TORONTO, Aug. 18, 2015 /CNW/ - Regal Lifestyle Communities Inc. ("Regal" or the "Company") (TSX: RLC) announced today the positive outcome of the shareholder ("Shareholders") vote at today's special meeting (the "Meeting") of Common Shareholders regarding the previously announced plan of arrangement pursuant to which, HCN-Revera Joint Venture ULC, a joint investment vehicle indirectly owned by Health Care REIT, Inc. and Revera Inc., will, among other things, acquire all of the issued and outstanding common shares ("Common Shares") of Regal at a price of $12.00 in cash per Common Share (the "Arrangement").
Approximately 99.70% of the Common Shares voted at the Meeting voted in favour of the special resolution approving the Arrangement. In addition, approximately 99.69% of the Common Shares voted at the Meeting held by Shareholders, other than those required to be excluded in determining such approval prescribed by Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions, voted in favour of the special resolution approving the Arrangement. Details of the voting results will be filed on SEDAR at www.sedar.com.
Regal will apply for a final order of the Ontario Superior Court of Justice (Commercial List) for approval of the Arrangement on August 21, 2015. The closing of the Arrangement remains subject to court approval, regulatory approvals and the satisfaction or waiver of other customary closing conditions. Assuming receipt of court approval and the satisfaction or waiver of all other conditions to closing, Regal expects that the Arrangement will close in the latter half of 2015.
Shareholders with questions about submitting Common Shares to the Arrangement, including with respect to completing the applicable letter of transmittal, can contact Computershare Investor Services Inc., who is acting as depositary under the Arrangement, toll free at 1-800-564-6253 or outside North America at 1-514-982-7555 or by email at firstname.lastname@example.org. Regal has retained Shorecrest Group Ltd. to act as proxy solicitation agent and to respond to inquiries from Shareholders. Shorecrest Group Ltd. may be contacted by telephone at 1-888-637-5789 (toll free in North America) or 1-647-931-7454 (collect outside North America) or by email at email@example.com. Further information regarding the Arrangement is available in the Company's management information circular dated July 14, 2015, which is available on SEDAR at www.sedar.com.
About Regal Lifestyle Communities Inc.
Regal Lifestyle Communities Inc. is a corporation incorporated under the laws of the Province of Ontario which owns a portfolio of retirement communities offering a continuum of care from independent serviced living to a full range of assisted living programs. Regal's portfolio is comprised of 23 private pay retirement communities, consisting of over 3,600 suites, primarily located in the Province of Ontario and including communities located in each of the Provinces of British Columbia, Saskatchewan, Quebec and Newfoundland and Labrador.
For more information, visit the Company's issuer profile at www.sedar.com.
This press release contains forward-looking information within the meaning of applicable securities laws that reflects the current expectations, estimates and projections of management about the future results, performance, achievements, prospects or opportunities for the companies following the Arrangement and expectations regarding whether the Arrangement will be consummated, including whether conditions to the consummation of the Arrangement will be satisfied or the timing for completing the Arrangement. The words "may", "would", "could", "should", "will", "anticipate", "believe", "plan", "expect", "intend", "estimate", "aim", "endeavour", "project", "continue", "predict", "potential", or the negative of these terms or other similar expressions have been used to identify these forward-looking statements.
Forward-looking statements are based upon a number of assumptions and are subject to a number of known and unknown risks and uncertainties, many of which are beyond management's control, and that could cause actual results to differ materially from those that are disclosed in or implied by such forward-looking statements. Management has attempted to identify important factors that could cause actual results, performance or achievements to vary from current expectations or estimates, expressed or implied, by the forward-looking information. However, there may be other factors that cause results, performance or achievements not to be as expected or estimated and that could cause actual results, performance or achievements to differ materially from current expectations. 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 expected or estimated in such statements. Accordingly, readers should not place undue reliance on forward-looking information.
The following factors could cause actual results to differ materially from those discussed in the forward-looking information: failure to satisfy the conditions to completion of the Arrangement, including court approval and certain regulatory approvals in Canada; the occurrence of any event, change or other circumstance that could give rise to the termination of the arrangement agreement; retention of employees, tenants, suppliers and other personnel being adversely affected by uncertainty surrounding the Arrangement; and the inability to successfully integrate the operations of the companies following completion of the Arrangement. Additional risks and uncertainties regarding Regal are described in its most recent Annual Information Form which is available on SEDAR at www.sedar.com.
This forward-looking information represents our views as of the date of this press release and such information should not be relied upon as representing management's views as of any date subsequent to the date of this document. While we anticipate that subsequent events and developments may cause our views to change, we do not intend to update this forward-looking information, except as required by applicable securities laws.
SOURCE Regal Lifestyle Communities Inc.
For further information: Regal Lifestyle Communities Inc., Mr. Simon Nyilassy, President and Chief Executive Officer, (416) 777-9677