TORONTO, June 7, 2017 /CNW/ - Gibraltar Growth Corporation (TSX: GBG.A, GBG.WT) (the "Corporation") today announced that based on proxies received to date, representing a majority of the shares eligible to vote, shareholders have given strong support for its qualifying acquisition (the "Qualifying Acquisition") consisting of the acquisition of LXR Produits de Luxe Internationale Inc. ("LXR").
The Corporation has to date received proxies representing approximately 89% of its issued and outstanding Class A Restricted Voting Shares and Class B Shares, with over 83% of the votes cast in favour of approving the Qualifying Acquisition.
Shareholders holding approximately 97% of the Corporation's Class A Restricted Voting Shares have elected to redeem their shares. The remaining Class A Restricted Voting Shares will be converted into Class B Shares on closing of the Qualifying Acquisition.
The shareholder meeting to vote on the approval of the Qualifying Acquisition will be held on June 9, 2017 and the Qualifying Acquisition is scheduled to close later that day, subject to the satisfaction of certain conditions as set out in the purchase agreement for the Qualifying Acquisition. The Toronto Stock Exchange (the "TSX") has conditionally approved the listing of the Class B Shares of the Corporation following closing of the Qualifying Acquisition subject to the satisfaction of certain conditions, including that the Corporation meets the public distribution requirements of the TSX within 90 days of closing.
The final long form non-offering prospectus and the management information circular in respect of the Qualifying Acquisition are available under the Corporation's profile on SEDAR at www.sedar.com.
Goodmans LLP is acting as legal counsel to the Corporation, and Canaccord Genuity Corp. is acting as exclusive financial advisor to the Corporation and sole agent on the Corporation's $25 million private placement, which is expected to close concurrently with the Qualifying Acquisition. Mannella Gauthier Tamaro, Avocats Inc. is acting as legal counsel to LXR. Stikeman Elliott LLP is acting as legal counsel to Canaccord Genuity Corp.
About Gibraltar Growth Corporation
The Corporation is a special purpose acquisition corporation incorporated under the laws of the Province of Ontario for the purpose of effecting an acquisition of one or more businesses or assets, by way of a merger, amalgamation, arrangement, share exchange, asset acquisition, share purchase, reorganization, or any other similar business combination.
LXR is a rapidly growing, international omni-channel retailer of branded vintage luxury handbags and accessories. LXR sources and authenticates high quality pre-owned products and sells them through: a retail network of stores located in major department stores in Canada, the United States and Europe; wholesale operations primarily in the United States; and its own e-Commerce website, www.lxrco.com. LXR offers pre-owned products from iconic luxury brands such as Hermès, Louis Vuitton, Gucci and Chanel, among others, at attractive prices and seeks to appeal to the aspirational lifestyle needs of women of all ages. LXR's headquarters are located in Montréal, Québec, and LXR operates an office in Tokyo, Japan. As at December 31, 2016, the Company had 175 employees. Please visit www.lxrco.com.
Cautionary Note Regarding Forward-Looking Statements
This news release may contain forward‐looking statements (within the meaning of applicable securities laws) which reflect the Corporation's current expectations regarding future events. Forward-looking statements are identified by words such as "believe", "anticipate", "project", "expect", "intend", "plan", "will", "may", "estimate" and other similar expressions. These statements are based on the Corporation's expectations, estimates, forecasts and projections and include, without limitation, statements regarding the availability of capital and voting support for the Qualifying Acquisition.
The forward-looking statements in this news release are based on certain assumptions, including without limitation the closing of the Private Placement and that proxies submitted to date will not be withdrawn or changed. The forward-looking statements are not guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements, including, but not limited to, the risk that the Qualifying Acquisition may not be completed as planned. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, these forward-looking statements are made as of the date of this news release and, except as expressly required by applicable law, the Corporation assumes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
SOURCE Gibraltar Growth Corporation
For further information: Cam di Prata, Co-Chief Executive Officer, (416) 843-5347