Amica Mature Lifestyles to acquire majority ownership in Amica at Westboro Park and announces $24.8 million offering of common shares

Amica Mature Lifestyles to acquire majority ownership in Amica at Westboro Park and announces $24.8 million offering of common shares

PR Newswire

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VANCOUVER, April 24, 2012 /PRNewswire/ – (TSX: ACC) – Amica Mature Lifestyles Inc. (“Amica” or the “Company”) is pleased to
announce that it has entered into agreements to acquire an additional
73.5% aggregate ownership interest in Amica at Westboro Park, located
in Ottawa, Ontario. In connection with this acquisition, the Company is
also pleased to announce that it has entered into an agreement with
Canaccord Genuity Corp., together with a syndicate of underwriters (the
“Underwriters”), to purchase, on a bought deal basis, 2,750,000 common
shares (“Common Shares”) of the Company at a price of $9.00 per Common
Share (the “Offering”).

The acquisition of the additional 73.5% ownership interest will bring
the Company’s ownership position in Amica at Westboro Park to 87.5%.
The closing date and effective date for the acquisition is anticipated
to be June 1, 2012.

The purchase price to be paid for the acquisition of the 73.5% ownership
interest will be approximately $30.72 million, including cash
consideration of $7.35 million, and the assumption of the vendors’
share of a mortgage on the property and other net liabilities in the
amount of approximately $23.37 million.

“Amica at Westboro Park is currently in the late stage of lease-up with
occupancy at approximately 82%. Based on an additional 3 net pending
move-ins, occupancy is expected to reach 84% by the end of April. We
are confident that we will see this community reach stabilized
occupancy over the course of the next few months,” said Samir Manji,
Chairman, President and Chief Executive Officer. “Additionally, we are
pleased with the financial performance of Amica at Westboro Park and we
look forward to adding Amica at Westboro Park to our growing list of
consolidated properties.”

Amica at Westboro Park opened in September 2008 and has a total of 137
suites. It is located in the mature and prestigious Westboro community
of Ottawa. It represents one of the premier retirement residences in
the entire Ottawa market and includes all of the Wellness & Vitality™
design features that represent the Amica brand, including a LUXURA™
Spa, featuring salon services such as manicures, pedicures and massage
therapy. Based on the projected fiscal 2013 net operating income, the
Company estimates that the capitalization rate to be paid on this
transaction is approximately 7% and would be approximately 7.5% upon
achieving occupancy of 95%. The community has a first mortgage in place
(non CMHC-insured) at an interest rate of 4.00% that matures on
December 31, 2012.

Pursuant to the Offering, the Company has agreed to sell 2,750,000
Common Shares, on a bought deal basis to the Underwriters, at a price
of $9.00 per Common Share for gross proceeds of $24,750,000. In
addition, Amica has granted to the Underwriters an over-allotment
option exercisable at any time up to 30 days after closing of the
Offering to acquire up to an additional 412,500 Common Shares of the
Company. In the event that the over-allotment option is exercised in
full, the aggregate gross proceeds of the Offering will be $28,462,500.
The net proceeds from the Offering (after deducting the underwriters’
fee and estimated Offering expenses) will be used to fund the Amica at
Westboro Park acquisition described herein, future acquisition
opportunities, capital needs of properties in lease-up and development,
future acquisitions of increased ownership positions in existing Amica
communities and for general corporate and working capital purposes.

The Common Shares will be offered by way of a short form prospectus to
be filed with the securities commissions and other similar regulatory
authorities in each of the provinces of Canada, except Quebec, pursuant
to National Instrument 44-101 – Short Form Prospectus Distributions and in the United States pursuant to exemptions from the registration
requirements of the United States Securities Act of 1933, as amended.

Closing of the Offering is currently expected to take place on May 15,
2012
and is subject to certain conditions including, but not limited
to, the receipt of all necessary approvals including the approval of
the Toronto Stock Exchange and the securities regulatory authorities.

About Amica Mature Lifestyles Inc.

Amica Mature Lifestyles Inc., a Vancouver based public company, is a
leader in the management, marketing, design, development and ownership
of luxury housing and services for mature lifestyles. There are 25
Amica Wellness & Vitality™ Residences, including a recent acquisition
that the Company is transitioning to rebrand, one under development and
one in pre-development. The common shares of Amica are traded on the
Toronto Stock Exchange under the symbol “ACC”. For more information,
visit www.amica.ca.

