NexLiving Communities announces effective date of share consolidation
HALIFAX, NS, Aug. 3, 2023 /CNW/ - (TSXV: NXLV) - NexLiving Communities Inc. ("NexLiving" or the "Company") announced today that the consolidation of its common shares on the basis of one post-consolidation common share for every twenty pre-consolidation shares issued and outstanding will be effective as of market open on August 3, 2023. The share consolidation was approved by the Company's shareholders at the annual and special meeting held on June 27, 2023.
The Company's shareholders will receive one post-consolidation common share for every twenty pre-consolidation shares held by them. No fractional shares will be issued as a result of the consolidation. Fractional interests will be rounded to the nearest whole number of shares without any consideration payable therefor.
The consolidation affects all the Company's common shares outstanding on August 3, 2023. As a result, the number of issued and outstanding shares will be reduced to 16,539,132 from 330,782,648, subject to treatment of fractional shares. Each shareholder's percentage ownership in the Company and proportional voting power will remain unchanged, except for minor adjustments resulting from the treatment of fractional shares. The new CUSIP number for the post-consolidation shares is 65344P201 and the new ISIN number is CA65344P2017. NexLiving's common shares will continue to trade under the symbol "NXLV" and NexLiving's name will not change.
Shareholders who hold their shares in brokerage accounts or in "street name" are not required to take any action to effect an exchange of their shares.
Registered shareholders will receive a letter of transmittal from Computershare Investor Services Inc., the Company's transfer agent. The letter of transmittal will contain instructions on how registered shareholders can exchange their share certificates representing pre-consolidation shares for new certificates representing post-consolidation shares. Until surrendered, each share certificate representing pre-consolidation shares will represent the number of whole post-consolidation shares to which the holder is entitled as a result of the consolidation.
The Company's security-based compensation plans will be adjusted accordingly. The consolidation will not have any effect on the number of issued and outstanding common share purchase warrants of the Company. However, as a result of the consolidation, the number of shares issuable upon the exercise of each warrant will be reduced and the exercise price increased, the whole in accordance with the terms of the instruments governing the warrants.
Management believes that the share consolidation is necessary to provide the Company with a share structure that will better attract capital financing and that will provide for future growth opportunities.
The share consolidation is subject to final approval from the TSX Venture Exchange.
The Company continues to execute on its plan to acquire recently built or refurbished, highly leased multi-residential properties in bedroom communities in Atlantic Canada and Ontario. The Company aims to deliver exceptional living experiences to our residents and provide comfortable, affordable housing solutions that cater to a wide range of demographics. The properties offer a range of modern and updated suites, with a variety of amenities and features that allow residents to experience a hassle-free and maintenance-free lifestyle. The Company is committed to investing in its properties to ensure that they are modern and up-to-date. For its recently acquired properties in Ontario, the Company has undertaken a targeted value-add capital program to modernize and reposition the large existing suites. The Company currently owns 1,166 units in New Brunswick and Ontario. NexLiving has also developed a robust pipeline of qualified properties for potential acquisition. By screening the properties identified to match the criteria set out by the Company (proximity to healthcare, amenities, services and recreation), management has assembled a significant pipeline of potential acquisitions.
For more information about NexLiving, please refer to our website at www.nexliving.ca and our public disclosure at www.sedar.com.
This news release forward-looking information within the meaning of applicable Canadian securities laws ("forward-looking statements"). All statements other than statements of historical fact are forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "projects", "estimates", "forecasts", "intends", "continues", "anticipates", or "does not anticipate" or "believes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements contained in this news release include, but are not limited to, management's expectations of additional rental increases to come into effect by year end and the further enhancement of the Company's financial results. Such forward-looking statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations. These forward-looking statements reflect the current expectations of the Company's management regarding future events and operating performance, but involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Actual events could differ materially from those projected herein and depend on a number of factors. These risks and uncertainties are more fully described in regulatory filings, including the Company's Annual Information Form, which can be obtained on SEDAR at www.sedar.com, under NexLiving's profile, as well as under Risk Factors section of the MD&A released on April 13, 2023. Although forward-looking statements contained in this new release are based upon what management believes are reasonable assumptions, there can be no assurance that actual results will be consistent with these forward-looking statements. Accordingly, readers should not place undue reliance on forward-looking statements. The forward-looking statements in this new release speak only as of the date of this news release. Except as required by applicable securities laws, the Company does not undertake, and specifically disclaims, any obligation to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by applicable law.
Neither the 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 press release.
SOURCE NexLiving Communities Inc.
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