Diversified Royalty Corp. Announces Filing of Final Short Form Base Shelf Prospectus
May 11 2021 - 4:00PM
Diversified Royalty Corp. (TSX: DIV and DIV.DB) (the
“Corporation” or “DIV”) announced today that it has filed, and
received receipt for, a final short form base shelf prospectus (the
“Prospectus”). The Prospectus was filed with the securities
regulatory authorities in each of the Provinces of Canada, other
than Quebec. The Prospectus was filed to provide DIV with financial
flexibility and efficient access to Canadian capital markets to
pursue strategic initiatives, which may include acquisitions of
additional royalties. A copy of the Prospectus is available under
DIV’s profile on SEDAR at www.sedar.com.
The Prospectus is valid for a 25-month period
during which time DIV may, from time to time, issue common shares,
warrants, subscription receipts, debt securities, convertible
securities or rights or any combination thereof, including in the
form of units (collectively, the “Securities”), having an aggregate
offering price up to Cdn$200 million. Such Securities may be
offered in amounts, at prices and on terms to be determined based
on market conditions at the time of sale and set forth in one or
more shelf prospectus supplement(s) and, subject to applicable
regulations, may include at-the-market transactions, private
placements, public offerings or strategic investments. Information
regarding the use of proceeds from a sale of such securities will
be included in the applicable prospectus supplement.
About Diversified Royalty Corp.
DIV is a multi-royalty corporation, engaged in
the business of acquiring top-line royalties from well-managed
multi-location businesses and franchisors in North America. DIV’s
objective is to acquire predictable, growing royalty streams from a
diverse group of multi-location businesses and franchisors.
DIV currently owns the Mr. Lube, AIR MILES®,
Sutton, Mr. Mikes, Nurse Next Door and Oxford Learning Centres
trademarks. Mr. Lube is the leading quick lube service business in
Canada, with locations across Canada. AIR MILES® is Canada’s
largest coalition loyalty program with approximately two-thirds of
Canadian households actively participating in the AIR MILES®
Program. Sutton is among the leading residential real estate
brokerage franchisor businesses in Canada. Mr. Mikes currently
operates casual steakhouse restaurants primarily in western
Canadian communities. Nurse Next Door is one of North America’s
fastest growing home care providers with locations across Canada
and the United States as well as in Australia. Oxford Learning
Centres is one of Canada’s leading franchised supplemental
education services in Canada and the United States.
DIV intends to increase cash flow per share by
making accretive royalty purchases and through the growth of
purchased royalties. DIV expects to pay a predictable and stable
dividend to shareholders and increase the dividend as cash flow per
share increases allow.
Forward Looking Statements
Certain statements contained in this news
release may constitute “forward-looking information” within the
meaning of applicable securities laws that involve known and
unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements to be materially
different from any future results, performance or achievements
expressed or implied by such forward-looking information. The use
of any of the words “anticipate”, “continue”, “estimate”, “expect”,
“intend”, “may”, “will”, ”project”, “should”, “believe”,
“confident”, “plan” and “intends” and similar expressions are
intended to identify forward-looking information, although not all
forward-looking information contains these identifying words.
Specifically, forward-looking information in this news release
includes, but is not limited to, statements made in relation to:
the specific terms of any offering of Securities will be described
in one or more shelf prospectus supplements which will be filed at
the time of the offering of such Securities; the expected uses of
the net proceeds from any sales of Securities; DIV’s intention to
pay monthly dividends to shareholders; and DIV’s corporate
objectives. These statements involve known and unknown risks,
uncertainties and other factors that may cause actual results or
events, performance, or achievements of DIV to differ materially
from those anticipated or implied by such forward-looking
information. DIV believes that the expectations reflected in the
forward-looking information included in this news release are
reasonable but no assurance can be given that these expectations
will prove to be correct. In particular there can be no assurance
that: DIV will complete any offerings of securities under the
Prospectus; DIV will complete any future royalty acquisitions; DIV
will be able to make monthly dividend payments to the holders of
its common shares; or DIV will achieve any of its corporate
objectives. Given these uncertainties, readers are cautioned that
forward-looking information included in this news release are not
guarantees of future performance, and such forward-looking
information should not be unduly relied upon. More information
about the risks and uncertainties affecting DIV’s business and the
businesses of its royalty partners can be found in the “Risk
Factors” section of its Annual Information Form dated March 11,
2021 and in its most recent Management’s Discussion and Analysis,
copies of each of which are available under DIV’s profile on SEDAR
at www.sedar.com.
In formulating the forward-looking information
contained herein, management has assumed that DIV will complete one
or more offerings under the Prospectus and one or more prospectus
supplements and DIV will successfully deploy the proceeds
therefrom; DIV will complete additional royalty acquisitions; DIV
will generate sufficient cash flows from its royalties to service
its debt and pay dividends to shareholders; lenders will provide
any necessary waivers required in order to allow DIV to continue to
pay dividends; the impacts of COVID-19 on DIV and its royalty
partners will be consistent with DIV’s expectations and the
expectations of management of each of its Royalty Partners, both in
extent and duration; DIV and its royalty partners will be able to
reasonably manage the impacts of the COVID-19 outbreak on their
respective businesses. These assumptions, although considered
reasonable by management at the time of preparation, may prove to
be incorrect.
All of the forward-looking statements made in
this news release are qualified by these cautionary statements and
other cautionary statements or factors contained herein, and there
can be no assurance that the actual results or developments will be
realized or, even if substantially realized, that they will have
the expected consequences to, or effects on, DIV. The
forward-looking information included in this news release is
presented as of the date of this news release and DIV assumes no
obligation to publicly update or revise such information to reflect
new events or circumstances, except as may be required by
applicable law.
THE TORONTO STOCK EXCHANGE HAS NOT
REVIEWED AND DOES NOT ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR THE
ACCURACY OF THIS RELEASE.
Additional Information
Additional information relating to the
Corporation and other public filings, is available on SEDAR at
www.sedar.com.
Contact: Sean Morrison, President and Chief
Executive Officer Diversified Royalty Corp. (604) 235-3146
Greg Gutmanis, Chief Financial Officer and VP
Acquisitions Diversified Royalty Corp. (604) 235-3146
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