StorageVault Announces Closing of First Tranche of Private Placement
November 25, 2015
REGINA, SASKATCHEWAN--(Marketwired - Nov. 25, 2015) - STORAGEVAULT CANADA INC. ("StorageVault")(TSX VENTURE:SVI) is pleased to announce that, further its press release dated October 21, 2015, it has completed the first tranche closing of its non-brokered private placement (the "Offering") of common shares ("Common Shares"), subject to final acceptance from the TSX Venture Exchange ("TSXV"). StorageVault issued 10,257,776 Common Shares at a price of $0.65 per Common Share for gross proceeds of $6,667,554. It is anticipated that StorageVault will close a second tranche of the Offering on or about December 15, 2015. The Common Shares issued in connection with this tranche of the Offering are subject to hold periods that expire on March 24, 2016 and March 26, 2015. Finder's acting in connection with this tranche of the Offering received aggregate fees of $229,215.
Proceeds of the Offering will be used to fund the recently announced $19 million acquisition of 5 storage properties (consisting of 3 properties in British Columbia and 2 in Manitoba, see StorageVault's October 16, 2015 and November 20, 2015 news releases), for future acquisitions (including any potential acquisitions from Access Self Storage Inc. resulting from the Access Negotiations as discussed in the October 16, 2015 and November 20, 2015 news releases; collectively, with the British Columbia and Manitoba acquisitions, the "Acquisitions"), to fund the expansion of the Storage For Your Life portfolio ("SFYL" - a $52.5 million self-storage portfolio consisting of 4 properties in the Greater Vancouver Area - see StorageVault's September 14, 2015 news release) and for general corporate purposes. The Acquisitions are subject to certain conditions including the execution of definitive agreements in respect of any acquisitions resulting from the Access Negotiations, closing conditions and the acceptance of the TSXV, all as more particularly set forth in the October 16, 2015 and November 20, 2015 news releases. There can be no assurance that the Acquisitions will be completed as proposed or at all.
Directors and officers of StorageVault participated in the first tranche of the Offering purchasing 126,000 Common Shares and these purchases are considered "related party transactions" under Canadian securities laws. StorageVault is relying on exemptions from the formal valuation and minority approval requirements of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") and TSXV Policy 5.9, in respect of these purchases, 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. No new insiders were created, nor has any change of control occurred, as a result of the Offering.
About StorageVault Canada Inc.
StorageVault owns and operates storage locations in the provinces of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Quebec, and Nova Scotia.
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 are 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 news release contains forward-looking information regarding: the Offering, the closing of the Offering and the use of proceeds of the Offering; the closing and the closing date of additional tranches of the Offering; the potential Acquisitions, the execution of purchase agreements for certain of the potential Acquisitions and completion of the potential Acquisitions; the expansion of the SFYL portfolio; and potential future acquisitions by StorageVault. There can be no assurance that such forward-looking information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such forward-looking information. This forward-looking information reflects StorageVault's current beliefs and is based on information currently available to StorageVault and on assumptions StorageVault believes are reasonable. These assumptions include, but are not limited to: the market acceptance of the Offering, the ability of StorageVault to complete additional tranches the Offering in a timely manner, TSXV acceptance of the Offering and the use of proceeds of the Offering continuing to be acceptable and approved by the board of directors and the Acquisition Committee of StorageVault; the successful negotiation and execution of purchase agreements in respect of Acquisitions resulting from the Access Negotiations; market acceptance of the SFYL expansion; market acceptance and approvals, including TSXV acceptance of the potential issuance of Common Shares, for the potential Acquisitions and the closing of the potential Acquisitions; and market acceptance of potential future acquisitions by StorageVault.
Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of StorageVault to be materially different from those expressed or implied by such forward-looking information. Such risks and other 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 or regulatory approvals; the actual results of future operations; competition; changes in legislation, including environmental legislation, affecting StorageVault; the timing and availability of external financing on acceptable terms; conclusions of economic evaluations and appraisals; and lack of qualified, skilled labour or loss of key individuals. A description of additional assumptions used to develop such forward-looking information and a description of additional risk factors that may cause actual results to differ materially from forward-looking information can be found in StorageVault's disclosure documents on the SEDAR website at www.sedar.com. Although StorageVault 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 factors is not exhaustive. 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. 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 StorageVault as of the date of this news release and, accordingly, is subject to change after such date. However, StorageVault 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.
StorageVault Canada Inc.
Mr. Steven Scott
(416) 288-2402
srs@accessstorage.ca
StorageVault Canada Inc.
Mr. Iqbal Khan
(416) 288-2402
srs@accessstorage.ca