TORONTO, March 30 /CNW/ - Consolidated HCI Holdings Corporation ("HCI")
(TSX: CXA.B) announced today that, at the Annual and Special meeting of its
shareholders held today, its shareholders approved, by a 99.96% majority, the
sale of a portfolio of its assets and properties, to a subsidiary of Dundee
Real Estate Investment Trust.
The portfolio of assets and properties to be sold by HCI consists of
2,066,448 square feet of income-producing properties comprising 59 industrial
buildings in the Pine Valley Business Park in Vaughan totaling 1,723,118
square feet, 1 industrial building in Burlington of 160,000 square feet, 1
office building in Mississauga of 42,808 square feet, and 14 commercial
buildings in Vaughan totaling 140,522 square feet, (the "Purchased Assets").
HCI has agreed to sell the Purchased Assets to Dundee for a total purchase
price of $230,000,000.
The transaction is to be completed on May 1, 2007 (the "Closing Date"),
unless that date is extended by HCI and Dundee. The completion of the
transaction is subject to a number of conditions precedent, which included
obtaining the approval of HCI's shareholders, which latter condition has now
Details of the Transaction
The purchase price of $230,000,000 is to be paid by way of:
(a) the assumption by Dundee of the outstanding principal amount of the
mortgages relating to the Purchased Assets; and
(b) the balance in cash (currently estimated to be approximately
$174,000,000 after adjustments).
HCI is responsible for all expenses and is entitled to all revenue
accrued from the Purchased Assets up to April 30, 2007. The cash component of
the purchase price is subject to adjustment to reflect certain payments
(including interest on mortgages assumed by Dundee) that are made by either
party prior to the Closing Date.
In the event that HCI is unable to satisfy the conditions precedent to
Dundee's obligation to proceed with the transaction Dundee may terminate the
Agreement or waive compliance with the condition. Any termination of the
Agreement is without prejudice to Dundee's right to seek damages against HCI,
however such damages are to be limited to a maximum of $5,000,000.
Forward Looking Statements
This press release contains "forward-looking information" as defined
under applicable securities law. Forward-looking information includes, but is
not limited to, statements with respect to the expectations of concluding the
sale transaction and other transactions described herein. In certain cases,
forward-looking information can be identified by the use of words such as
"plans", "expects" or "does not expect", "is expected", "intends",
"anticipates" or "does not anticipate", or "believes", or variations of such
words and phrases or state that certain actions, events or results "may",
"could", "would", "might" or "will be taken", "occur" or "be achieved".
Forward-looking information involves known and unknown risks, uncertainties
and other factors that may cause actual results, performance or achievements
to be materially different from any future results, performance or
achievements expressed or implied by the forward-looking information. Such
factors include, among others, the uncertainty associated with the ability of
the parties to the sale transaction to satisfy the conditions to the
completion of the sale transaction that are set forth in the Agreement and the
other transactions described herein. There can be no assurance that a
transaction will be entered into or completed. Although HCI has attempted to
identify important factors that could cause actual actions, events or results
to differ materially from those described in forward-looking information,
there may be other factors that cause actions, events or results not to be as
anticipated, estimated or intended. There can be no assurance that
forward-looking information will prove to be accurate, as actual results and
future events could differ materially from those anticipated in such
statements. Accordingly, investors should not place undue reliance on
forward-looking information. Forward-looking information is provided as of the
date of this material change report, and HCI assumes no obligation to update
or revise such information to reflect new events or circumstances.
For further information:
For further information: Mr. Stanley Goldfarb, President, (905)