Element Lifestyle Retirement Inc.

Element Lifestyle Retirement Inc.

July 13, 2017 09:15 ET

Element Lifestyle Retirement Announces $3,500,000 Debt Financing

VANCOUVER, BRITISH COLUMBIA--(Marketwired - July 13, 2017) -


Element Lifestyle Retirement Inc. ("Element" or the "Company") (TSX VENTURE:ELM) is pleased to announce that it has entered into a commitment letter with Addenda Capital Inc. (the "Lender") pursuant to which the Lender has agreed to advance an aggregate of $3,500,000 to Element or a subsidiary of Element (the "Loan"), which proceeds will be used by the Company to fund a portion of the $6,700,000 purchase price for the property (the "Lands") to be purchased by the Company at Bayview Place, Victoria, British Columbia. The Company intends to develop, and subsequently operate, an inter-generational aging-in-place community on the Lands, as further described in the Company's news release dated April 28, 2017. The Loan will be secured by security to be granted by the Company, including a first mortgage on the Lands. The Company intends to fund the balance of the purchase price of the Lands by a combination of the proceeds of the recently completed private placement of units of the Company and the recently announced private placement of convertible debentures.

The Loan will have an initial term of 12 months (the "Term"), with an option to renew for an additional term of one or two years, provided the Loan is not in default. The Loan will be closed for the Term with no right for the Company to prepay the Loan in whole or in part for the first nine months of the Term. Interest will accrue on the Loan at a rate equal to the Royal Bank of Canada Prime Lending Rate plus 2%, calculated and compounded monthly, but in any event not less than 4.7%. Under the terms of the Loan, an amount of $164,500 will be held back by the Lender from the proceeds advanced to the Company, which amount will be used to pay the monthly interest payments due to the Lender to be paid on the first day of each month following the month in which the Loan is advanced.

Pursuant to the terms of the Commitment Letter, Element made a cash payment to the Lender in amount of $43,750, which includes a commitment fee (refundable to the Company on advance of the Loan) in the amount of $35,000 and a non-refundable application fee in the amount of $8,750. Additionally, the Company entered into a placement letter with All Canadian Mortgage Corporation ("ACMC") with respect to the Loan, pursuant to which, among other things, the Company agreed to make a cash payment in the amount of $50,000 to ACMC in consideration for the services provided by the ACMC in placing the Loan. The Lender is an arm's length party of the Company, and no securities will be issued by the Company in connection with the Loan.

Don Ho, President, commented: "We are delighted with Addenda Capital's commitment to the Lands at Bayview Place. This milestone provides a strong vote of confidence for Element, our shareholders and in turn the host community of Victoria. Furthermore, the financing with our lending partner solidifies the collaborative effort regarding the Company's next stage of corporate development including asset ownership."

The advancement of the Loan from the Lender to Element is subject to certain conditions precedent that are customary for a debt financing of this type and TSX Venture Exchange approval.

About Element Lifestyle Retirement Inc.

Element was established in June 2013 in Vancouver, British Columbia and is in the business of providing specialized development expertise and flexible, innovative management services for intergenerational retirement communities. Since Element's inception, the Company's revenue model has been based on the development and management of third party assets in the "retirement community" space. The Company has now moved into the acquisition arena with the purpose of building a high-quality asset portfolio that is directly owned including real estate, purchasing potential existing operations and ultimately, operating the properties that the Company develops. The organization aspires to be one of the most respected aging-in-place retirement living specialists in North America, emphasizing the intergenerational "Continuum‐of‐Lifestyles" model, which encompasses a smooth, seamless transition for seniors from independence to assisted living to complex care, in an environment that integrates accommodation and activities for all ages, all in the same residential community. The management team of Element has several decades of experience developing and operating retirement communities.



Michael Diao, Chief Executive Officer and Director


For further information, please visit www.elementlifestyleretirement.com.

Neither 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 release.

Forward Looking Statement Caution

Certain information contained in this news release constitutes "forward-looking information" or "forward-looking statements" (collectively, "forward-looking information"). Without limiting the foregoing, such forward-looking information includes statements regarding the advancement of the Loan to the Company, the use of proceeds for the Loan and the Company's proposed acquisition of the Lands and any statements regarding the Company's business plans, expectations and objectives. There can be no assurance that the Company will proceed to satisfy the conditions necessary to complete the acquisition of the Lands, including obtaining the financing necessary to complete the acquisition. In this news release, words such as "may", "would", "could", "will", "likely", "believe", "expect", "anticipate", "intend", "plan", "estimate" and similar words and the negative form thereof are used to identify forward looking information. Forward looking information should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether, or the times at or by which, such future performance will be achieved. forward-looking information is based on information available at the time and/or the Company management's good faith belief with respect to future events and is subject to known or unknown risks, uncertainties, assumptions and other unpredictable factors, many of which are beyond the Company's control. For additional information with respect to these and other factors and assumptions underlying the forward-looking information made in this news release, see the Company's most recent Management's Discussion and Analysis and financial statements and other documents filed by the Company with the Canadian securities commissions and the discussion of risk factors set out therein. Such documents are available at www.sedar.com under the Company's profile and on the Company's website, www.elementlifestyleretirement.com. The forward-looking information set forth herein reflects the Company's expectations as at the date of this news release and is subject to change after such date. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.

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