TORONTO, July 10, 2013 /CNW/ - Leon's Furniture Limited ("Leon's") (LNF.TO) and The Brick Ltd. (the "Brick") (BRK-DB.TO) announce the following changes affecting the holders of the Brick's 12% Senior Secured Debentures due May 30, 2014 (CUSIP No. 107879AA6) (the "Debentures").
Upon the acquisition of the Brick by Leon's in late March 2013, the Brick became a wholly-owned subsidiary of Leon's. Despite the fact that it has only one shareholder, there are a number of holders of the Debentures, resulting in the Brick remaining a reporting issuer in Canada.
In order to reduce unnecessary filing and disclosure costs, while still providing holders of the Debentures with information needed by them in regard to their loan to the Brick, Leon's has guaranteed the obligations of the Brick under the Debentures. This guarantee permits the Brick to rely upon Section 13.4(2.1) of National Instrument 51-102 (Continuous Disclosure Obligations), which provides an exemption from the full continuous disclosure regime provided Leon's continues to comply with its own continuous disclosure requirements and that summary information about it, the Brick and their respective subsidiaries are available to the holders of the Debentures. It is anticipated that the Brick will remain a reporting issuer under Canadian securities laws until some time after the Debentures are repaid in 2014.
The Brick will file a notice with the securities regulatory authorities in each province and territory of Canada of its intention to rely on the continuous disclosure documents filed by Leon's, pursuant to Subsection 13.4(2.1) of National Instrument 51-102 (Continuous Disclosure Obligations) for the three month period ending June 30, 2013 and for each subsequent quarter that the Debentures are outstanding. From the filing of such initial notice until it is no longer a reporting issuer, the Brick will rely on the documents filed by Leon's in compliance with that Instrument to satisfy the Brick's continuous disclosure obligations.
In addition, in light of the fact that there have been less than ten trades of the Debentures on the Toronto Stock Exchange ("TSX") in the past three months, which does not justify the ongoing expenses related to such listing, and the fact that the Debentures are within a year of their maturity date, the Brick has also decided to delist the Debentures. Effective at the close of trading on July 31, 2013, the Debentures will no longer be traded through the facilities of the TSX.
Copies of the notice and the supplemental indenture to provide for the guarantee will be available on the SEDAR website at www.sedar.com.
Leon's was founded in 1909 and is one of Canada's best-known home furnishings retailers offering great value on household furniture, mattresses, appliances and home electronics. Leon's has 79 stores in Newfoundland and Labrador, Quebec, Ontario, Manitoba, Saskatchewan, Alberta, Nova Scotia, New Brunswick, and Prince Edward Island.
About The Brick
The Brick, which opened its first store in Edmonton, Alberta in 1971, has grown over the last 40 years to become one of Canada's leading retailers of household furniture, mattresses, appliances and home electronics. The Brick has 231 stores in British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Quebec, Prince Edward Island, Nova Scotia, New Brunswick, the Northwest Territories and Yukon operating under The Brick, United Furniture Warehouse, The Brick Mattress Store and Urban Brick banners. In addition, through its corporate sales division and Midnorthern Appliances division, The Brick services the subdivision, condominium, hospitality, and high-rise builder market.
This news release contains "forward-looking statements" within the meaning of applicable Canadian securities laws, including (but not limited to) statements concerning anticipated future events, results, circumstances, performance or expectations, that reflect management's current expectations and are based on information currently available to management of Leon's and The Brick and their respective subsidiaries. The words "may", "will", "should", "believe", "expect", "plan", "anticipate", "intend", "estimate", "predict", "potential", "continue" or the negative of these terms, or other expressions which are predictions of or indicate future events and trends and which do not relate to historical matters, identify forward-looking matters. Reliance should not be placed on forward-looking statements because they involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of Leon's or The Brick to differ materially from anticipated future results, performance or achievements expressed or implied by such forward-looking statements. Leon's and The Brick undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, other than as required by applicable law.
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