Standard Mercantile Acquisition Corp. Announces Completion of Orderly Wind-Up Plan and Dissolution
TORONTO, Dec. 4, 2023 /CNW/ - Standard Mercantile Acquisition Corp. (the "Company") today announced that it has completed the orderly winding-up of its business (the "Orderly Wind-Up") and has been dissolved under the provisions of the Canada Business Corporations Act.
Background
On June 16, 2016, the class A shareholders ("Shareholders") of the Company approved the Orderly Wind-Up of the Company's business, following which the Company commenced the winding-up of its operations, ceased investing in new mortgage interests, distributed an aggregate of approximately $73.9 million to Shareholders and, effective November 13, 2023, completed the voluntary delisting of its class A shares from the facilities of the Toronto Stock Exchange.
Dissolution
After setting aside a cash reserve (the "Reserve") to settle final professional and other expenses related to the Orderly Wind-Up, the Company has no further assets or liabilities. As such, effective December 4, 2023 (the "Dissolution Date"), Company was dissolved by the filing of Articles of Dissolution under the Canada Business Corporations Act, upon which all of the issued and outstanding shares of the Company have been cancelled automatically without any further action or surrender of share certificates being required by shareholders. As a result, as of the close of business on December 4, 2023, the share transfer books of the Company will be closed and thereafter no further transfers of shares will be recognized by the Company. Notwithstanding the foregoing, Shareholders of record as of the Dissolution Date may be entitled to a final cash distribution from the balance of the Reserve after all final professional and other expenses of the Corporation have been satisfied.
Shareholders of the Company with questions regarding the tax treatment of the dissolution or any other aspect of the Orderly Wind-Up should consult their own tax advisors about the implications of same in light of their particular circumstances.
Forward Looking Statements
Statements in this press release contain forward-looking information. Such forward-looking information may be identified by words such as "anticipates", "plans", "proposes", "estimates", "intends", "expects", "believes", "may" and "will". The forward-looking statements are founded on the basis of expectations and assumptions made by the Company. Details of the risk factors relating to the Company and its business are discussed under the heading "Business Risks and Uncertainties" in the Company's annual Management's Discussion & Analysis for the year ended December 31, 2022 and under the heading "Risk Factors" in the Company's Annual Information Form dated March 24, 2023, copies of which are available on the Company's SEDAR+ profile at www.sedarplus.com. Most of these factors are outside the control of the Company. Investors are cautioned not to put undue reliance on forward-looking information. These statements speak only as of the date of this press release. Except as otherwise required by applicable securities statutes or regulation, the Company expressly disclaims any intent or obligation to update publicly forward-looking information, whether as a result of new information, future events or otherwise.
SOURCE Standard Mercantile Acquisition Corp.
Jordan Kupinsky, Chief Executive Officer, Tel: 416-972-1741, Email: [email protected]
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