HALIFAX, June 24, 2019 /CNW/ - ViveRE Communities
Inc. (TSX.V: VCOM) ("ViveRE" or the "Corporation")
announces the results of its annual and special meeting of
Shareholders (the "Meeting") held on May 31, 2019 in Halifax, Nova Scotia.
At the meeting, all resolutions were passed with the required
majority:
- The shareholders elected Mike
Anaka, Jeffrey Dean,
Kent Farrell, Drew Koivu, David
Pappin, Dr. Brian Ramjattan
and Richard Turner directors of the
Corporation;
- The shareholders re-appointed KPMG, LLP, Chartered Accountants
as auditors of the Corporation to hold office until the next annual
meeting of shareholders;
- The shareholders approved a resolution re-approving the
Corporation's incentive stock option plan;
- Disinterested shareholders approved a special resolution
approving the Corporation's deferred share unit plan;
- The shareholders approved a special resolution approving the
amendment to the Corporation's Articles of Incorporation to allow
the Corporation's registered office to be situated in Nova Scotia instead of British Columbia;
- Disinterested shareholders approved a special resolution to
issue 1,318,036 common shares of the Corporation to companies
controlled by officers and directors of the Corporation and to one
director of the Corporation to settle in aggregate $168,165 of debt to the Corporation; and
- Disinterested shareholders approved a special resolution to
issue 550,000 common shares of the Corporation to companies
controlled by officers and directors of the Corporation and to one
director of the Corporation to settle $110,000 of debt to the Corporation incurred
during the three month period ended February
28, 2019, and to settle future consulting and advisory fees
of $110,000 every three months
through the issuance of common shares.
Other Business
The Corporation announces that it has signed an agreement (the
"Agreement") with Mackie Research Capital Corporation ("Mackie") to
provide market making services to VivRE in compliance with
regulatory guidelines. Mackie will provide market
stabilization and liquidity services of the ViveRE shares on the
TSX Venture Exchange.
In consideration for their services provided pursuant to the
Agreement, ViveRE agrees to pay Mackie $3,500 per month. The Agreement has a term
of 12 months. There are no performance factors contained in
the Agreement and Mackie will not receive any shares or options
from ViveRE as compensation for services it will render.
ViveRE and Mackie are unrelated and unaffiliated entities, but
Mackie may provide investment banking services to ViveRE and Mackie
and/or its clients may have an interest, directly or indirectly, in
the securities of ViveRE. The Agreement is subject to
regulatory approval.
Mackie is one of Canada's
largest independent full service investment firms, and proudly
traces its roots back to 1921. Mackie is privately owned by
many of its 300 employees. As a fully integrated national
investment dealer, Mackie offers a full complement of capital
markets and wealth management services to private clients,
institutions and growth companies.
The Corporation also announces that it has elected to settle
$110,000 of debt of the Corporation
incurred during the three month period ended May 31, 2019, with the issuance of common shares
of the Corporation at a deemed price of $0.20 per share. The debt is owed to
companies controlled by officers and directors of the Corporation
and to one director of the Corporation. The issuance of these
common shares has been approved by the shareholders of the
Corporation and is subject to final approval of the TSX Venture
Exchange.
About ViveRE Communities Inc.
ViveRE is a real estate acquisition and ownership Corporation,
focused on recently built or recently refurbished, highly leased
multi-residential properties in secondary markets across
Canada. The Corporation 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 Issuances, 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.
SOURCE ViveRE Communities Inc.