HALIFAX,
NS, Oct. 13, 2022 /CNW/ - Clarke Inc.
(the "Company" or "Clarke") (TSX: CKI) announced
today that it has delivered a notice of redemption to the holders
of the Company's outstanding 6.25% convertible unsecured
subordinated debentures due January 1,
2028 (the "Debentures"). Such notice of redemption
provides that the Company will, on October
31, 2022 (the "Redemption Date"), redeem $15,754,000 of the total $50,754,000 principal amount of the Debentures
(the "Redeemed Debentures") currently outstanding (the
"Partial Redemption").
The record date for the Partial Redemption will be October 26, 2022 (the "Record Date").
Holders of Debentures on the Record Date will have a portion of
their Debentures, in denominations of $1,000, redeemed effective as of the Redemption
Date on a pro rata basis in accordance with the terms of the trust
indenture between the Company and Computershare Trust Company of
Canada (the "Debenture
Trustee") dated September 30,
2019, as supplemented by the first supplemental indenture
dated September 30, 2021 (together,
the "Indenture").
On the Redemption Date, holders of Redeemed Debentures (which
for greater certainty are selected on a pro rata basis) will
receive a repayment of $1,000 for
each $1,000 principal amount of
Redeemed Debenture (the "Redemption Price"). On
October 31, 2022, an interest payment
in the approximate amount of $31 per
$1,000 principal amount of Debentures
will be made to all holders of Debentures as of the record date of
September 15, 2022. Holders of
Redeemed Debentures as of the record date of October 26, 2022 will receive the Redemption
Price. All interest on the Redeemed Debentures shall cease from and
after the Redemption Date.
Clarke will satisfy its obligation to pay to the holders of
Redeemed Debentures the Redemption Price in cash from funds on hand
and through its revolving credit facilities.
Beneficial holders of Debentures should contact their investment
dealer if they have any questions about the Partial Redemption.
Holders of Debentures may also refer to the Indenture for a full
description of the redemption process, a copy of which is available
under Clarke's SEDAR profile at www.sedar.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities in any
jurisdiction.
Caution Regarding Forward-Looking
Information
Certain statements in this press release may constitute
"forward-looking" statements which involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of the Company and its subsidiary
entities or the industry in which they operate, to be materially
different from any future results, performance or achievements
expressed or implied by such forward looking statements. When used
in this press release, such statements use words such as "may",
"will", "expect", "believe", "plan" and other similar terminology.
These statements reflect management's current expectations
regarding future events and operating performance and speak only as
of the date of this press release. Forward-looking statements
involve a number of risks and uncertainties, including those
related to: (i) the impact of general economic conditions; (ii)
industry conditions; and (iii) stock market volatility, many of
which are beyond the Company's control. For an augmented discussion
of the risk factors and uncertainties that affect or may affect the
Company, the reader is directed to the section entitled "Risk
Factors" in the Company's Annual Information Form for the year
ended December 31, 2021, which is
available under the Company's profile at www.sedar.com. New risk
factors may arise from time to time and it is not possible for
management of the Company to predict all of those risk factors or
the extent to which any factor or combination of factors may cause
actual results, performance or achievements of the Company to be
materially different from those contained in forward-looking
statements. Given these risks and uncertainties, investors should
not place undue reliance on forward-looking statements as a
prediction of actual results. Although the forward-looking
statements contained in this press release are based upon what
management believes to be reasonable assumptions, the Company
cannot assure investors that actual results will be consistent with
these forward-looking statements.
About Clarke
Halifax-based Clarke invests in
a variety of private and publicly-traded businesses and
participates actively where necessary to enhance performance and
increase its return. The Company also has a diverse and significant
portfolio of direct real estate holdings across the hospitality,
commercial, industrial, and residential sectors. Clarke's
securities trade on the Toronto Stock Exchange (CKI; CKI.DB); for
more information about Clarke, please visit our website at
www.clarkeinc.com.
SOURCE Clarke Inc.