HALIFAX, Oct. 1, 2019 /CNW/ - Holloway Lodging Corporation ("Holloway") is pleased to announce the successful completion of the previously announced plan of arrangement under Section 182 of the Business Corporations Act (Ontario) (the "Arrangement"), whereby Clarke acquired all of the issued and outstanding common shares of Holloway that it did not already own. All conditions of closing have been satisfied by both parties. Pursuant to the Arrangement, Holloway shareholders will receive 0.65 of a Clarke common share for each Holloway share they own.
Holloway is also pleased to announce that the previously announced assumption (the "Debenture Assumption") by Clarke of Holloway's Series B 6.25% convertible unsecured debentures due February 28, 2023 (the "Debentures") is effective as of September 30,2019. The Debentures are expected to begin trading on the TSX under the new symbol "CKI.DB" on or about October 4, 2019.
As a result of the Arrangement and the Debenture Assumption, Holloway is now a wholly-owned subsidiary of Clarke. Holloway's common shares have been halted from trading on the Toronto Stock Exchange ("TSX") and are expected to be delisted from the TSX shortly. Holloway will also submit an application to cease to be a reporting issuer under the securities laws of all of the provinces of Canada.
About Holloway Lodging Corporation
Holloway is a real estate corporation focused on acquiring, adding value to and operating select real estate assets and managing hotels for third parties. Holloway owns 19 hotels with 2,188 rooms across Canada. For more information about Holloway, please visit Holloway's website at www.hlcorp.ca.
This press release contains certain forward-looking statements relating, but not limited, to Holloway's expectations, intentions, plans and beliefs with respect to Holloway. More particularly and without limitation, this press release contains forward-looking statements concerning the anticipated timing and completion of certain post-closing matters related to the Arrangement and Debenture Assumption, including the listing of the Debentures on the TSX, the delisting of the common shares of Holloway and the approval of Holloway's application to cease to be a reporting issuer. Such forward-looking information is provided for the purpose of providing information about management's current expectations and plans and investors are cautioned that reliance on such information may not be appropriate for other purposes, such as making investment decisions. Holloway has provided such statements in reliance on certain assumptions that it believes are reasonable at this time, including, but not limited to, assumptions as to the ability of Holloway to receive, in a timely manner, the necessary regulatory and stock exchange approvals in respect of the above-noted post-closing matters. Forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause the actual results of Holloway to be materially different from the historical results or from any future results expressed or implied by such forward-looking statements. Risks and uncertainties include, among others, inability to secure necessary regulatory and stock exchange approvals in a timely manner or at all. Although Holloway has attempted to identify important factors that could cause actual actions, events or results or cause actions, events or results not to be estimated or intended, there can be no assurance that forward-looking statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Other than as required by applicable Canadian securities laws, Holloway does not update or revise any such forward-looking statements to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events. Accordingly, readers should not place undue reliance on forward-looking statements.
SOURCE Holloway Lodging Corporation
For further information: Michael Rapps, President and CEO of Clarke, at (416) 855-1925; Steve Cyr, Chief Financial Officer of Clarke, at (902) 442-3415.