EDMONTON, March 29, 2018 /CNW/ - SpruceLand Properties Inc. ("SpruceLand" or the "Corporation") today announced that it anticipates being in a position to complete its dissolution in 2019. Originally, it had anticipated being able to complete its dissolution in 2018 but it now appears that to dissolve before 2019 may be disadvantageous to the Corporation from a tax perspective. There is uncertainty as to the amounts involved as the Corporation requires clearance certificates from Canada Revenue Agency ("CRA") and from the Province of Alberta. The first clearance certificate from CRA has just been received, which enables the Corporation to now apply for the first clearance certificate from the Province. Upon receipt of all required clearance certificates, the Corporation will be in a position to undertake more definitive planning with respect to distributions and the timing of dissolution.
The Alberta Securities Commission (the "ASC") issued an order (the "Order") on November 16, 2016 that the Corporation ceased to be a reporting issuer. The Order requires that if SpruceLand has not dissolved on or before March 31, 2017, it will, on or about that date, issue a news release regarding the status of its efforts to complete the dissolution and the anticipated timing of its dissolution, and thereafter shall issue a similar news release on a quarterly basis until it dissolves.
The Corporation remains subject to the requirements of the Business Corporations Act (Alberta), including the requirement to prepare and distribute annual audited financial statements to its shareholders for so long as the Corporation continues to exist.
The Corporation, formerly Spruce Land Developments Ltd., was founded with the construction of a single multi-family project in Slave Lake, Alberta in 1969. The Corporation grew consistently and, prior to the sale of the vast majority of its real estate assets, had a diversified portfolio of revenue producing properties including office, retail and industrial buildings and manufactured home parks, in numerous communities in Western Canada. On March 10, 2016, by special resolution at a meeting of the Corporation's shareholders, the Corporation obtained approval: for the disposition of the majority of its commercial properties and its manufactured home communities; to liquidate its residual assets, discharge its remaining liabilities and distribute its remaining property in one or more distributions to its shareholders; to seek an order from the ASC deeming the Corporation to no longer be a reporting issuer; arrange for the retention of records in accordance with applicable legislation and establish a reserve fund for the funding of same; and, to subsequently dissolve pursuant to the provisions of the Business Corporations Act (Alberta).
Caution Regarding Forward-Looking Statements
This press release contains "forward-looking information" as defined under applicable Canadian securities law ("forward-looking information" or "forward-looking statements") which reflect management's expectations regarding objectives, plans, goals, strategies, future growth, results of operations, performance, business prospects and opportunities of the Corporation. Statements other than statements of historical fact contained in this press release may be forward-looking information. The Corporation has based these forward-looking statements on its current expectations and assumptions about future events, which may prove to be incorrect.
When relying on forward-looking statements to make decisions, readers are cautioned not to place undue reliance on these statements, as forward-looking statements involve significant risks and uncertainties, should not be read as guarantees of future performance or results and do not take into account the effect of transactions or other items announced or occurring after the statements are made. All forward-looking information in this press release speaks as of the date of this press release. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements. The Corporation does not undertake any obligation to update any such forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable law.
SOURCE Spruceland Properties Inc.
For further information: Steve Cribb, President & CEO, 16880 - 111 Avenue, Edmonton, AB T5M 4C9, Phone: 780.424.5775, Fax: 780.425.8577, Email: [email protected]