CALGARY, Feb. 11, 2020 /CNW/ - NewNorth Projects Ltd.
("NewNorth" or the "Company") (TSXV: NNP) is pleased
to announce the closing of the plan of arrangement involving
NewNorth, Bordeaux Properties Inc. ("Bordeaux"), Bordeaux Developments
Corporation (the "Purchaser") and the holders of common
shares of NewNorth (the "NewNorth Shares"), as previously
announced by NewNorth on December 3,
2019 (the "Arrangement").
Pursuant to the Arrangement, the Purchaser has acquired all of
the outstanding NewNorth Shares in exchange for cash consideration
of $0.13 per NewNorth Share held (the
"Consideration"), for an aggregate purchase price of
$1,584,543.74. Neither the Purchaser
nor Bordeaux owned any NewNorth
Shares prior to the Arrangement. The Purchaser has also
amalgamated with NewNorth under the Arrangement and will carry on
business under the name "Bordeaux Developments Corporation", with
Bordeaux being the sole
shareholder of the amalgamated entity.
Registered NewNorth shareholders, who have not already done so,
should submit their certificate(s) or DRS Advice(s) representing
their NewNorth Shares along with a completed letter of transmittal
(a "Letter of Transmittal") to the depositary, AST Trust
Company, in order to receive the Consideration. Holders of NewNorth
Shares who hold their shares through a broker, investment dealer or
other intermediary should follow the instructions of such broker,
investment dealer or other intermediary. Letters of Transmittal
have been sent to registered NewNorth shareholders, and additional
copies may be obtained by accessing NewNorth's SEDAR profile at
www.sedar.com (now under the name "Bordeaux Developments
Corporation").
In connection with the completion of the Arrangement, it is
expected that the NewNorth Shares will be delisted from the TSX
Venture Exchange ("TSXV") in approximately two to three
business days.
Further details regarding the Arrangement can be found in the
Company's information circular and proxy statement dated
December 20, 2019, filed on
NewNorth's SEDAR profile at www.sedar.com (now under the name
"Bordeaux Developments Corporation").
Bordeaux will file an early
warning report on SEDAR at www.sedar.com with respect to the
closing of the Arrangement, which will be available from the
offices of Bordeaux at Suite 101,
6240 – 6A Street SW, Calgary,
Alberta, Canada T2M 2B7 or by contacting Birol Fisekci, President and Chief Executive
Officer of Bordeaux, at
403-998-7053.
About Bordeaux Developments
Bordeaux was established in
2001 as an integrated land and housing company with a difference.
Since its inception, the team at Bordeaux has brought energy and a unique depth
of knowledge to the industry. Decades of local and international
experience in leading residential, commercial, and recreational
land development companies, combined with a fresh energetic
approach to providing the Calgary
and area market with a boutique development experience, means they
are capable of giving individual attention to each client so that
their needs and goals are met.
www.bordeauxdevelopments.com
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
AND STATEMENTS
This press release contains forward-looking statements within
the meaning of applicable securities laws. More particularly and
without limitation, this press release contains forward-looking
statements regarding delisting of the NewNorth Shares from the
TSXV. All statements, other than statements of historical facts,
that address activities that NewNorth assumes, anticipates, plans,
expects, believes, projects, aims, estimates or anticipates (and
other similar expressions) will, should or may occur in the future
are forward-looking statements. All of the forward-looking
statements in this release are qualified by the assumptions that
are stated or inherent in such forward-looking statements. Although
NewNorth believes these assumptions are reasonable, they are not
exhaustive of the factors that may affect any of the
forward-looking statements and the reader should not place undue
reliance on these assumptions and such forward-looking statements.
The key assumptions that have been made in connection with the
forward-looking statements include: the timing and receipt of the
necessary regulatory and other approvals. NewNorth believes the
material factors, expectations and assumptions reflected in the
forward-looking statements are reasonable, but no assurance can be
given that these factors, expectations and assumptions will prove
to be correct.
The forward-looking statements provided in this press release
are based on management's current belief, based on currently
available information, as to the outcome and timing of future
events. NewNorth cautions that forward-looking statements relating
to NewNorth are subject to all of the risks and uncertainties
normally incident to such endeavors. Furthermore, the
forward-looking statements contained herein are made as at the date
hereof and NewNorth does not undertake any obligation to update
publicly or to revise any of the included forward-looking
statements, whether as a result of new information, future events
or otherwise, except as may be required by applicable securities
laws. Readers are cautioned that the foregoing list of factors is
not exhaustive. Additional information on these and other factors
that could affect NewNorth's operations and financial results are
included in reports on file with Canadian securities regulatory
authorities and may be accessed through the SEDAR website
(www.sedar.com).
Neither the TSXV nor its Regulation Services Provider (as
that term is defined in the policies of the TSXV) accepts
responsibility for the adequacy of this release.
SOURCE NewNorth Projects Ltd.