MISSISSAUGA, Sept. 28, 2017 /CNW/ - Temple Hotels Inc.
(TSX:TPH) ("Temple") is pleased to announce today that the
holders of its 7.25% series E convertible unsecured subordinated
debentures due September 30, 2017
(TPH.DB.E) (the "Debentures") have approved the proposed
amendments to the Debentures (the "Amendments") at a special
meeting of holders of such Debentures ("Debentureholders")
held today. The Amendments will result in the following changes to
the Debentures:
- DECREASING the conversion price from $40.08 to $9.75 per common share of Temple;
- EXTENDING the maturity date from September 30, 2017 to September 30, 2020;
- PERMITTING Temple to redeem the Debentures, in whole or in
part, at any time up to September 30,
2020, at a price equal to the principal amount thereof plus
accrued and unpaid interest to, but excluding the date of the
redemption; and
- PERMITTING Temple to complete the Initial Partial Redemption
(as defined below) without further notice or communication to
Debentureholders and to complete the Additional Partial Redemptions
(as defined below).
Temple will redeem $2,258,200 of
the principal amount of Debentures outstanding on September 30, 2017 (the "Initial Partial
Redemption"), which represents approximately 5% of the issued
and outstanding Debentures. Temple has also committed to redeem an
additional 5% of the currently issued and outstanding principal
amount of Debentures on each of September
30, 2018 and September 30,
2019 (the "Additional Partial Redemptions"). Each of
the Initial Partial Redemption and the Additional Partial
Redemptions will be for a cash payment equal to the principal
amount of such redemption plus accrued and unpaid interest to, but
excluding the date of the redemption. Pursuant to the Initial
Partial Redemption, Debentureholders will receive $1,036.25 for each $1,000 principal amount of Debentures redeemed
comprised of: (i) a payment of $1,000 of principal amount; and (ii) $36.25, being the accrued and unpaid interest on
each Debenture up to but excluding September
30, 2017.
Subject to final approval from the Toronto Stock Exchange (the
"TSX"), the effective date of the Amendments will be on the
date that Temple enters into a second further supplemental trust
indenture with the debenture trustee which shall give effect to the
Amendments. It is anticipated that Temple will enter into the
second further supplemental indenture with the debenture trustee
effective September 29, 2017. Once
entered into, Temple will post the second further supplemental
trust indenture on its SEDAR profile at www.sedar.com.
About Temple Hotels Inc.
Temple is a growth oriented hotel investment company with hotel
properties located across Canada.
Temple is listed on the TSX under the symbols TPH (common shares),
TPH.DB.E and TPH.DB.F (convertible debentures). For further
information on Temple, please visit our website at
www.templehotels.ca.
Cautionary Statement Regarding Forward-Looking
Statements
Certain statements included herein constitute "forward-looking
statements". All statements included in this press release that
address future events, conditions or results of operations,
including in respect of the Amendments, are forward-looking
statements. These forward-looking statements can be identified by
the use of forward-looking words such as "may", "should", "will",
"could", "expect", "intend", "plan", "estimate", "anticipate",
"believe", "future" or "continue" or the negative forms thereof or
similar variations. Forward looking statements in this press
release include, but are not limited to, the expected Initial
Partial Redemption and Additional Partial Redemptions and the
expected effective date of the Amendments. These forward-looking
statements are based on certain assumptions and analyses made by
management in light of their experiences and their perception of
historical trends, current conditions and expected future
developments, as well as other factors they believe are appropriate
in the circumstances. Debentureholders are cautioned not to put
undue reliance on such forward-looking statements, which are not a
guarantee of performance and are subject to a number of risks and
uncertainties, including, but not limited to that the Amendments
will not be successfully completed for any reason and the risk
that, if completed, Temple will not have sufficient funds to fund
the Initial Partial Redemption or the Additional Partial
Redemptions or will not be able to pay the interest and/or repay
the principal amount outstanding under the Debentures when due.
Many of such risks and uncertainties are outside the control of
Temple and could cause actual results to differ materially from
those expressed or implied by such forward-looking statements. In
making such forward-looking statements, management has relied upon
a number of material factors and assumptions, including with
respect to general economic and financial conditions, interest
rates, exchange rates, equity and debt markets, business
competition, changes in government regulations or in tax laws, acts
and omissions of third parties, and the ability of Temple to obtain
approval for the Amendments (including approval from the TSX). Such
forward-looking statements should, therefore, be construed in light
of such factors and assumptions. All forward-looking statements are
expressly qualified in their entirety by the cautionary statements
set forth above. Temple is under no obligation, and expressly
disclaims any intention or obligation, to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise, except as expressly required by
applicable law.
SOURCE Temple Hotels Inc.