TORONTO, Oct. 4, 2019 /CNW/ - Street Capital Group Inc. ("Street Capital") (TSX: SCB) is pleased to announce that the required approvals under the Bank Act (Canada) have been received to complete the previously announced statutory plan of arrangement (the "Arrangement") under the Business Corporations Act (Ontario) pursuant to which RFA Capital Holdings Inc. ("RFA") will acquire all of the outstanding common shares of Street Capital (the "Shares").
As all of the conditions to completion of the Arrangement (other than those that can only be completed at closing) have been satisfied, the Arrangement is expected to be completed on October 18, 2019. Following completion of the Arrangement, Street Capital expects the Shares will be delisted from the TSX and applications will be made for Street Capital to cease to be a reporting issuer.
Registered Street Capital shareholders are reminded that they must properly complete, sign and return the letter of transmittal, along with their share certificate(s), to the depositary for the Arrangement, Computershare Investor Services Inc., in order to receive the cash consideration they are entitled to under the Arrangement. Non-registered Street Capital shareholders will receive the cash consideration they are entitled to under the Arrangement through the intermediary in whose name their Shares are registered.
Any questions or requests regarding consideration to be received under the Arrangement may be directed to the depositary for the Arrangement, Computershare Investor Services Inc., at 1-800-564-6253 (toll-free within North America) or 1-514-982-7512 (outside of North America) or by e-mail at email@example.com. Non-registered holders of Shares should contact their broker or other intermediary for details.
Further information regarding the Arrangement is contained in Street Capital's management information circular, a copy of which is available under Street Capital's profile on SEDAR at https://www.sedar.com.
The information in this press release includes certain forward-looking statements. These forward-looking statements are subject to risks and uncertainties. More particularly and without limitation, this press release contains forward-looking statements and information concerning the delisting of the Shares from the TSX, Street Capital ceasing to be a reporting issuer, the anticipated timing of the closing of the Arrangement and payments to be made to shareholders of Street Capital.
Forward-looking statements may include, without limitation, statements regarding the operations, business, financial condition, expected financial results, performance, prospects, ongoing objectives, strategies and outlook for Street Capital. Forward-looking statements may in some cases be identified by words such as "will," "plans," "believes," "expects," "anticipates," "estimates," "projects," "intends," "should" or the negative of these terms, or similar expressions. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Street Capital undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
In respect of the forward-looking statements and information concerning the anticipated benefits and completion of the proposed Arrangement and the anticipated timing for completion of the Arrangement, Street Capital has provided such in reliance on certain assumptions that it believes are reasonable at this time, including assumptions as to the ability of the parties to satisfy, in a timely manner, the other conditions to the closing of the Arrangement; other expectations and assumptions concerning the Arrangement; and other factors discussed under the heading "Risk Management and Risk Factors" in Street Capital's Management's Discussion and Analysis of Results of Operations and Financial Condition for the second quarter ended June 30, 2019 (available under Street Capital's SEDAR profile at www.sedar.com). The anticipated closing date provided may change for a number of reasons, including the need for additional time to satisfy the other conditions to the completion of the Arrangement. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this press release.
Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. Risks and uncertainties inherent in the nature of the Arrangement include the failure of Street Capital and RFA to satisfy the conditions to the completion of the Arrangement, in a timely manner, or at all. Failure to satisfy the conditions to or complete the Arrangement, may result in the Arrangement not being completed on the proposed terms, or at all.
About Street Capital Group Inc.
Street Capital Group Inc. (TSX: SCB) is a public company operating through its wholly-owned subsidiary, Street Capital Bank of Canada, a federally regulated Schedule I Bank offering residential mortgage loans with the strategic goal of introducing additional retail banking products in the coming years. Street Capital Bank of Canada sources its mortgage products primarily through a network of independent mortgage brokers across Canada with whom it has built relationships. Street Capital Bank of Canada offers a broad line-up of high ratio and conventional mortgages to borrowers and either sells the mortgages it underwrites to top tier financial institutions or holds them on balance sheet. Street Capital Bank of Canada lends throughout all of the Provinces of Canada (other than Quebec) and has offices in Ontario, Alberta and British Columbia. For more information please visit streetcapital.ca.
About RFA Capital Holdings Inc.
RFA is a privately held Ontario corporation managed by RFA Capital Inc. and backed by a variety of private equity investors. RFA is part of the RFA group, a multi-platform, Canadian-owned investment group focused on equity and debt investments in Canadian real estate. Since 1996, the RFA group has invested over $15 billion in real estate transactions, including as a market leader in CMBS transactions; commercial real estate through Nexus REIT; a growing retirement home portfolio; construction loans and in restructuring distressed real estate assets. Through various platforms and operating companies, the RFA group employs over 500 people across Canada.
SOURCE Street Capital Group Inc.