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TORONTO, June 29, 2020 (GLOBE NEWSWIRE) — STORAGEVAULT CANADA INC. (“StorageVault”) (SVI-TSX-V) is pleased to announce that it has entered into an agreement with a syndicate of underwriters (the “Underwriters”) led by Scotiabank, along with National Bank Financial Inc. and TD Securities Inc. as Joint Bookrunners, under which the Underwriters have agreed to purchase $75 million aggregate principal amount of listed senior unsecured hybrid debentures due January 31, 2026 (the “Debentures”) at a price of $1,000 per Debenture (the “Offering”). StorageVault has also granted the underwriters an option to purchase up to an additional $11.25 million aggregate principal amount of Debentures, on the same terms and conditions, exercisable in whole or in part, for a period of 30 days following closing of the Offering. The Offering is expected to close on or about July 20, 2020.
StorageVault intends to use the net proceeds of the Offering to partially repay StorageVault’s revolving credit facilities, to fund potential future acquisition opportunities and for general corporate purposes.
The Debentures will be direct senior unsecured obligations of StorageVault and will rank: (i) subordinate to all existing and future senior secured indebtedness of StorageVault, (ii) subordinate to all existing and future secured indebtedness that is not senior secured indebtedness, but only to the extent of the value of the assets securing such other secured indebtedness, (iii) pari passu with each debenture issued under the indenture under which the Debentures will be issued (the “Indenture”) and with all other present and future unsubordinated indebtedness of StorageVault that is not senior secured indebtedness or that is not indebtedness described in clause (ii) above, including trade creditors, (iv) senior in right of payment to indebtedness of StorageVault that by its terms is subordinated in right of payment to the Debentures, and (v) structurally subordinated to all existing and future obligations, including indebtedness and trade payables, of StorageVault’s subsidiaries. The payment of principal and premium, if any, of, and interest on, the Debentures will be subordinated in right of payment to all senior secured indebtedness of StorageVault, as will be set forth in the Indenture. The Indenture will not restrict StorageVault or its subsidiaries from incurring additional indebtedness or from mortgaging, pledging or charging its properties to secure any indebtedness or liabilities. None of StorageVault’s subsidiaries will guarantee the Debentures.
The Debentures will bear interest at a rate of 5.75% per annum, payable semi-annually in arrears on July 31 and January 31 of each year, with the first interest payment on January 31, 2021. The first payment will include accrued and unpaid interest for the period from Closing to, but excluding, January 31, 2021. The Debentures will mature on January 31, 2026 (the “Maturity Date”).
The Debentures will not be redeemable by StorageVault before January 31, 2024 (the “First Call Date”). On and after the First Call Date and prior to January 31, 2025, the Debentures will be redeemable, in whole or in part, from time to time, at StorageVault’s option at a redemption price equal to 102.875% of the principal amount of the Debentures redeemed plus accrued and unpaid interest, if any, up to but excluding the date set for redemption. On and after January 31, 2025 and prior to the Maturity Date, the Debentures will be redeemable, in whole or in part, from time to time, at StorageVault’s option at par plus accrued and unpaid interest, if any, up to but excluding the date set for redemption. StorageVault shall provide not more than 60 nor less than 30 days’ prior notice of redemption of the Debentures.
A preliminary short form prospectus will be filed with securities regulatory authorities in all provinces of Canada. The Offering is subject to customary regulatory approvals, including the approval of the TSX Venture Exchange.
The securities offered pursuant to the Offering have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, (the “1933 Act”) and may not be offered, sold or delivered, directly or indirectly, in the United States, or to, or for the account or benefit of, “U.S. persons” (as defined in Regulation S under the 1933 Act), except pursuant to an exemption from the registration requirements of the 1933 Act. This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States or to, or for the account or benefit of, U.S. persons.
About StorageVault Canada Inc.
StorageVault owns and operates 202 storage locations in the provinces of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Quebec, and Nova Scotia. StorageVault owns 154 of these locations plus over 4,600 portable storage units representing over 8.2 million rentable square feet.
For further information, contact Mr. Steven Scott or Mr. Iqbal Khan:
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 accuracy of this release.