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NexLiving Communities Announces Annual and Special Meeting Results, Extension of Devcore Transaction Outside Date and Closing of McLaughlin Property Sale
HALIFAX, NS, June 27, 2024 /CNW/ - (TSXV: NXLV) – NexLiving Communities Inc. ("NexLiving" or the "Company"), announced today that its shareholders voted in favour of all items of business brought before them at the Company's annual and special meeting of shareholders held on June 27, 2024.
NexLiving Communities Inc. Logo (CNW Group/NexLiving Communities Inc.)
At the meeting, the seven incumbent nominees to the Company's board of directors (the "Board"), namely Michael Anaka, William Hennessey, Andrea Morwick, Drew Koivu, David Pappin, Dr. Brian Ramjattan and Richard Turner, were elected for the ensuing year. In addition, Jeff York, Jean-Pierre Poulin, Francis Pomerleau and Stavro Stathonikos were elected as alternate nominees to the Board, such that on completion of the Company's previously announced transaction (the "Transaction") with Devcore Group Inc. and 8985979 Canada Inc. (the "Sellers") under the previously announced purchase agreement dated January 21, 2024 (the "Purchase Agreement"), the Board will consist of seven directors, namely Michael Anaka, William Hennessey, Richard Turner, Jeff York, Jean-Pierre Poulin, Francis Pomerleau and Stavro Stathonikos.
PricewaterhouseCoopers LLP was re-appointed as the Company's auditor to hold office until the next annual meeting of shareholders or until its successor is duly appointed, at a remuneration to be fixed by the Board. All other items of business were also approved.
Extension of Devcore Transaction Outside Date
The Company also announced it has agreed with the Sellers to extend the outside date (the "Outside Date") for completion of the Transaction.
In light of the expected timing for the assumption of mortgages of the property portfolio being acquired under the Purchase Agreement, the Outside Date has been extended from June 30 to July 31, 2024 or such later date as may be agreed to by the parties, including extension in certain specified circumstances.
The Transaction received TSXV final approval on May 15, 2024. As previously announced the Transaction has also received shareholder and Competition Act approval. NexLiving and the Sellers continue to make progress towards closing the Transaction and, subject to the satisfaction of customary closing conditions, NexLiving expects that the Transaction will close during the third quarter of 2024.
McLaughlin Sale Update
On June 24, 2024, the Company closed on the sale of the 127-suite McLaughlin property, previously announced on June 4, 2024. The $19.4 million sale price represented a 4.87% capitalization rate and a +40% IRR on the Company's original investment made in 2020. NexLiving received approximately $4.7 million in cash proceeds, net of the current mortgage balance, enabling the Company to reduce indebtedness and decrease the Company's Net Debt to Gross Book Value ratio by approximately 300 basis points.
About NexLiving
The Company continues to execute on its plan to acquire recently built or refurbished, highly leased multi-residential properties in bedroom communities across Canada. The Company aims to deliver exceptional living experiences to our residents and provide comfortable, affordable housing solutions that cater to a wide range of demographics. The properties offer a range of modern and updated suites, with a variety of amenities and features that allow residents to experience a hassle-free and maintenance-free lifestyle. The Company is committed to investing in its properties to ensure that they are modern and up-to-date. For its recently acquired properties in Ontario, the Company has undertaken a targeted value-add capital program to modernize and reposition the large existing suites. The Company currently owns 1,039 units in New Brunswick and Ontario. NexLiving has also developed a robust pipeline of qualified properties for potential acquisition. By screening the properties identified to match the criteria set out by the Company (proximity to healthcare, amenities, services and recreation), management has assembled a significant pipeline of potential acquisitions for consideration by the Company's Board of Directors. For more information about NexLiving, please refer to our website at www.nexliving.ca and our public disclosure at www.sedarplus.ca.
Non-IFRS Financial Measures
The Company prepares and releases unaudited consolidated interim financial statements and audited consolidated annual financial statements prepared in accordance with IFRS. In this and other releases, as a complement to results provided in accordance with IFRS, NexLiving discloses financial measures not recognized under IFRS which do not have standard meanings prescribed by IFRS. These include FFO, FFO (cents per share) – diluted, FFO payout ratio, Net Debt to GBV and same-property metrics (collectively, the "Non-IFRS Measures"). These Non-IFRS Measures are further defined and discussed in the MD&A dated May 15, 2024, which should be read in conjunction with this news release. Since these measures are not recognized under IFRS, they may not be comparable to similar measures reported by other issuers. The Company presents the Non-IFRS measures because management believes these Non-IFRS measures are relevant measures of the ability of NexLiving to earn revenue and to evaluate its performance and cash flows. A reconciliation of these Non-IFRS measures is included in the MD&A dated May 15, 2024. The Non-IFRS measures should not be construed as alternatives to net income (loss) or cash flows from operating activities determined in accordance with IFRS as indicators of the Company's performance.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
Forward-Looking Statements
This news release forward-looking information within the meaning of applicable Canadian securities laws ("forward-looking statements"). All statements other than statements of historical fact are forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "projects", "estimates", "forecasts", "intends", "continues", "anticipates", or "does not anticipate" or "believes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements contained in this news release include, but are not limited to, statements about Board composition, management's expectations regarding the timing of the closing of the Transaction, and intentions to use the proceeds of the McLaughlin sale to reduce indebtedness and decrease the Company's Net Debt to Gross Book Value ratio. Such forward-looking statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations. These forward-looking statements reflect the current expectations of the Company's management regarding future events and operating performance, but involve known and unknown risks, uncertainties and other factors which may 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 such forward-looking statements. Actual events could differ materially from those projected herein and depend on a number of factors. These risks and uncertainties are more fully described in regulatory filings, which can be obtained on SEDAR+ at www.sedarplus.ca, under NexLiving's profile, as well as under Risk Factors section of the MD&A released on May 15, 2024. Although forward-looking statements contained in this new release are based upon what management believes are reasonable assumptions, there can be no assurance that actual results will be consistent with these forward-looking statements. Accordingly, readers should not place undue reliance on forward-looking statements. The forward-looking statements in this new release speak only as of the date of this news release. Except as required by applicable securities laws, the Company does not undertake, and specifically disclaims, any obligation to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by applicable law.
