TORONTO, Sept. 27, 2021 /CNW/ - Invesque Inc. (the
"Corporation" or "Invesque") (TSX: IVQ) (TSX: IVQ.U)
announced today that it will seek the approval of holders of its
5.00% 2016 Convertible Debentures due January 31, 2022 (TSX: IVQ.DB.U) (the
"Debentures") to enhance the terms of the Debentures at a
meeting of the holders of the Debentures (the
"Debentureholders") to be held on November 2, 2021 (the "Meeting").
The proposed enhancements (the "Debenture Amendments") to
the Debentures (as amended by the Debenture Amendments, the
"Amended Debentures"), if approved by the Debentureholders,
will result in:
- INCREASING the underlying interest rate from 5.00% to 6.25%,
effective January 31, 2022;
- DECREASING the conversion price from US$11.00 to US$6.00
per share of Invesque;
- EXTENDING the maturity date from January
31, 2022 to January 31, 2025;
and
- REEDEMING, on a pro rata basis, US$10,000,000 (representing approximately 22.23%)
of the principal amount of the Amended Debentures outstanding, plus
accrued and unpaid interest thereon to, but excluding, the date of
the redemption (the "Partial Redemption"), which will occur
on January 31, 2022.
Other than the Partial Redemption, the Debenture Amendments will
provide that the Amended Debentures are not redeemable prior to
January 31, 2024 and, at any time
after January 31, 2024, Invesque
shall be permitted to redeem the Amended Debentures, in whole or in
part at a price equal to the principal amount thereof plus accrued
and unpaid interest to, but excluding, the date of the redemption
provided that the market price of Invesque stock at that time is at
least 125% of the US$6.00 conversion
price.
All remaining Amended Debentures will be repaid by Invesque at
the extended maturity date of January 31,
2025, pursuant to the terms of the indenture governing the
Amended Debentures.
If the Debenture Amendments are approved by the
Debentureholders, the effective date of the Debenture Amendments
will be on the date that Invesque enters into a supplemental trust
indenture embodying such amendments.
"Over the last several months, Invesque has made significant
progress in solidifying its financial position, by reducing
leverage and enhancing financial flexibility," commented
Scott White, Chairman & Chief
Executive Officer of Invesque. "While the operating environment
continues to present challenges as we deal with COVID, we do see
positive momentum in our operations. By extending the maturity of
the Debentures, Invesque would be provided financial flexibility to
focus on key strategic, business, and operational targets that will
drive the success of the Corporation for all stakeholders. In
addition, we believe that the Debenture Amendments will provide
Debentureholders with a longer period of time during which to
receive, what we believe to be, an attractive yield."
Board Recommendation
The Board of Directors of Invesque (the "Board") believe
that the Debenture Amendments provide a number of benefits to
Invesque and its securityholders, including to the
Debentureholders.
The Board UNANIMOUSLY RECOMMENDS that the
Debentureholders vote FOR the Debenture Amendments.
Details about the Debenture Amendments
The record date for determining the Debentureholders entitled to
receive notice of and vote at the Meeting is September 27, 2021. Further information with
respect to the Debenture Amendments will be outlined in the
management information circular of Invesque (the "Circular")
to be sent to Debentureholders in connection with the Meeting. For
the Debenture Amendments to be approved, at least 662/3%
of the principal amount of the Debentures voted (either in person
at the Meeting or by proxy) must be voted in favor of the Debenture
Amendments.
Detailed voting instructions will be found in the Circular and
accompanying proxy form or voting instruction form. The Meeting is
scheduled to be held on November 2,
2021, at 10:00 A.M. (Eastern
Time) at the offices of Invesque Inc., 211 W. Main Street,
Suite 400, Carmel, Indiana
46032.
The Debenture Amendments have been conditionally approved by the
Toronto Stock Exchange (the "TSX").
About Invesque
Invesque is a North American health care real estate company
with an investment thesis focused on the premise that an aging
demographic in North America will
continue to utilize health care services in growing proportion to
the overall economy. Invesque currently capitalizes on this
opportunity by investing in a highly diversified portfolio of
income generating properties across the health care spectrum.
Invesque's portfolio includes investments in independent living,
assisted living, memory care, skilled nursing, transitional care,
and medical office properties, which are operated primarily under
long-term leases and joint venture arrangements with industry
leading operating partners. Invesque's portfolio also includes
investments in owner-occupied seniors housing properties in which
Invesque owns the real estate and provides management services
through its subsidiary management company, Commonwealth Senior
Living. For more information, please
visit www.invesque.com.
Forward-Looking Information
Certain statements contained in this news release are
forward-looking statements and are provided for the purpose of
presenting information about management's current expectations and
plans relating to the future. Readers are cautioned that such
statements may not be appropriate for other purposes. These
forward-looking statements include statements regarding: the
Meeting date, the proposed Debenture Amendments, and the
anticipated Partial Redemption. In some cases forward-looking
information can be identified by such terms as "will", "would",
"anticipate", "anticipated", "expect" and "expected". The
forward-looking statements in this news release are based on
certain assumptions, including assumptions regarding the
Corporation's ability to complete the Partial Redemption. Such
statements are subject to significant known and unknown risks,
uncertainties and other factors that may cause actual results or
events to differ materially from those expressed or implied by such
statements and, accordingly, 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. Such
risks include the risk that the Debenture Amendments will not be
approved and that the Partial Redemption will not occur as planned,
as well as those risks described in the Corporation's current
annual information form and management's discussion and analysis,
available on SEDAR at www.sedar.com, which risks may be dependent
on market factors and not entirely within the Corporation's
control. Although management believes that it has a reasonable
basis for the expectations reflected in these forward-looking
statements, actual results may differ from those suggested by the
forward-looking statements for various reasons. These
forward-looking statements reflect current expectations of the
Corporation as at the date of this news release and speak only as
at the date of this news release. The Corporation does not
undertake any obligation to publicly update or revise any
forward-looking statements except as may be required by applicable
law.
SOURCE Invesque Inc.