MONTREAL, Jan. 23, 2019 /CNW Telbec/ - SPORTSCENE GROUP INC. ("Sportscene" or the "Company") (TSXV: SPS.A) is pleased to announce the details relating to its previously-announced share split of the outstanding Class A Shares of the Company on a two-for-one basis (the "Share Split"). At the annual and special meeting of the Company's shareholders held on January 17, 2019, the shareholders approved the Share Split. Consequently, shareholders of record as at the close of business on February 4, 2019 (the "Record Date") will receive, on February 8, 2019 (the "Payment Date"), one additional Class A Share for each Class A Share held. As at the close of markets on January 21, 2019, the Company had 4,270,893 Class A Shares issued and outstanding. Adjusting for the Share Split, as of January 21, 2019, there would have been 8,541,786 Class A Shares issued and outstanding.
In accordance with the applicable rules of the TSX Venture Exchange (the "TSXV"), the Company's Class A Shares will trade on a due bill basis from February 1, 2019 (being one trading day prior to the Record Date) to the Payment Date (i.e. February 8, 2019), inclusively. A due bill is an entitlement attached to listed securities undergoing a material corporate action, such as the Share Split. In this instance, the entitlement is to the additional Class A Shares issuable as a result of the Share Split. Any trades that are executed on the TSXV during the due bill period will be flagged to ensure purchasers receive the entitlement to the additional Class A Shares issuable as a result of the Share Split. Ex-distribution trading in the Class A Shares on a split-adjusted basis will commence on February 11, 2019, as of which date purchases of Class A Shares will no longer have the attaching entitlement to the additional Class A Shares. The due bill redemption date will be February 12, 2019.
Shareholders do not need to take any action. AST Trust Company (Canada), the Company's transfer agent, will send to all registered shareholders, on the Payment Date, a physical share certificate registered in the respective names of the shareholders representing the number of additional Class A Shares that they received as a result of the Share Split. Currently outstanding share certificates representing Class A Shares of the Company will continue to be effective. They should be retained by registered shareholders and should not be forwarded to the Company or its transfer agent. Non-registered shareholders will have their brokerage accounts automatically updated to reflect the Share Split.
The Share Split will not dilute shareholders' equity. All share and per share data for future periods will reflect the Share Split. The Company's stock option plan as well as all options issued thereunder will be adjusted to reflect the Share Split. Shareholders are advised to consult with their own tax advisors for tax consideration of the Share Split.
Further details of the Share Split are contained in the management proxy circular dated November 22, 2018, which was filed on the Company's profile on SEDAR at www.sedar.com on November 26, 2018.
In other news, the Company announces that its Board of Directors yesterday granted stock options in respect of 40 000 Class A Shares to the recently appointed Vice-President of the Retail Division of Sportscene. These options can be exercised at an exercise price of $9.95 per share, representing the closing price of the Class A Shares on the TSXV on January 21, 2019, and these options expire on January 22, 2026.
Sportscene Group Inc. is a pioneer and a leader in the ambiance restaurant niche in Quebec. Since 1984, it has been operating the restaurant chain La Cage – Brasserie sportive ("La Cage"), which differentiates itself by its sporting ambiance and food offering made from fresh, local products. Enjoying a strong brand image, the La Cage banner is present throughout the Province and comprises 43 outlets as at the date hereof. In recent years, Sportscene has diversified its restaurant operations through its partnership with the breakfast restaurants L'Avenue, its acquisition of the Moishes steakhouse and Asian cuisine restaurants P.F. Chang's and the development of its catering business at special events, thus becoming a significant player in Quebec's restaurant industry. Besides its restaurant operations, Sportscene is active in the sale of La Cage and Moishes branded products in grocery stores.
This press release contains forward-looking statements relating to the Company. Statements based on management's current expectations contain known and unknown inherent risks and uncertainties. Actual results may vary from expectations. The reader is cautioned not to place undue reliance on forward-looking information. The Company does not undertake any obligation to update or revise any forward-looking statements as a result of new information, future events and other changes, except if required by applicable laws.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE Sportscene Group Inc.
For further information: Jean Bédard, Chairman of the Board, President and Chief Executive Officer, François-Xavier Pilon, Vice-President, Finance, 450-641-3011