVault owning 182 stores and owning and managing 221 across Canada.
Purchase Price and Payment
The aggregate purchase price is $100,000,000, subject to adjustments, and is payable by the issuance of an aggregate of up to approximately $15,000,000 of StorageVault common shares to certain of the Vendors based on an agreed upon VWAP ending two days prior to closing, with the remainder of the aggregate purchase price being paid with funds on hand and mortgage financing.
Conditions Precedent to the Acquisitions
The obligations of StorageVault to complete the Acquisitions are subject to conditions including, but not limited to: satisfactory due diligence, obtaining first mortgage commitments, and satisfactory environmental site assessment reports. The obligations of both StorageVault and the Vendors to complete the closing of the Acquisitions are subject to the satisfaction of other customary closing conditions and include acceptance of the TSX Venture Exchange (“TSXV”). None of the seven Vendor group Acquisitions are conditional or contingent on the completion of the other Acquisitions.
Exemption from MI 61-101 and TSXV Policy 5.9
As Access is a non-arm’s length party to StorageVault, the Related Party Acquisitions are considered “related party transactions” under MI 61-101 and TSXV Policy 5.9. StorageVault is relying 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 Acquisitions, 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.
There can be no assurance that the Acquisitions will be completed as proposed or at all. The TSXV has in no way passed upon the merits of the Acquisitions and has neither approved nor disapproved the contents of this news release. No new insiders will be created, nor will any change of control occur, as a result of the Acquisitions.
About StorageVault Canada Inc.
StorageVault currently owns and operates 212 storage locations in the provinces of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Quebec, and Nova Scotia. StorageVault owns 167 of these locations plus over 4,400 portable storage units representing over 9.2 million rentable square feet on over 525 acres of land. StorageVault also provides professional records management services, such as document and media storage, imaging and shredding services.
For further information, contact Mr. Steven Scott or Mr. Iqbal Khan.