HALIFAX, Dec. 3, 2019 /CNW/ - ViveRE Communities Inc.
(TSXV: VCOM) ("ViveRE" or the "Company") provides the
following business update.
ViveRE has entered into a non-binding letter of intent to
acquire the shares and real assets of Emma and Albert Development
Inc., whose sole asset is the real property located at 75 Emma
Street in Oshawa, Ontario (the
"Emma Property"). The Emma Property is a newly constructed 20
unit building comprised of 1 two bedroom and 19 three bedroom
apartments, a community room, fitness centre and a library. Located
within walking distance of Oshawa
city center, the Emma Property is near healthcare, recreation and
shopping. The purchase price is $7,300,000, with an indicated cap rate of 5.25%.
Rents are projected to range from $1,850 to $2,450
per month.
ViveRE's plan to acquire recently built or refurbished, highly
leased multi-residential properties in bedroom communities across
Canada continues to advance. The
Company aims to satisfy the needs of the newly emerging 55+
resident. The demographic that has changed the world is now
changing the way residential rental apartments cater to their
requirements. Their desire for community, along with service and
convenience amenities has led to the emergence of the Naturally
Occurring Retirement Community or "NORC". Apartments are the next
"home", after years of owning they look to the carefree lifestyle
provided through renting in a community of their peers. ViveRE
Communities Inc. intends to consolidate this emerging market niche
across the Country. After the acquisitions of 41 and 50 Noel
Avenue, Saint John, New Brunswick,
and 542 and 550 Ryan Street, Moncton, New
Brunswick, the Company has developed a robust pipeline of
qualified properties for potential acquisition. Screening
properties identified to match the criteria set out in the Company
business plan (proximity to healthcare, amenities, services and
shopping), management has identified a number of attractive targets
for consideration by the Board. ViveRE's existing property
portfolio totalling 119 units continues to be fully leased and is
performing to expectations. The Company plans to acquire in excess
of 400 units in the coming twelve months.
In accordance with the terms of ViveRE's outstanding 12%
Convertible Debentures, the Company intends to settle $19,660.24 of interest payable for the three
month period ending October 31, 2019,
with the issuance of 114,965 common shares at a deemed price per
share of $0.171. The issuance of the
common shares is subject to receipt of TSX Venture Exchange (the
"Exchange") approval.
ViveRE also announces that it intends to issue an aggregate of
337,119 common shares of the Company to a number of officers,
directors and consultants for services pursuant to consulting
agreements between the Company and each of Trimaven Capital
Advisors, Dr. Brian Ramjattan, THLA
Services Ltd and Aconi Financial Corp Ltd (the "Consultants") in
the amount of $74,166.67 for the
three months ended October 31, 2019
in accordance with the provisions of Exchange Policy 4.3 – Shares
for Services. The deemed price of these common shares for services
is $0.22. The Company received
disinterested shareholder approval for this Shares for Services
issuance to the Consultants at its Annual and Special Meeting of
Shareholders on May 31, 2019 (the
"Shareholder Approval"). The issuance of the shares is subject to
receipt of Exchange approval. The Corporation will not issue
any further shares of the Company to the Consultants in the future
for services pursuant to the Shareholder Approval.
The shares for services to be issued by the Company for the
period ending May 31, 2019,
July 31, 2019 and October 31, 2019 were subject to a deemed price
per share being not less than the price approved by the
disinterested shareholders for the first quarter period ended
February 28, 2019 minus the maximum
discount allowable pursuant to the Exchange Policy
4.3. Therefore, the maximum number of shares issuable by the
Company for shares for services was 733,333 common shares of the
Company for each quarter at a minimum price of $0.15 per share.
The company also announces that it intends to settle
$87,850 in debt owed for services
incurred by the issuance of 399,316 common shares of the Company at
a deemed price per share of $0.22. As
$31,950 of this debt is owed to two
non-arm's length parties, the company will seek disinterested
shareholder approval for the issuance of 145,227 of the common
shares to these two non-arm's length parties at its next scheduled
annual general meeting of shareholders. The issuance of the shares
for debt is subject to receipt of Exchange approval.
Multilateral Instrument 61-101 regulates certain types of
related party transactions to ensure the protection and fair
treatment of minority securityholders. The issuance of 90,795
common shares to non-arm's length parties is a related party
transaction for the purposes of MI 61-101. Sections 5.5 and 5.7 of
MI 61-101 exempt issuers from the formal valuation and minority
approval requirements for related party transactions contained in
MI 61-101 if the fair market value of the subject matter of, and
the fair market value of the consideration for, the transaction,
insofar as it involves interested parties, is not more than 25 per
cent of the issuer's market capitalization. Vivere is exempt from
such requirements, as the issuances represent less than 5 per cent
of the corporation's market capitalization.
About ViveRE Communities Inc.
ViveRE is a real estate acquisition and ownership company,
focused on recently built or recently refurbished, highly leased
multi-residential properties in bedroom communities across
Canada. The Company aims to
satisfy the needs of the newly emerging 55+ resident. This
demographic is changing the way residential rental apartments cater
to their requirements. Their desire for community, along with
services and convenience amenities, has led to the emergence of the
Naturally Occurring Retirement Community or "NORC". Apartments are
the next "home", after years of owning they look to the carefree
lifestyle provided through renting in a community of their peers.
ViveRE intends to consolidate this emerging market niche across the
country.
Forward-looking statements
This news release contains forward-looking statements
relating to the future operations of ViveRE and other statements
that are not historical facts. Forward-looking statements are often
identified by terms such as "aims", "intends", "will", "may",
"should", "anticipate", "expects" and similar expressions. All
statements other than statements of historical fact, included in
this release, including, without limitation, statements regarding
the Acquisition, the Offering, the receipt of requested TSXV and
securities regulatory approvals, and the future plans and
objectives of ViveRE Communities Inc, are forward-looking
statements that involve risks and uncertainties, and are
necessarily based on a number of assumptions
that, while considered reasonable by management, are
inherently subject to business, market and economic risks,
uncertainties and contingencies that may cause actual results,
performance or achievements to be materially different from those
expressed or implied by forward-looking statements. There
can be no assurance that such statements will prove to be accurate
and actual results and future events could differ materially from
those anticipated in such statements. Important factors that could
cause actual results to differ materially from ViveRE Communities
Inc.'s expectations include other risks detailed from time to time
in the filings made by ViveRE Communities Inc. with securities
regulators.
The reader is cautioned that assumptions used in the
preparation of any forward-looking information may prove to be
incorrect. Events or circumstances may cause actual results to
differ materially from those predicted, as a result of numerous
known and unknown risks, uncertainties, and other factors, many of
which are beyond the control of ViveRE Communities Inc. The reader
is cautioned not to place undue reliance on any forward-looking
information. 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 statements contained in this news release are
expressly qualified by this cautionary statement. The
forward-looking statements contained in this news release are made
as of the date of this news release and ViveRE Communities Inc.
will only update or revise publicly the included forward-looking
statements as expressly required by Canadian securities
law.
Neither the TSXV nor its Regulation Services Provider (as
that term is defined in the policies of the TSXV) accepts
responsibility for the adequacy or accuracy of this press
release.
SOURCE ViveRE Communities Inc.