Automotive Finco Corp. Announces Special Meeting
December 18 2020 - 5:27PM
Automotive Finco Corp. (TSX-V: AFCC) (“
AFCC” or
the “
Company”) is announcing today that it has
called a special meeting of shareholders to be held on January 29,
2021 (the “
Meeting”). At the Meeting, the board of
directors of the Company (the “
Board”) expects to
present a special resolution to shareholders for their
consideration and approval to authorize a reduction of the stated
capital of AFCC’s common shares (the “
Shares”)
pursuant to subsection 38(1) of the Canada Business Corporations
Act (the “
Stated Capital Reduction”). AFCC
believes that the reduction of stated capital will benefit the
Company by providing more flexibility in managing the Company’s
capital structure. Further details regarding the Stated Capital
Resolution will be contained in a management information circular
which will be mailed to the Company’s shareholders in advance of
the Meeting.
In connection with and subject to shareholder
approval of the Stated Capital Reduction and the fulfilment of
other conditions, the Board has authorized management to finalize
the terms and conditions for a proposed substantial issuer bid (the
“SIB”) following the Meeting whereby the Company
would return a portion of its excess cash to shareholders. AFCC
currently anticipates that, pursuant to the SIB, the Company will
offer to purchase for cancellation up to $12,375,000 in value of
its Shares by way of a modified Dutch auction with a proposed price
range of not less than $1.60 per Share and not more than $1.65 per
Share (in increments of $0.01 per Share within that range). The
SIB, including its terms and conditions, remains subject to final
approval by the Board. It is anticipated that the SIB will be
initiated shortly after the Meeting to the extent the Stated
Capital Reduction is approved by shareholders.
AA Capital LP, the general partner of which is
controlled by Mr. Kuldeep Billan, the Chief Executive Officer of
the Company, has indicated to the Company that it intends to vote
its 4,333,333 Shares in favour of the special resolution to approve
the Stated Capital Reduction at the Meeting.
This news release is for informational purposes
only and does not constitute an offer to buy or the solicitation of
an offer to sell the Company’s Shares. The SIB referred to in this
news release has not yet commenced and has not been formally
approved by the Board. The solicitation and the offer to buy the
Shares will only be made pursuant to a separate issuer bid circular
which will contain full details of the SIB, be filed with the
Canadian securities regulatory authorities and mailed to the
Company’s shareholders.
For further information please contact:
Kuldeep Billan, Email:
kbillan@autofincocorp.com
About Automotive Finco Corp.
Automotive Finco Corp ("AFCC")
is a high growth specialty finance company focused exclusively on
the auto retail sector. Through its investment in Automotive
Finance LP, the Company has exposure to a business providing long
term, debt based acquisition financing to auto dealerships across
the globe, with an initial focus on Canada. In addition to its
interest in Automotive Finance LP, AFCC may also pursue other
direct investments and financing opportunities across the auto
retail sector. For further information please refer to the
Company's website: www.autofincocorp.com.
Neither TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this release.
This news release contains forward-looking
information and forward-looking statements within the meaning of
applicable securities laws. All statements, other than statements
of historical fact, constitute forward-looking statements or
forward-looking information. Such forward-looking information and
statements are frequently identified by words such as “may”,
“will”, “should”, “anticipate”, “plan”, “expect”, “believe”,
“estimate”, “intend” and similar terminology, and reflect
assumptions, estimates, opinions and analysis made by management in
light of its experience, current conditions, expectations of future
developments and other factors which it believes to be reasonable
and relevant. In particular and without limitation, this news
release contains forward-looking statements relating to: the timing
of the Meeting; the resolutions to be presented at the Meeting,
including the Stated Capital Reduction; the impact of the Stated
Capital Reduction on the Company’s capital structure; AFCC’s
intention to undertake a SIB; the proposed price range for the SIB;
the proposed timing for launch and completion of the SIB; and the
intention of AA Capital LP to vote in favour of Stated Capital
Reduction.
Forward-looking information and statements
involve known and unknown risks and uncertainties that may cause
actual results, performance and achievements to differ materially
from those expressed or implied by the forward-looking information
and statements and, accordingly, undue reliance should not be
placed thereon. Such risks and uncertainties include, but are not
limited to: the Stated Capital Reduction may not be approved at the
Meeting; the Board may decide not to proceed with the Meeting on
the timeline proposed, or at all; the SIB may not occur as
expected; the Board may not approve the SIB; the Company may not
have sufficient resources to complete the SIB; the SIB may not be
launched or completed as currently contemplated; and AA Capital LP
may not vote in favour of the Stated Capital Reduction at the
Meeting.
Although the forward-looking statements
contained in this press release are based upon assumptions which
management believes to be reasonable, AFCC cannot assure investors
that actual results will be consistent with these forward-looking
statements. Readers are cautioned not to place undue reliance
on forward-looking statements included in this press release, as
there can be no assurance that the plans, intentions or
expectations upon which the forward-looking statements are based
will occur. By their nature, forward-looking statements involve
numerous assumptions, known and unknown risks and uncertainties
that contribute to the possibility that the predictions, forecasts,
projections and other forward-looking statements will not occur.
Certain of these risks, uncertainties and assumptions, and the
factors may impact them, can be found in the Company's disclosure
documents on the SEDAR website at www.sedar.com. These
forward-looking statements are made as of the date of this press
release and AFCC disclaims any intent or obligation to update
publicly any forward-looking statements, whether as a result of new
information, future events or results or otherwise, other than as
required by applicable securities laws. The forward-looking
statements contained in this press release are expressly qualified
by this cautionary statement.
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