MISSISSAUGA, ON, April 4, 2019 /CNW/ - Temple Hotels Inc. ("Temple") (TSX: TPH) is pleased to announce the successful completion of its previously announced rights offering (the "Rights Offering") in each of the provinces and territories of Canada.
Upon closing of the Rights Offering, Temple issued 25,022,329 common shares of Temple ("Common Shares") at a price of $1.75 per Common Share for aggregate gross proceeds of $43,789,076. Pursuant to the terms of the Rights Offering, each eligible securityholder was entitled to subscribe for one Common Share for every one right held by such securityholder. There was no stand-by commitment for the Rights Offering.
Pursuant to the Rights Offering, Temple issued 17,656,200 Common Shares under the basic subscription privilege and 7,366,129 Common Shares under the additional subscription privilege. As soon as practicable, Temple will disclose the number of Common Shares issued under the Rights Offering to insiders of Temple as a group under the basic subscription privilege and additional subscription privilege, to the knowledge of Temple after reasonable inquiry, as required by applicable securities laws.
Temple intends to use the available funds from the Rights Offering for the purposes identified in the rights offering circular of Temple dated February 27, 2019. However, there may be circumstances where a reallocation of the available funds may be necessary. Temple will reallocate funds only for sound business reasons.
Following completion of the Rights Offering, Temple now has 50,044,658 Common Shares issued and outstanding.
Temple also announced today that, pursuant to the Rights Offering, the conversion price of the 7.25% Series E convertible redeemable unsecured subordinated debentures of Temple due September 30, 2020 (the "Debentures") had been adjusted from $9.75 per Common Share to $9.54 per Common Share. This adjustment was made in accordance with the conversion price adjustment formula set forth in the trust indenture governing the Debentures. As previously announced by Temple, the Debentures will be redeemed by Temple effective April 8, 2019.
About Temple Hotels Inc.
Temple is a growth oriented hotel investment company with hotel properties located across Canada. Temple is listed on the Toronto Stock Exchange under the symbols TPH (common shares) and TPH.DB.E (Series E Debentures). The primary long-term investment objectives of Temple are to yield stable and growing cash flows and to maximize the long-term share value of Temple through the active management of its assets, accretive acquisitions, and the performance of value added capital improvement programs on selected properties, as deemed appropriate. For further information on Temple, please visit our website at www.templehotels.ca.
Cautionary Statement Regarding Forward-Looking Statements
Certain statements included herein constitute "forward-looking statements". All statements included in this press release that address future events, conditions or results of operations, including in respect of the Rights Offering, are forward-looking statements. These forward-looking statements can be identified by the use of forward-looking words such as "may", "should", "will", "could", "expect", "intend", "plan", "estimate", "anticipate", "believe", "future" or "continue" or the negative forms thereof or similar variations. Forward looking statements in this press release include, but are not limited to, the use of proceeds from the Rights Offering. These forward-looking statements are based on certain assumptions and analyses made by management in light of their experiences and their perception of historical trends, current conditions and expected future developments, as well as other factors they believe are appropriate in the circumstances. Shareholders are cautioned not to put undue reliance on such forward-looking statements, which are not a guarantee of performance and are subject to a number of risks and uncertainties. Many of such risks and uncertainties are outside the control of Temple and could cause actual results to differ materially from those expressed or implied by such forward-looking statements. In making such forward-looking statements, management has relied upon a number of material factors and assumptions, including with respect to general economic and financial conditions, interest rates, exchange rates, equity and debt markets, business competition, changes in government regulations or in tax laws and acts and omissions of third parties. Such forward-looking statements should, therefore, be construed in light of such factors and assumptions. All forward-looking statements are expressly qualified in their entirety by the cautionary statements set forth above. Temple is under no obligation, and 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 as expressly required by applicable law.
SOURCE Temple Hotels Inc.
For further information: Paul Miatello, Chief Financial Officer, T 905-281-3800; Beverley G. Flynn, Senior Vice President, T 905-281-3800