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DISSEMINATION IN THE UNITED STATES
ViveRE Announces Closing of Common Share Offering
for Gross Proceeds of $2.84 Million
Nova Scotia, Canada – April 9, 2019 – ViveRE Communities Inc. (TSX.V: VCOM) (“ViveRE” or the “Company”) is pleased to announce that it has closed today its previously announced best efforts short form prospectus offering (the “Offering”) of common shares (“Common Shares”).
A total of 14,226,834 Common Shares were sold at a price of $0.20 per Common Share for aggregate gross proceeds of approximately $2,845,367. The Offering was completed by Echelon Wealth Partners Inc. and Industrial Alliance Securities Inc. (collectively, the “Agents”).
A portion of the gross proceeds of the Offering will be used to finance the previously announced potential acquisition of a 42 unit, multi-family rental property located at 50 Noel Avenue, Saint John, New Brunswick (the “Acquisition”) and the Company’s expenses of the Acquisition. The Company expects the Acquisition to close in April 2019.
The Offering and the Acquisition are subject to TSX Venture Exchange (“TSXV”) final acceptance of requisite regulatory filings.
In consideration for their services, and pursuant to the terms of an agency agreement, dated February 15, 2019, among the Agents and the Company (the “Agency Agreement”), the Company paid a cash commission of $97,196 and issued to the Agents 485,980 non-transferable share purchase warrants (each, an “Agent Warrant”), with each Agent Warrant exercisable into one common share of the Company at an exercise price equal to $0.20 for a period of 24 months from the date hereof.
Further details of the Offering and the Acquisition are described in the final short form prospectus of the Company dated March 29, 2019, filed with Canadian securities regulators. A copy of the final prospectus 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.
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:
Chief Executive Officer