TORONTO, ONTARIO -- (Marketwired) -- 06/17/15 -- Mitchell Cohen, President and Chief Executive Officer of Urbanfund Corp. (TSX VENTURE: UFC) (the "Company"), confirmed today the adoption by the Company of a dividend policy (the "Dividend Policy"), a dividend reinvestment plan (the "Common Share DRIP") for holders of common shares in the capital of the Company (the "Common Shares") and a dividend reinvestment plan (the "Preferred Share DRIP") for the holder of Series A, first preferred shares in the capital of the Company (the "Preferred Shares"), subject to TSX Venture Exchange approval.
The Company is pleased to announce that, as part of the Company's long-term strategy to maximize shareholder value, the board of directors has approved the implementation of the Dividend Policy. Pursuant to the Dividend Policy, the Company intends to pay an annual aggregate dividend of $0.005 per Common Share and $0.005 per Preferred Share, payable quarterly in the amount of $0.00125 per Common Share and Preferred Share. Subject to approval by the board of directors, the record date for dividends is anticipated to be set as the last business day of March, June, September and December in each year and the payment date in each case is anticipated to be approximately two weeks from the record date.
The declaration and payment of future dividends and the quantum of any such dividends will be subject to the Company's board of directors' determination, in its discretion, taking into account, among other things, business performance, financial condition, growth plans and expected capital requirements, statutory solvency tests, as well as any contractual restrictions on such dividends, including any agreements entered into with lenders to the Corporation or its subsidiaries. There can be no assurance that dividends will be paid at the intended rate or at any rate in the future.
COMMON SHARE DIVIDEND REINVESTMENT PLAN
Under the terms of the Common Share DRIP, eligible registered holders of Common Shares (the "Shareholders") may elect to automatically reinvest their cash dividends payable in respect the Common Shares to acquire additional Common Shares, which will be issued from treasury. Shareholders who elect to reinvest their cash distributions under the Common Share DRIP will receive Common Shares at a price (the "Dividend Price") equal to a 5% discount to the volume weighted average trading price over the 10 trading days preceding the applicable dividend payment date or, if no trades have occurred during such period, the last closing price of the Common Shares on the TSX Venture Exchange preceding the applicable dividend payment date.
Common Shares may be purchased under the Common Share DRIP commencing with the cash dividend payable on or about July 15, 2015 to Shareholders of record on June 30, 2015. The Company has reserved an aggregate of 2,000,000 Common Shares (representing approximately 4.5% of the issued and outstanding number of Common Shares as at the date hereof) for the issuance to participants enrolled in the Common Share DRIP and the Preferred DRIP.
Registered Shareholders may enrol in the Common Share DRIP by completing an enrolment form ("Enrolment Form") and submitting the completed form to Computershare Trust Company of Canada (the "Plan Agent") at the address set out in the Common Share DRIP. Under the terms of the Common Share DRIP, Enrolment Forms must be provided to the Plan Agent at least five (5) business days before the record date of any dividend payment. The Common Share DRIP is subject to certain limitations and restrictions and interested parties are encouraged to review the full text of the Common Share DRIP. The Common Share DRIP and Enrolment Form are available under the Company's profile on SEDAR.
PREFERRED SHARE DIVIDEND REINVESTMENT PLAN
Under the terms of the Preferred DRIP, eligible registered holders of the Preferred Shares (the "Preferred Shareholders") may elect to automatically reinvest their cash dividends payable in respect the Preferred Shares to acquire Common Shares, which will be issued from treasury. Preferred Shareholders who elect to reinvest their cash distributions under the Preferred DRIP will receive Common Shares at the Dividend Price.
Registered Preferred Shareholders may enrol in the Preferred DRIP by completing an enrolment form and submitting the completed form to the Corporation at least five (5) business days before the record date of any dividend payment. The Preferred DRIP is subject to certain limitations and restrictions and interested parties are encouraged to review the full text of the Preferred DRIP. The Preferred DRIP is available under the Company's profile on SEDAR. Enrolment forms can be requested by contacting the Company's Chief Executive Officer at the number set out below.
Any increase in the number of Common Shares reserved for issuance pursuant to the Common Share DRIP and the Preferred Share DRIP shall require prior: (i) board approval; (ii) public disclosure and TSX Venture Exchange approval. Notwithstanding the foregoing, the maximum number of Common Shares reserved for issuance may not exceed 5% of the Company's issued and outstanding Common Shares.
To the Company's knowledge, the Company's directors and officers and its largest shareholder, Westdale Construction Co. Limited ("Westdale"), holding an aggregate of 25,417,451 Common Shares, have expressed an interest in participating in the Common Share DRIP.
Additionally, Westdale has expressed an interest in participating in the Preferred Share DRIP. Westdale holds all of the issued and outstanding 7,425,000 Preferred Shares.
Participation in the Common Share DRIP or Preferred Share DRIP does not relieve shareholders of any liability for taxes that may be payable in respect of dividends that are reinvested in new Common Shares under the Common Share DRIP or the Preferred Share DRIP. Shareholders should consult their tax advisors concerning the tax implications of their participation in the Common Share DRIP and Preferred Share DRIP having regard to their particular circumstances.
ABOUT URBANFUND CORP.
Urbanfund Corp. (TSX VENTURE: UFC) is a Toronto-based real estate development and operating company. Urbanfund's focus is to identify, evaluate and invest in real estate or real estate related projects. The Company's assets are located in Belleville, London and Toronto, Ontario, Quebec City and Montreal, Quebec. The Company's strategy going forward remains committed to seek accretive real estate or real estate-related opportunities.
FORWARD LOOKING STATEMENTS
This press release contains certain forward-looking information that involves known and unknown risks and uncertainties, most of which are beyond the control of the Company. Forward-looking information in this press release includes, but is not limited to, the Company's dividend policy and the amount of and timing related to the payment of future dividends. Forward-looking statements involve significant risk, uncertainties and assumptions. Many factors could cause actual results, performance or achievements to differ materially from the results discussed or implied in the forward-looking statements. These factors should be considered carefully and readers should not place undue reliance on the forward-looking statements. Forward-looking statements contained in this press release are related to the implementation of the Dividend Policy, the Common Share DRIP and the Preferred DRIP and the payment of dividends. Although the forward-looking statements contained in this press release are based upon what management believes to be reasonable assumptions, the Company cannot assure readers that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this press release, and the Company assumes no obligation to update or revise them to reflect new events or circumstances, except as required by 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 the accuracy of this release.
President & CEO