VANCOUVER, British Columbia, Oct. 23, 2019 (GLOBE NEWSWIRE) -- Allied Hotel Properties Inc. (the “Company” or “Allied”) (TSX-V: AHP) is pleased to announce that it has entered into a purchase agreement (the “Agreement”) regarding the sale of all or substantially all of the Company’s assets to DVP Hotel Development LP (“DVP”) for $102.0 million. The assets being sold include Allied’s Toronto Don Valley Hotel and Suites, located at 175 Wynford Drive, Toronto, Ontario, and the adjacent development lands (the “Transaction”).
The Transaction is anticipated to close in January 2020, subject to the satisfaction of certain customary commercial conditions, including but not limited to the Company obtaining the applicable regulatory approvals and approval by the Company’s shareholders.
The Transaction has been approved unanimously by the Company’s board of directors (the “Board”), which has determined that the Transaction is in the best interests of the Company and its shareholders. The Board recommends that shareholders vote in favor of approving the Transaction at a special meeting of shareholders, which is expected to be scheduled as soon as possible in late 2019 (the “Meeting”).
As the Transaction would constitute the sale of all or substantially all the assets as defined under the Business Corporations Act (British Columbia), the Transaction will require shareholder approval of at least 662/3% of shares voted in person or by proxy at the Meeting.
The Company is preparing a management information circular (the “Circular”) for shareholders in respect of the Meeting that will further explain the terms and conditions of the Transaction. The Company anticipates mailing the Circular as soon as possible. Copies of the Agreement and the Circular will be filed with Canadian securities regulators and will be available on the SEDAR profile of Allied at www.sedar.com.
Company management and the Board have yet to fully consider how the Company will use the proceeds from the Transaction, though anticipate a distribution of net proceeds to the shareholders of the Company.
About Allied Hotel Properties Inc.
Allied is involved in the ownership, management and development of hotels and real estate in Canada, having a history of real estate development particularly where such development can be undertaken on hotel lands. Allied’s principal assets currently comprise the Toronto Don Valley Hotel and Suites, a 353-room full service hotel located in Toronto, Ontario. Further information about Allied can be found at www.alliedhotels.com.
On behalf of the Board of Directors:
(signed) Michael F. Chan
Michael F. Chan
President, Chief Financial Officer, Secretary and Director
For more information please contact:
Allied Hotel Properties Inc.
Tel: 604-669-5335
Fax: 604-682-8131
e-mail: mikechan@alliedhotels.com
Neither the TSX-V nor its Regulation Services Provider (as that term is defined in the policies of the TSX-V) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Information
Certain statements contained in this press release constitute forward-looking information within the meaning of applicable securities laws. These statements relate to future events or future performance. The use of any of the words “anticipate”, “will” and “expect” and similar expressions and statements are intended to identify forward-looking information and are based on Allied’s current beliefs or assumptions as to the outcome of such future events. Actual future results may differ materially. In particular, this press release contains forward-looking information concerning: the sale of all or substantially all of Allied’s assets, the consideration to be paid under the Agreement, the anticipated closing date of the Transaction, calling a special meeting of Allied shareholders, the contents and expected timing of mailing the Circular, the expected date of the special meeting of shareholders, the satisfaction of closing conditions, including obtaining the requisite regulatory and shareholder approvals and the use of proceeds from the Transaction. Various assumptions or factors are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking information. Those assumptions and factors are based on information currently available to the Company. The material facts and assumptions include, but are not limited to: Allied obtaining approval of the TSX-V and the shareholders of Allied with respect to the Transaction; and the process resulting in the completion of the Transaction.
Many factors, both known and unknown, could cause actual results to be materially different from the results that are or may be expressed or implied by such forward-looking information contained in this press release. Such factors include, without limitation, the following risks: Allied may not receive all necessary approvals for the Transaction; and there may be undue delays in the completion of the Transaction. The Company cautions the reader that the above list of risk factors is not exhaustive.
The forward-looking information contained in this press release is made as of the date hereof and the Company is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Due to the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward- looking information. The foregoing statements expressly qualify any forward-looking information contained herein.