SIR Royalty Income Fund and SIR Corp. Provide Update on Liquidity

BURLINGTON, ON, March 11, 2021 /CNW/ - SIR Royalty Income Fund (TSX: SRV.UN) (the "Fund") and SIR Corp. ("SIR") today provided an update on certain matters affecting SIR, the Fund and the SIR Royalty Limited Partnership (the "Partnership").  

Starting in April of 2020, the Fund and the Partnership granted SIR deferrals of interest on a loan owing by SIR to the Fund (the "SIR Loan") and royalty payments owing to the Partnership through a series of short-term deferral agreements, the latest of which is set to expire on March 31, 2021.  These deferral agreements were conditions required by SIR's senior lender for a series of waiver and amending agreements that it granted to SIR.  In the absence of these waiver and amending agreements from SIR's senior lender, as a result of the impact of COVID-19 on SIR's sales and profitability, SIR would have breached a number of financial and non-financial covenants and events of default under its credit agreement.  The Fund and the Partnership have security interests over the assets of SIR, but these security interests are subordinated and postponed to those of SIR's senior lender.  The ongoing cooperation and support of SIR's senior lender has been necessary and will continue to be necessary in order for SIR to retain sufficient liquidity to operate. The Partnership's and the Fund's cooperation in the form of deferrals on royalties and on interest on the SIR Loan, as well as waivers of certain covenants and events of default, have been requirements for SIR to obtain the needed funding, waivers and deferrals that have been granted to it by its senior lender. Failure to obtain them would have materially adversely affected SIR, the Fund and the Partnership. The long-term viability of SIR is in the best interests of the Fund and the Partnership. Additionally, the Consent along with the Waiver and Extension agreements approved by the Fund and the Partnership on June 30, 2020 enabled SIR to add $6.25 million in much needed liquidity through the addition of the Business Credit Availability Program facility from Export Development Canada, to which the Fund and Partnership are also subordinated.  Accordingly, each of the deferral agreements was approved by the independent Trustees of the Fund. The deferral agreements and related documents have also been filed on SEDAR.  SIR is currently seeking an extension to the current agreements with its senior lender, the Fund and the Partnership that are set to expire on March 31, 2021.  There can be no assurance that these extensions will be granted.

It was previously disclosed that the Fund had a potential SIFT tax liability that was estimated to be in the magnitude of $400,000 to $700,000 after taking into account a significant allowance for doubtful accounts. Given that this tax liability had arisen from the royalties and interest on the SIR Loan that the Fund and the Partnership had been accruing but not receiving since March 2020, there was a concern that the Fund may not have sufficient cash resources to pay the tax liability when it was due.  The tax estimate has now been finalized and, after taking into account the tax installments made during the first half of 2020 and the application of a $227,000 overpayment of previous year installments, it has now been established that the Fund will be able to meet its obligations for the 2020 SIFT tax when due.

The Trustees of the Fund continue to monitor the performance of SIR. The Fund intends to resume payment of monthly distributions when it is fiscally prudent to do so. However, due to the impact of temporary and permanent restaurant closures on the earnings of the Partnership that are distributed to the Fund, the Trustees of the Fund will need to reassess appropriate distribution levels. It is currently not expected that the Fund will resume distributions consistent with the most recent distribution declared in March 2020. Resumption of payment of unitholder distributions will also be dependent, in part, on SIR being permitted by its senior lenders to resume royalty and SIR Loan interest payments, and payments of deferred amounts.  SIR's future liquidity is also dependent on SIR securing deferral agreements with its landlords.

About SIR Corp.
SIR Corp. ("SIR") is a privately held Canadian corporation that owns a portfolio of 54 restaurants in Canada. SIR's Concept brands include: Jack Astor's Bar and Grill®, with 37 locations; Scaddabush Italian Kitchen & Bar® with 9 locations; and Canyon Creek®, with three locations. SIR also operates one-of-a-kind "Signature" brands including Reds® Wine Tavern, Reds® Square One and The Loose Moose®. All trademarks related to the Concept and Signature brands noted above are used by SIR under a License and Royalty Agreement with SIR Royalty Limited Partnership. SIR also owns one Duke's Refresher® & Bar location in downtown Toronto, and one seasonal Signature restaurant, Abbey's Bakehouse®, which are currently not in consideration to be part of the Royalty Pool. For more information on SIR Corp. or the SIR Royalty Income Fund, please visit www.sircorp.com .

About SIR Royalty Income Fund
The Fund is a trust governed by the laws of the province of Ontario that indirectly has interests in the trademarks used by SIR.

Caution concerning forward-looking statements

• Certain statements contained in this report, or incorporated herein by reference, including the information set forth as to the future financial or operating performance of the Fund or SIR, that are not current or historical factual statements may constitute forward-looking information within the meaning of applicable securities laws ("forward-looking statements"). Statements concerning the objectives, goals, strategies, intentions, plans, beliefs, expectations and estimates, and the business, operations, financial performance and condition of the Fund, the SIR Holdings Trust (the "Trust"), the Partnership, SIR, the SIR Restaurants or industry results, are forward-looking statements. The words "may", "will", "could", "would", "should", "expect", "believe", "plan", "anticipate", "intend", "estimate" and other similar terminology and the negative of such expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of Fund, the Trust, the Partnership, SIR, the SIR Restaurants or industry results, to differ materially from the anticipated results, performance, achievements or developments expressed or implied by such forward-looking statements. These statements reflect Management's current expectations, estimates and projections regarding future events and operating performance and speak only as of the date of this document. Readers should not place undue importance on forward-looking statements and should not rely upon this information as of any other date. Risks related to forward-looking statements include, among other things, challenges presented by a number of factors, including: increased debt levels and unpaid rent obligations; the impact of the COVID-19 pandemic; market conditions at the time of this filing; competition; changes in demographic trends; weather; changing consumer preferences and discretionary spending patterns; changes in consumer confidence; changes in national and local business and economic conditions; pandemics or other material outbreaks of disease or safety issues affecting humans or animals or food products; changes in tariffs and international trade; changes in foreign exchange; changes in availability of credit; legal proceedings and challenges to intellectual property rights; dependence of the Fund on the financial condition of SIR; legislation and governmental regulation, including the cost and/or availability of labour as it relates to changes in minimum wage rates or other changes to labour legislation and forced closures of restaurants and bars; tax laws; laws affecting the sale and use of alcohol (including availability and enforcement); changes in cannabis laws; accounting policies and practices; and the results of operations and financial condition of SIR. The foregoing list of factors is not exhaustive. Many of these issues can affect the Fund's or SIR's actual results and could cause their actual results to differ materially from those expressed or implied in any forward-looking statements made by, or on behalf of, the Fund or SIR. Given these uncertainties, readers are cautioned that forward-looking statements are not guarantees of future performance, and should not place undue reliance on them. Forward-looking statements are based on Management's current plans, estimates, projections, beliefs and opinions, and the Fund and SIR do not undertake any obligation to update forward-looking statements should assumptions related to these plans, estimates, projections, beliefs and opinions change, except as expressly required by applicable securities laws.
• For more information concerning the Fund's risks and uncertainties, please refer to the March 12, 2020 Annual Information Form, for the year ended December 31, 2019, and the Fund's most recent interim filings, which are available under the Fund's profile at www.sedar.com.
• All of the forward-looking statements made in this report are qualified by these cautionary statements and other cautionary statements or factors contained herein, and there can be no assurance that the actual results or developments will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, the Fund or SIR.

SOURCE SIR Royalty Income Fund

Jeff Good, Chief Financial Officer, Tel: [phone]; Bruce Wigle, Bay Street Communications, Tel: [phone]