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TORONTO, June 9, 2017 /CNW/ - Gibraltar Growth Corporation (TSX: GBG.A, GBG.WT) ("Gibraltar Growth" or the "Corporation") today announced that its shareholders have approved and it has completed its qualifying acquisition (the "Qualifying Acquisition") consisting of the acquisition of LXR Produits de Luxe Internationale Inc. ("LXR"), and it has closed its concurrent private placement (the "Private Placement") of Class B Shares for gross proceeds of $25.0 million. In connection with the closing of the Qualifying Acquisition (the "Closing"), Gibraltar Growth will rename itself as LXRandCo, Inc. (the "Name Change").
"LXR represents a unique opportunity to build a significant international business anchored on the continued appetite for luxury brands combined with the powerful and growing trend of re-use and extending product lifecycle. We're excited about the company's prospects and our continued involvement", said Joe Mimran, Chairman and Co-CEO of Gibraltar Growth. "This event represents the start of a new chapter in the evolution of LXRandCo, and we are incredibly honored and excited to continue servicing our current customers and introduce vintage iconic masterpieces to all our future customers", said Fred Mannella, founder and CEO of LXR.
Each of the Corporation's Class A Restricted Voting Shares not submitted for redemption was automatically converted into a Class B Share. As such, following Closing, the Corporation has approximately 13,044,848 million Class B Shares and 10,861,250 million Warrants outstanding. The Class B Shares are expected to commence trading on the Toronto Stock Exchange (the "TSX") on June 14, 2017, concurrent with the delisting of the Class A Restricted Voting Shares. Following the Name Change, which is expected to occur today, the Class B Shares and Warrants will be listed and posted for trading on the TSX under the symbols "LXR" and "LXR.WT", respectively.
At the meeting of the Corporation's shareholders held to approve the Qualifying Acquisition, over 87% of the votes cast were in favour of the Qualifying Acquisition. A copy of the complete report on voting at the shareholder meeting will be made available under the Corporation's profile on SEDAR at www.sedar.com.
Goodmans LLP is the Corporation's legal counsel. Canaccord Genuity Corp. acted as exclusive financial advisor to the Corporation and sole agent on the Private Placement. Mannella Gauthier Tamaro, Avocats Inc. is acting as legal counsel to LXR. Stikeman Elliott LLP is acting as legal counsel to Canaccord Genuity Corp.
In connection with closing of the Qualifying Acquisition, the TSX granted the Corporation an exemption from the requirement to hold an annual meeting of shareholders in 2017. Accordingly, the Corporation's first annual meeting of shareholders will be held on or before June 29, 2018.
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 Class B Shares and Warrants beginning trading on the TSX. 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. 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