Dubai's Profile Group agrees to take major stake in Leisure Canada



    Trading: TSX Venture: LCN

    VANCOUVER, Dec. 21 /CNW/ - Leisure Canada (the "Company" or "LCI") is
pleased to announce that the Board of Directors has approved the signing of a
conditional agreement with Profile Investments LLC ("Profile") pursuant to
which Profile and persons associated therewith will acquire 46 percent of the
fully diluted issued capital of LCI as enlarged through the issuance of new
shares to Profile, thereby raising C$15 million. In addition, Profile and
persons associated therewith have agreed to invest US$5 million in the
Company's operating subsidiary, Wilton Properties Limited ("Wilton"). Profile
is a Dubai-based investment company with global interests in real estate
across India, the Gulf Cooperation Countries ("GCC"), Cape Verde and North
Africa.
    Profile Investments is a member of the Dubai headquartered Profile Group
which has substantial interests in Dubai, including projects on the "Water
Front" and the internationally renowned "World" development. Its interests
range from real estate consulting and engineering, design and architecture as
well as partnerships with global real estate sales and development operations.
The Profile Group holds substantial investments in prime properties in GCC
countries, such as the U.A.E. (Dubai) and Oman, and also in Morocco, Europe,
Spain and Cape Verde. In Dubai, its projects include;

    
    -   5 residential towers at Dubai Sports City;
    -   12 residential, commercial and hotel towers at Dubai Waterfront;
    -   10 residential buildings in International City;
    -   4 buildings in Dubailand, a huge mixed use project;
    -   2 exclusive projects on "The World"; the development of the "Island
        of Thailand" into a Spa and Residential Resort; and the development
        of the "Island of Ireland" as an up-market exclusive island retreat;
        and
    -   6 luxury villas in Emirate Hills.
    

    The transaction would envision Profile and persons associated therewith
purchasing 46 percent of LCI's issued capital on a fully diluted basis at the
time of closing. This will result in the issuance of 60 million units at
C$0.25 each for aggregate proceeds of C$15,000,000. Each unit would be
composed of one class "A" share (common share) plus one-half warrant. One full
warrant would entitle the holder to purchase one additional common share of
LCI for a period of 24 months after the closing date at a price of C$0.35 per
warrant share. The Company will undertake to extend the term of the warrants
for a further 24 months at an exercise price of C$0.40 in the third year and
C$0.45 in the fourth. Additionally, Profile and persons associated therewith
will acquire a 25 percent holding of the outstanding capital of Wilton by
means of the subscription of new shares in Wilton for a total sum of USD$5
million. Finally, LCI would arrange for the appointment of two directors
nominated by Profile to the Company's Board of Directors. Profile has also
expressed its strong desire to have Mr. Walter Berukoff remain as Chairman of
the Company for a further period of not less than five years.
    Walter Berukoff, the Executive Chairman of Leisure Canada said, "This
agreement will provide Leisure Canada with the backing of a vertically
integrated global real estate developer. All of the elements are now in place
to accelerate development of our world class asset base in Cuba and become
that nation's premier hospitality and real estate development company."
    Commenting on the investment, Mr. Hanif Patel, Founder and Chairman of
the Profile Group, said "Leisure Canada's major assets are in Cuba. We are
extremely excited about potential co-operation and synergies which will arise
from this investment. We can help them market their products and, at the same
time, offer this exotic market to our client base of over 30,000 investors.
    Mr. Patel added, "With almost US$ 20 million in new capital, and with
further capital injections planned in the near future, Leisure Canada will be
very well positioned to complete existing projects and acquire new assets in
Cuba."
    The transaction is subject to due diligence and other normal closing
conditions including the execution of definitive agreements and regulatory
approvals. It is expected to be completed by the 29th of February, 2008. MAC
Capital Limited, an Investment Bank operating from the Dubai International
Financial Centre and authorized by the Dubai Financial Services Authority, was
advisor to the Company in this transaction.

    Leisure Canada is a leading developer of luxury resorts in Cuba, with
multiple properties currently under development, including five-star hotels,
over 4,200 hotel rooms and PGA championship golf courses.

    ON BEHALF OF THE BOARD

    Christina Swan
    Corporate Secretary

    The TSX Venture Exchange has not reviewed and does not accept
    responsibility for the adequacy or accuracy of this release.





For further information:

For further information: JJ Jennex, Investor Relations Director,
Telephone: (604) 990-9599 or 1-888-600-8687, E-mail: info@leisurecanada.com,
Website: www.leisurecanada.com; Mr. Hanif Patel, Chairman, PROFILE GROUP,
Level 24 Burjuman Business Tower, PO BOX 125237 Dubai, United Arab Emirates,
Tel : + 971 4 7095 100, Fax : + 971 4 351 8885, E-mail : hk@profile.ae; Mr.
Robert W. McMillen, Chairman, MAC CAPITAL Limited, Suite 115, Building 4, Gold
& Diamond park, Interchange 4, Sheikh Zayed Rd., Dubai, U.A.E., Tel : + Tel:
971 4 409 7171, Fax : Tel: 971 4 409 7271, E-mail : rwm@maccapital.ae

Organization Profile

LEISURE CANADA INC.

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