Yorkton Equity Group Inc. Announces Convertible Debenture Private Placement
V.YEG | October 12, 2023
Edmonton, Alberta – TheNewswire – October 12, 2023 – Yorkton Equity Group Inc. (“Yorkton” or the “Company”) (TSXV: YEG) is pleased to announce, subject to TSX Venture Exchange (the “Exchange”) and other regulatory approvals, a non-brokered private placement (the “Offering”) of up to $2,200,000 in unsecured convertible debentures of the Company (the “Convertible Debentures”).
Each Convertible Debenture will have an issue price of $1,000 with an interest rate of eight percent (8%) per annum, payable annually to the Convertible Debenture holders only in cash no later than thirty (30) days from the anniversary date of the closing date of the Offering to the maturity date.
Each Convertible Debenture will mature on the date that is five (5) years from the date of issuance of the Convertible Debenture (the “Term”). The principal amount of each Convertible Debenture may, at the option of the Convertible Debenture holder, be convertible, in whole or in part during the Term, into Common Shares at a conversion price of $0.20 per Common Share (the “Conversion”), after which such principal amount of the Convertible Debenture will be extinguished.
The Company, after a period of thirty-six (36) months following the date of closing, will have the right, but not the obligation, to redeem the principal amount and any unpaid interest of the Convertible Debenture in cash, without penalty, at any time prior to the date of maturity by providing a thirty (30) calendar day notice period (the “Redemption Notice”) to the Convertible Debenture holder by way of a written notice or a press release duly disseminated. Within ten (10) business days after receipt of the Redemption Notice, the Convertible Debenture holder, at its sole discretion, may request for a Conversion (of the principal amount only exclusive of any interest component which is payable in cash only) from the Company by the issuance of Common Shares. All rights to Conversion lapses ten (10) business days after receipt of the Redemption Notice.
The Convertible Debentures and any Common Shares issuable upon conversion will be subject to a statutory hold period lasting four months and one day following the closing date.
The Company intends to use the proceeds from the Offering for the closing of the acquisition of “The Fuse”, a 125-unit multi-family residential complex constructed in 2015 and comprising of two condominium-grade buildings situated on approximately 2.67 acres of land located in the Summerside neighborhood at 2105 and 2109 68 Street SW, Edmonton, Alberta, as previously announced on October 2, 2023, and general working capital.
The Offering may be completed in multiple tranches and is subject to customary closing conditions, including conditional approval from the Exchange. In accordance with applicable securities laws, the Convertible Debentures issued under the Offering will be sold to investors pursuant to prospectus exemptions available under National Instrument 45-106, including exemptions for: accredited investor, offering memorandum, minimum amount investment, and family, friends and business associates. Potential investors are encouraged to contact the Company for further information in respect of the Offering.
In the event that this transaction is considered a “related party transaction” pursuant to the policies of the Exchange and Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions (“MI 61-101”), this transaction will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101. In particular, the Company has determined that the exemption set out in paragraph (b) in section 5.5 of MI 61-101 is applicable since the Company is not listed on the Toronto Stock Exchange, but only on the TSX Venture Exchange. In addition, regarding the minority shareholder approval exemption, the exemption set out in paragraphs (1)(b) in section 5.7 of MI 61-101 is applicable in that the distribution of the securities has a fair market value of not more than $2,500,000 and the Company is not listed on the Toronto Stock Exchange, but only on the TSX Venture Exchange.
About Yorkton
Yorkton Equity Group Inc. is a growth-oriented real estate investment company committed to providing shareholders with growing assets through accretive acquisitions, organic growth, and the active management of multi-family rental properties with significant upside potential. Our current geographical focus is in Alberta and British Columbia with diversified and growing economies, and strong population in-migration. Our business objectives are to achieve growing Net Operating Income (“NOI”) as well as the asset values in our multi-family rental property portfolio in strategic markets across Western Canada.
The management team at Yorkton Equity Group Inc. has well over 30 years of prior real estate experience in acquiring and managing rental assets.
Further information about Yorkton is available on the Company’s website at www.yorktonequitygroup.com and the SEDAR+ website at www.sedarplus.ca.
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.
For further information on Yorkton, please contact:
Ben Lui, CEO – Corporate Office: (780) 409-8228
Yorkton Equity Group Inc. – Shareholder Communications: (780) 907-5263
Email: investors@yorktonequitygroup.com
Forward-looking information
This press release may include forward-looking information within the meaning of Canadian securities legislation concerning the business of Yorkton. Forward-looking information is based on certain key expectations and assumptions made by the management of Yorkton. Although Yorkton believes that the expectations and assumptions on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because Yorkton can give no assurance that they will prove to be correct. Forward-looking statements contained in this press release are made as of the date of this press release. Yorkton disclaims any intent or obligation to update publicly any forward-looking information, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein in the United States. The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended, or any applicable securities laws or any state of the United States and may not be offered or sold in the United States or to the account or benefit of a person in the United States absent an exemption from the registration requirement.
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