Forward-Looking Information

This news release contains “forward-looking information” within the
meaning of applicable securities laws (“forward-looking statements”).

These forward-looking statements are made as of the date of this news
release and the Company does not intend, and does not assume any
obligation, to update these forward-looking statements, except as
otherwise required by law. Users of forward-looking statements are
cautioned that actual results may vary from forward-looking statements
contained herein. Forward-looking statements include, but are not
limited to: statements concerning the Offering and the purchase price
of the acquisition of additional ownership interest in Amica at
Westboro Park; the Company’s ability to complete the Offering and the
acquisition of additional ownership interest in Amica at Westboro Park;
the timing for completion of the Offering and the acquisition of
additional ownership interest in Amica at Westboro Park; proceeds
expected to be raised from the Offering; future financial performance
of Amica at Westboro Park; future occupancy at Amica at Westboro Park,
including reaching stabilized occupancy over the course of the next few
months; the estimated capitalization rates based on projected fiscal
2013 net operating income and upon achieving 95% occupancy; the use of
proceeds from the Offering and other similar statements concerning
anticipated future events, conditions or results that are not
historical facts. In certain cases, forward-looking statements can be
identified by the use of words such as “plans”, “expects” or “does not
expect”, “is expected”, “budget”, “scheduled”, “estimates”,
“forecasts”, “intends”, “anticipates” or “does not anticipate”, or
“believes”, or variations of such words and phrases or statements that
certain actions, events or results “may”, “could”, “would”, “might” or
“will be taken”, “occur” or “be achieved”. While the Company has based
these forward-looking statements on its expectations about future
events as at the date that such statements were prepared, the
statements are not a guarantee of the Company’s future performance and
are subject to risks, uncertainties, assumptions and other factors
which could cause actual results, performance or achievements to differ
materially from future results, performance or achievements expressed
or implied by such forward-looking statements. Such factors and
assumptions include, amongst others, the effects of general economic
and market conditions, actions by government authorities, uncertainties
associated with legal proceedings and negotiations and misjudgements in
the course of preparing forward-looking statements. In addition, there
are known and unknown risk factors which could cause the actual
results, performance or achievements of the Company to be materially
different from any future results, performance or achievements
expressed or implied by the forward-looking statements. Known risk
factors include, among others, risks related to: capital markets; cost
overruns, delays and start-up losses for new real estate developments;
the availability of capital to finance growth or refinance debt as it
comes due; the ability of seniors to pay for Amica’s services; Amica’s
ability to attract seniors with its services and keep pace with
changing consumer preferences; risks inherent in the ownership of real
property; operational risks inherent in owning and operating
residences; dependence on the ability of Amica’s co-tenancy
participants to meet their obligations; interest rate volatility in the
marketplace; regulatory changes; job actions including strikes and
labour stoppages; possible liability under environmental laws and
regulations relating to removal or remediation of hazardous or toxic
substances on properties owned or operated by Amica; the risks
associated with global events such as infectious diseases, extreme
weather conditions and natural disasters; foreign exchange rate
volatility; as well as those factors discussed in Amica’s Annual
Information Form dated August 12, 2011, filed with the Canadian
Securities Administrators and available at www.sedar.com and in the “Risks and Uncertainties” section of the Company’s
management’s discussion and analysis for three months and nine months
ended February 29, 2012, available at www.sedar.com. Although the
Company has attempted to identify important factors that could cause
actual actions, events or results to differ materially from those
described in forward-looking statements, there may be other factors
that cause actions, events or results not to be as anticipated,
estimated or intended. There can be no assurance that forward-looking
statements, or the material factors or assumptions used to develop such
forward looking statements, will prove to be accurate. Accordingly,
readers should not place undue reliance on forward-looking statements.

This press release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of the
securities in any state in which such offer, solicitation or sale would
be unlawful. The securities have not been and will not be registered
under the United States Securities Act of 1933, as amended, or any
state securities laws and may not be offered or sold in the United
States
unless registered or an applicable exemption from the
registration requirements is available.

SOURCE Amica Mature Lifestyles Inc.

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