June 27, 2013 17:26 ET
TORONTO, ONTARIO--(Marketwired - June 27, 2013) - GrowthWorks Canadian Fund Ltd. ("Canadian Fund") announced today that it has entered into a third amendment to the Participation Agreement dated May 28, 2010 (the "Participation Agreement") with Roseway Capital S.a.r.l. ("Roseway") whereby a payment of $20 million that was payable to Roseway on June 28, 2013 will now become payable on July 15, 2013 and a further $5.7 million will become payable to Roseway by July 22, 2013. Those amounts will bear interest at the rate of 18% per annum from the date on which they were originally payable by Canadian Fund. Canadian Fund continues to be engaged in active discussions with Roseway regarding a possible further, longer-term extension of those payment obligations, as well as amendments to certain other terms of the Participation Agreement and the security agreement (the "Security Agreement") in favour of Roseway which grants a charge over certain portfolio and other assets of the Fund. In connection with this amendment, Roseway has also waived until July 16, 2013 a default under the Security Agreement tied to the Fund maintaining a minimum net asset value. Canadian Fund cannot assure investors that these discussions will result in any further extension of the dates by which Canadian Fund must make those payments or that Canadian Fund will have sufficient funds to pay those amounts when due.
If Canadian Fund were to default on its obligations under the Participation Agreement or an event of default were to occur under the Security Agreement, the security held by Roseway over Canadian Fund's assets may be enforced by Roseway, which could result in forced divestments of some or all of those assets at values well below carrying values and a significant decline in the values of Class A shares of the Fund. A default by Canadian Fund of its obligations under the Participation Agreement could also result in Canadian Fund's loan obligations to Matrix Asset Management Inc. ("Matrix") of $4 million plus accrued and unpaid interest becoming due and payable in full. In that event, the security granted by Canadian Fund over its assets for its payment obligations under that loan may be enforced, which could have the same material adverse effect on the Fund and the value of its Class A shares as those associated with the enforcement of security held by Roseway.
The Board of Directors of Canadian Fund continues to review, with the assistance of its independent financial and legal advisors, the strategic alternatives available to Canadian Fund.
Forward Looking Statements: This press release contains forward looking statements about Canadian Fund's ability to make payments under financing arrangements. These statements are based on beliefs and assumptions of management of Canadian Fund at the time the statements are made, including beliefs and assumptions about Canadian Fund's ability to generate sufficient cash to satisfy its payment obligations under its existing financing arrangements. These beliefs and assumptions are subject to known and unknown risks and uncertainties, including the willingness of Roseway to agree to extend the dates by which Canadian Fund must satisfy its payment obligations under the Participation Agreement and refrain from enforcing its security should such extension not be granted and Canadian Fund defaults on its obligations to Roseway or an event of default were to occur under the Security Agreement; the willingness of Matrix to refrain from enforcing its security should Canadian Fund default on its loan obligations to Matrix; risks and uncertainties associated with the volatility of market conditions and, in turn, the climate for divestment activity, performance of portfolio companies, valuations of portfolio companies, financing needs of portfolio companies and the availability of capital to satisfy such financing needs and other risks and uncertainties disclosed in Canadian Fund's most recently filed prospectus and other regulatory filings posted on SEDAR at www.sedar.com. These risks and uncertainties may cause actual results, events or developments to be materially different from those expressed or implied by such forward-looking statements. Unless required by law, neither Canadian Fund nor its manager assumes any obligation to update any forward-looking statements, whether as a result of new information, future events or results or other factors.
GrowthWorks Canadian Fund Ltd.C. Ian RossChairman(416) 934-7777
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