High River, Alberta, November 16, 2017 – The Western Investment Company of Canada Limited (“Western“) (WI: TSXV) along with a partner (“Partner”) have signed a Letter of Intent (“LOI”) to acquire 90% of an Agri-food Processor (“Agri-food Processor” or “Business”) in Western Canada (the “Transaction”).
The LOI establishes the purchase price for the Agri-food Processor at approximately $25.5 million including market value of real estate valued by a third party. $22 million of the purchase price shall be paid upon the closing of the Transaction (pending the appraised market value of the real estate valued by a third party), while up to another $3.5 million may be paid over four years by way of a performance based earn-out.
On closing, Western will own approximately 50% and its Partner approximately 40%, while the current owner will retain 10% ownership in the Business.
Western CEO Scott Tannas commented: “Western is proposing to acquire yet another iconic Western Canadian business whose strong market share, well-known brand, and a history of earnings and cash flow makes it a natural asset in the Western family. The company has a young management team led by a founder focused on finding the right partners to ensure the continuity of the business.”
The Transaction will be funded through a cash equity investment, 400,000 common shares of Western with a deemed value of $0.625 per share and senior amortizing debt. Western does not anticipate requiring more equity financing to complete the Transaction.
The LOI contains a number of conditions to closing, including approvals from the board of both Western and its Partner, the completion of due diligence, a mutually acceptable purchase and sale agreement, the receipt of debtor financing on acceptable terms, and the receipt of all regulatory approvals including that of the TSX Venture Exchange. The parties have agreed to keep the identity of the Agri-food Processor confidential until all conditions have been removed along with a closing by January 31, 2018.
Mr. Tannas concluded: “Over the coming weeks we will work to complete this transaction and the previously announced “Specialty Retailer” investment. With four investments closed or in process and an active pipeline of opportunities, Western has a busy year ahead creating more shareholder value.”
About The Western Investment Company of Canada Limited
Western is a unique publicly traded, private equity company founded by a group of successful Western Canadian business people, and dedicated to building and maintaining ownership in successful Western Canadian companies, and helping them to grow. The Company’s shares are traded on the TSX Venture Exchange under the symbol WI. For more information on the Company, please visit its website at www.winv.ca.
The Western Investment Company of Canada Limited
President and Chief Executive Officer
P: (403) 652‐2663
This news release may contain certain forward‐looking information and statements, including without limitation, statements pertaining to board approvals, satisfactory completion of due diligence, entering into a purchase and sale agreement, receipt of debt financing and obtaining regulatory approvals. Statements containing the words: ‘believes’, ‘intends’, ‘expects’, ‘plans’, ‘seeks’ and ‘anticipates’ and any other words of similar meaning are forward‐looking. All statements included herein involve various risks and uncertainties because they relate to future events and circumstances beyond Western’s control. There can be no assurance that such information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such information. A description of assumptions used to develop such forward‐looking information and a description of risk factors that may cause actual results to differ materially from forward‐looking information can be found in Western’s disclosure documents on the SEDAR website at www.sedar.com. Any forward looking statements are made as of the date of this news release and Western does not undertake to update any forward‐looking information except in accordance with applicable securities laws.
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