ViveRE Announces Closing of Units Offering for Gross Proceeds of $1.475 Million

Halifax, Nova Scotia, Canada – October 1, 2019 – ViveRE Communities Inc. (TSX.V: VCOM) (“ViveRE” or the “Company”) is pleased to announce that it has closed today its previously announced non-brokered private placement offering (the “Offering”) of Tier 1 and Tier 2 Units (“Units”).

 

A total of nineteen (19) Tier 1 units were sold at a price of $25,000 per Tier 1 unit and four (4) Tier 2 units at a price of $250,000 per Tier 2 unit for aggregate gross proceeds of $1,475,000. Each Tier 1 Unit is comprised of 56,818 common shares of ViveRE and a $12,500 convertible debenture, bearing annual interest of 7%, with a term of two years. The debenture is convertible to common shares of ViveRE at a price of $0.25 per share. Each Tier 2 Unit is comprised of 568,181 common shares of ViveRE and a $125,000 convertible debenture, bearing annual interest of 7% for a term of two years. The debenture is convertible into common shares of ViveRE at a price of $0.25 per share. Each Tier 2 unit also includes 500,000 common share purchase warrants, exercisable at a price of $0.25 per share for a period of two years after the closing date. The Offering was completed by the Company directly.

 

The securities issued pursuant to the Offering are subject to a 4 month hold period. Certain insiders of the Company subscribed for an aggregate of approximately 15% of the Offering. The Company’s material change report in relation to the insider participation in the Offering will not have been filed at least 21 days before the closing of the Offering as their participation was not known at that time.

 

A portion of the gross proceeds of the Offering will be used to finance the previously announced potential acquisition of two 23-unit, multi-family rental properties located at 542 and 550 Ryan Street, Moncton, New Brunswick (the “Acquisition”), as well as, the Company’s expenses of the Acquisition. The Company expects the Acquisition to close in October 2019.

 

The Offering and the Acquisition are subject to TSX Venture Exchange (“TSXV”) final acceptance of requisite regulatory filings.

 

Further details of the Offering and the Acquisition are included in the Company’s press release dated August 16, 2019, filed with Canadian securities regulators. A copy of the press release is available under the Company’s profile on the SEDAR website at www.sedar.com.

 

The common shares subject to the Offering have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) and may not be offered or sold in the United States absent registration under or an applicable exemption from the registration requirements of the U.S. Securities Act. This press release does not constitute an offer to sell or the solicitation of an offer to buy the shares herein described, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.

 

About ViveRE Communities Inc.

 

ViveRE is a real estate acquisition and ownership company, focused on recently built or recently refurbished, highly leased multi-residential properties in secondary markets across Canada. The Company aims to satisfy the needs of the newly emerging 55+ resident. This demographic is changing the way residential rental apartments cater to their requirements. Their desire for community, along with services and convenience amenities, has led to the emergence of the Naturally Occurring Retirement Community or “NORC”. Apartments are the next “home”, after years of owning they look to the carefree lifestyle provided through renting in a community of their peers. ViveRE intends to consolidate this emerging market niche across the country.

 

Forward-looking statements

 

This news release contains forward-looking statements relating to the future operations of ViveRE and other statements that are not historical facts. Forward-looking statements are often identified by terms such as “aims”, “intends”, “will”, “may”, “should”, “anticipate”, “expects” and similar expressions. All statements other than statements of historical fact, included in this release, including, without limitation, statements regarding the Acquisition, the Offering, the receipt of requested TSXV and securities regulatory approvals, and the future plans and objectives of ViveRE Communities Inc, are forward-looking statements that involve risks and uncertainties, and are necessarily based on a number of assumptions that, while considered reasonable by management, are inherently subject to business, market and economic risks, uncertainties and contingencies that may cause actual results, performance or achievements to be materially different from those expressed or implied by forward-looking statements. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from ViveRE Communities Inc.’s expectations include other risks detailed from time to time in the filings made by ViveRE Communities Inc. with securities regulators.

 

The reader is cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of ViveRE Communities Inc. The reader is cautioned not to place undue reliance on any forward-looking information. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release and ViveRE Communities Inc. will only update or revise publicly the included forward-looking statements as expressly required by Canadian securities law.

 

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this press release.

 

For further information, please contact:

 

Michael Anaka

Chief Executive Officer

902-440-7579