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VANCOUVER, Aug. 6, 2014 /CNW/ - WesternOne Inc. ("WesternOne") (Toronto Stock Exchange: WEQ, WEQ.DB and WEQ.DB.C) today announced that its Board of Directors has approved a cash dividend of $0.05 per share for the month of August 2014 (equivalent to $0.60 per share on an annualized basis). This dividend will be paid on September 22, 2014 to shareholders of record at the close of business on August 29, 2014.
As at July 31, 2014, WesternOne had 31,784,402 common shares, $71,042,000 principal amount of 8% Convertible Series 2 Unsecured Subordinated Debentures and $51,750,000 principal amount of 6.25% Convertible Series 3 Unsecured Subordinated Debentures outstanding.
WesternOne also announced it has adopted a Premium Dividend™ and Dividend Reinvestment Plan (the "Plan"). In order to facilitate the implementation of the Plan, WesternOne has changed its dividend payment date to on or about the 21st of each month, with the corresponding record date being the last business day of the preceding month. The Plan, and the change to the payment dates, will take effect beginning with the August dividend, with the dividend to be paid on September 22, 2014 to shareholders of record at the close of business on August 29, 2014. Eligible shareholders who wish to participate in either component of the Plan must validly enroll in the Plan sufficiently in advance of the August 29, 2014 record date, as described in further detail below.
The Plan provides eligible shareholders of WesternOne with an opportunity to receive, by reinvesting the monthly cash dividends declared payable on their common shares of WesternOne, either:
new common shares of WesternOne at a subscription price equal to a 3% discount to the Average Market Price (as defined in the Plan) (the "Dividend Reinvestment Component"); or
a premium cash payment equal to 102% of the amount of the reinvested cash dividends (the "Premium Dividend™ Component").
The discount to the Average Market Price at which dividends may be reinvested under the Dividend Reinvestment Component , which is currently set at 3%, may be changed by the board of directors of WesternOne from time to time, and WesternOne will issue a press release in advance of the applicable record date and enrollment deadline advising of any such change.
Canaccord Genuity Corp. will act as the Plan Broker for the Premium Dividend™ Component. Participation in the Plan by shareholders is optional. Shareholders who do not enroll in the Plan will continue to receive monthly cash dividends as declared by WesternOne.
Shareholders who wish to enroll in the Dividend Reinvestment Component or the Premium Dividend™ Component of the Plan should contact their broker, investment dealer, financial institution or other nominee through which their common shares are held to provide appropriate instructions and to ensure any deadlines or other requirements that such broker or nominee may impose or be subject to are met. These instructions will be collected and aggregated within the brokerage system and ultimately communicated to Computershare Trust Company of Canada (the "Plan Agent").
To be eligible to participate in the Plan, shareholders must be resident in Canada. Unless otherwise announced by WesternOne, a shareholder who is a resident in any jurisdiction outside of Canada may not participate in either the Dividend Reinvestment Component or the Premium Dividend™ Component.
WesternOne reserves the right to limit the amount of new equity available under the Plan on any particular dividend payment date. No assurances can be made that new common shares will be made available under the Plan on a monthly basis, or at all. Accordingly, participation may be prorated in certain circumstances. If on any dividend payment date WesternOne determines not to issue any equity under the Plan, the availability of new common shares is prorated in accordance with the terms of the Plan or for any other reason a dividend cannot be reinvested under the Plan, then participants will be entitled to receive from WesternOne the full amount of the regular dividend for each common share in respect of which the dividend is payable but cannot be reinvested under the Plan in accordance with the applicable election.
No commissions, service charges or similar fees are payable to WesternOne or the Plan Broker in connection with the purchase of common shares from treasury under either component of the Plan. All administrative costs of the Plan will be paid by WesternOne. Eligible shareholders should consult the brokers, investment dealers, financial institutions or other similar nominees through which their common shares are held to confirm whether commissions, service charges or similar fees are payable.
Participation in the Plan does not relieve shareholders of any liability for taxes that may be payable in respect of dividends that are reinvested in new common shares under the Plan. Shareholders should consult their tax advisors concerning the tax implications of their participation in the Plan having regard to their particular circumstances.
A complete copy of the Plan, together with a related series of Questions and Answers, is available on WesternOne's website at www.weq.ca or by contacting WesternOne directly at the number indicated below, or on the Plan Agent's website at www.computershare.com/investorcentrecanada. Shareholders should carefully read the complete text of the Plan before making any decisions regarding their participation in the Plan.
WesternOne seeks to acquire and grow businesses in the construction and infrastructure services sectors in order to generate stable and growing dividends to its shareholders and to achieve capital appreciation.
Toronto Stock Exchange: WEQ, WEQ.DB and WEQ.DB.C
THE TORONTO STOCK EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR THE ACCURACY OF THIS RELEASE.
Forward Looking Information
Certain statements in this press release may constitute "forward-looking" information that involves known and unknown risks, uncertainties and other factors, and it may cause actual results, performance or achievements or industry results, to be materially different from any future results, performance or achievements or industry results expressed or implied by such forward-looking information. Forward-looking information is identified by the use of terms and phrases such as "anticipate", "believe", "could", "estimate", "expect", "intend", "may", "plan", "predict", "project", "will", "would", and similar terms and phrases, including references to assumptions. Such information includes, without limitation, statements with respect to: the payment of the dividend on September 22, 2014, the reinvestment of dividends in new common shares of WesternOne, the current 3% discount to the Average Market Price under the Dividend Reinvestment Component and the payment of the premium cash payment to a participant equal to 102% of the reinvested dividends. Actual events or results may differ materially.
Forward-looking information contained in this press release is based on certain key expectations and assumptions made by WesternOne, including, without limitation: the outlook of WesternOne's business and the economy in Western Canada and the US, the supply and demand for WesternOne's products and services and management's assessment of future plans and operations. Although the forward-looking information contained in this press release is based upon what WesternOne's management believes to be reasonable assumptions, WesternOne cannot assure investors that actual results will be consistent with such information. Forward-looking information reflects current expectations of management regarding future events and operating performance as of the date of this press release. Such information involves significant risks and uncertainties, should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not such results will be achieved. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking information, and a description of these factors can be found under "Risk Factors" in WesternOne's Annual Information Form dated March 28, 2014 and under "Risks and Uncertainties" in WesternOne's Management's Discussion and Analysis dated May 14, 2014, which are available on SEDAR (www.sedar.com).
The forward-looking information contained herein is expressly qualified in its entirety by this cautionary statement. Forward-looking information reflects management's current beliefs and is based on information currently available to WesternOne. The forward-looking information is made as of the date of this press release and WesternOne assumes no obligation to update or revise such information to reflect new events or circumstances, except as may be required by applicable law.
SOURCE: WesternOne Inc.
For further information: Andrew Greig, Investor Relations Manager, WesternOne Inc., Suite 910, 925 West Georgia Street, Vancouver, BC, V6C 3L2, Phone: (604) 678-4042, E-mail: [email protected]