Richmond, British Columbia--(Newsfile Corp. - July 19, 2019) - Alpha Peak Leisure Inc. (TSXV: AAP) ("Alpha Peak" or the "Company") announced today that its Board of Directors has declared a distribution (the "Distribution") of C$0.075 per common share (a "Common Share") not subject to conditions, payable on July 31, 2019 (the "Distribution Payment Date") to holders of record as at the close of business on July 29, 2019 (the "Distribution Record Date"). The Distribution will be a one-time, cash distribution by way of a return of capital (the "Return of Capital"). On or about the Distribution Payment Date, the Company intends to complete the sale (the "TWEL Sale") of all of the outstanding shares of its wholly-owned subsidiary, Total Wonder Enterprises Limited ("TWEL"). Particulars of the Return of Capital and TWEL Sale are set out in the Company's management information circular dated December 21, 2018 and information about shareholder approval of those matters is set out in the Company's press release dated January 24, 2019.
The Common Shares will trade with due bills. Accordingly, shareholders who sell their Common Shares between the commencement of trading on July 26, 2019 through the close of trading on July 31, 2019, will have sold their Common Shares with the right to receive $0.075 per Common Share pursuant to the Distribution. At the commencement of trading on August 1, 2019, the Common Shares will resume regular trading without any "due bill" entitlement, reflecting that the Distribution Payment Date has occurred. The redemption date will be August 2, 2019.
Neither the Distribution nor the TWEL Sale will affect any shareholder's ownership of the Common Shares. Following completion of the Distribution and TWEL Sale, the Company will remain a reporting issuer in the Provinces of British Columbia and Alberta. The Company will be a "shell" company with no material assets (other than some cash) or liabilities and no active business. The Company understands that the Common Shares will have to be transferred to the NEX board of the TSX-V. TWEL will be owned exclusively by its purchasers and will continue to conduct is business as a private company.
Other Information About the Distribution
The $0.075 amount of the Distribution exceeded 25% of the market price of the Common Shares on each of the last date on which the Common Shares traded prior to the date hereof, on the date on which the Company's Board of Directors declared the Distribution and the date hereof. The Distribution Payment Date and Distribution Record Date are each "firm" dates for the purposes of Policy 3.2 of the TSX-V.
For more information, please contact:
Jin Huang, Corporate Secretary
Telephone: (86) 1376173979
Except for statements of historical fact contained herein, information in this press release may constitute "forward-looking information" within the meaning of Canadian securities laws. Other than statements of historical fact, all statements that involve various known and unknown risks, uncertainties and other factors are "forward-looking statements", including with respect to the receipt of regulatory and other approvals, the satisfaction of conditions precedent to closing of the Transaction on the terms described or at all, as well as the financial condition and status of Alpha Peak after the Transaction. There can be no assurance that such statements will prove accurate. Capitalized terms used and not otherwise defined herein have the meanings given to them in the management information circular dated December 21, 2018 ("Circular").
Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by Alpha Peak in light of management's experience and perception of current conditions and expected developments, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Known and unknown factors could cause actual results to differ materially from those projected in the forward-looking statements, including, without limitation, the risk factors set out in the Circular, and undue reliance should not be placed on such statements and information. Except as otherwise required by applicable law, Alpha Peak expressly disclaims any intention or obligation to update publicly any forward-looking information, whether as a result of new information, future events or otherwise.
Neither 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 release.
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