SMA Standard Mercantile Acquisition Corp

TORONTO, June 6, 2023 /CNW/ - Standard Mercantile Acquisition Corp. (TSX: SMA) (the "Company") announces the results of matters voted on at its annual meeting of shareholders held on June 6, 2023 (the "Meeting"). There were 9 shareholders represented in person or by proxy at the Meeting holding 3,585,999 Class A Shares, representing approximately 49.13% of the Company's total issued and outstanding shares.

Each of the nominees for election as a director listed in the Company's management information circular dated May 2, 2023 was elected as a director of the Company at the Meeting. Proxies in respect of the matters put before shareholders at the Meeting were received as follows:

1. Election of Directors

Each of the nominees for election as directors listed in the management information circular of the Company dated May 2, 2023 was elected as a director of the Company for the ensuing year or until their successors are elected or appointed. Management received proxies in respect of the election of directors of the Company as follows:

2. Appointment of Auditor

Davidson & Company LLP was appointed auditor of the Company until the next annual meeting of shareholders at remuneration to be fixed by the board of director (the "Board") of the Company. Management received proxies in respect of the appointment of the auditor of the Company as follows:

Special Distribution

The Company also announces that the Board has declared a special distribution of $0.397 per Class A share of the Company (the "Special Distribution"). The Special Distribution, which constitutes a return of capital pursuant to the winding-up of the Company's business as approved by shareholders of the Company on June 16, 2016, as amended on May 6, 2021 (the "Orderly Wind-Up"), will be paid on June 28, 2023 to holders of Class A shares of record at the close of business on June 16, 2023. As of June 6, 2023, there were 7,298,567 Class A shares outstanding.

The Special Distribution payment is not subject to any condition, will be made in cash and will be subject to the "Due Bill" trading requirements mandated by the Toronto Stock Exchange (the "TSX"). Because the amount of the Special Distribution represents a distribution of greater than 25% of the market value of the Class A shares on the declaration date, the TSX has required that the Class A shares trade on a "Due Bill" basis during the period (the "Due Bill Period") from and including June 15, 2023 until the close of trading on June 28, 2023 (the "Payment Date"). This means that buyers of Class A shares through the facility of the TSX during the Due Bill Period will receive the Special Distribution payment, provided they continue to be holders of the applicable Class A shares on the Payment Date.

The Class A shares will commence trading on an ex-distribution basis (i.e., without an attached "Due Bill" entitlement to the Special Distribution) commencing the opening of trading on June 29, 2023 (i.e., the next trading day after the Payment Date). The Due Bill redemption date will be June 30, 2023. As a result of the Class A shares trading on a Due Bill basis during the Due Bill Period, those entitled to be paid the Special Distribution owing on the Due Bills should expect to receive that payment by the Due Bill redemption date of June 30, 2023.

The Company holds a portfolio of mortgages in Canada. At the Company's 2021 annual and special meeting of shareholders, the Company sought and received shareholder approval to change its name to "Standard Mercantile Acquisition Corp.", among other amendments to the articles of the Company. The Company is focused on monetizing its remaining mortgage assets and is considering options to enable its shareholders to participate in the potential future value of the Company through transactions that could capitalize on the Company's public listing. The Board has experience in sourcing, evaluating and executing transactions of this nature.

Statements in this press release contain forward-looking information. Such forward-looking information may be identified by words such as "anticipates", "plans", "proposes", "estimates", "intends", "expects", "believes", "may" and "will". The forward-looking statements are founded on the basis of expectations and assumptions made by the Company. Details of the risk factors relating to the Company and its business are discussed under the heading "Business Risks and Uncertainties" in the Company's annual Management's Discussion & Analysis for the year ended December 31, 2022 and under the heading "Risk Factors" in the Company's Annual Information Form dated March 24, 2023, copies of which are available on the Company's SEDAR profile at www.sedar.com. Most of these factors are outside the control of the Company. Investors are cautioned not to put undue reliance on forward-looking information. These statements speak only as of the date of this press release. Except as otherwise required by applicable securities statutes or regulation, the Company expressly disclaims any intent or obligation to update publicly forward-looking information, whether as a result of new information, future events or otherwise.

SOURCE Standard Mercantile Acquisition Corp.