WINNIPEG, Jan. 5, 2016 /CNW/ - LWP Capital Inc. (TSX:LWP) (formerly "Legumex Walker Inc.") ("LWP Capital" or the "Company") today announced that its wholly owned subsidiary has completed the divestiture of its 84% ownership interest in Pacific Coast Canola LLC ("PCC") to Glencore Grain Investment LLC and McKinstry Holdings, Inc., an affiliate of Industrial Construction Group, Inc. ("ICG"), for no cash consideration.
Under the terms of the transaction, ICG has provided PCC with a release of its lien on the PCC plant and of its claims against PCC and its affiliates. AgCountry Farm Credit Services, FLCA ("AgCountry"), the agent for a syndicate of lenders under PCC's senior credit facility (the "Facility") who had previously made demand for repayment of all amounts due under the Facility, agreed to terms of the repayment of the Facility and the Facility was repaid and terminated. PCC previously terminated its processing agreement with The Scoular Company.
With both the sale of the assets of the Company's Special Crops Division and the divestiture of the Company's indirect 84% interest in PCC completed, LWP Capital no longer carries on an active business. As a result, the Company's Common Shares were delisted from the TSX on December 31, 2015 and, on that date, the Company commenced its voluntary liquidation and dissolution pursuant to the Canada Business Corporations Act (the "Liquidation Plan"), as further described in its press release dated November 23, 2015. KSV Advisory Inc. ("KSV") is the Liquidator under the Liquidation Plan.
Further information regarding the Liquidation Plan is contained in the Management Information Circular dated October 12, 2015, as amended, which is available on www.sedar.com and on KSV's website at www.ksvadvisory.com.
Cautionary Note on Forward-looking Statements
This press release contains "forward-looking information" within the meaning of Canadian securities laws which may include, but is not limited to, statements relating to the voluntary liquidation and dissolution of the Company. Such forward-looking information reflects the Company's views with respect to future events and is subject to risks, uncertainties and assumptions, including the risk that the net proceeds of the sale of the Special Crops Division will be less than previously disclosed, the risk that notwithstanding the fact that the Company will not realize any proceeds from the divestiture of its interest in PCC, the Company or its subsidiaries may incur costs and obligations in respect of such divestiture, the risk that the expenses of the Company will exceed the amount estimated by the Company, the risk that distributions to shareholders will be delayed, the risk that the plan of liquidation will become effective later than expected, the risk that the closing working capital will not be determined within the time frame expected and the risk that the amount available for distribution to shareholders will be less than expected, as well as those factors referred to in the section entitled "Risk Factors" in the Company's Management Information Circular dated October 12, 2015 as amended by the Addendum dated October 26, 2015, in the Management's Discussion and Analysis for the period ended September 30, 2015 and in the Annual Information Form dated March 31, 2015 which are available on SEDAR at www.sedar.com and should be reviewed in conjunction with this press release. The Company's expectation with respect to the net amount available for distribution to shareholders and timing for such distributions assume that the final working capital is not less than as at September 30, 2015, that the expenses of the Company will not exceed the amount expected and the Company will receive the necessary approvals for such distributions. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, 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. Accordingly, readers should not place undue reliance on forward-looking statements. Although the Company believes the assumptions inherent in forward-looking statements are reasonable, undue reliance should not be placed on these statements, which only apply as of the date of this press release. The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except in accordance with applicable securities laws.
SOURCE LWP Capital Inc.