Liquor Stores N.A. Ltd.
TSX : LIQ

Liquor Stores N.A. Ltd.

June 01, 2017 07:45 ET

Liquor Stores N.A. Ltd. Posts Investor Presentation Warning Against PointNorth's Flawed Strategy; Criticizes PointNorth's Continued Poor and Misleading Disclosure

EDMONTON, ALBERTA--(Marketwired - June 1, 2017) - Liquor Stores N.A. Ltd. (the "Company" or "Liquor Stores") (TSX:LIQ), North America's largest publicly traded liquor retailer, has posted a new investor presentation to the company's website that warns against the strategy proposed by dissident shareholder PointNorth Capital. Liquor Stores also commented on further evidence of PointNorth's poor and misleading disclosure.

Liquor Stores' new investor presentation is available on the company's website at this link: http://www.liquorstoresna.ca/investors/Investor-Information/Proxy-Contest. The presentation highlights the danger of PointNorth's strategy, which will destroy shareholder value of $2.65 per Liquor Stores share, and details management's proactive plan to continue to drive profitability of the Company.

More Evidence of PointNorth's False and Misleading Disclosure

In its proxy circular, PointNorth failed to disclose that its dissident nominee John Barnett, served on the Board of the failed wireless provider Mobilicity alongside PointNorth founder John Bitove, and that Mobilicity's original equity investors lost $250 million in a bankruptcy filing. Canadian law requires PointNorth to disclose the fact the Mr. Barnett was a Mobilicity director within the year before it obtained protection from creditors under the Companies Creditors' Arrangement Act.

When confronted with this material omission, PointNorth made an obscure filing that most shareholders would never notice before they vote. PointNorth is mailing the correction but provided no link on its proxy fight website. Nor did PointNorth mention the correction in the news release and letter to shareholders that it distributed electronically on the very same day that it quietly filed the correction. In order to provide the transparency that shareholders require, Liquor Stores has posted the correction on the Company's website. It is available at this link: http://www.liquorstoresna.ca/investors/Investor-Information/Proxy-Contest.

Liquor Stores believes this lack of transparency continues an alarming and long-established pattern of PointNorth disclosure deficiencies. For example, Point North failed to tell shareholders:

  • The terms of its Golden Leashes
  • That it sold off part of its position in Liquor Stores shares after the record date for voting
  • That certain other dissident nominees, beyond Mr. Barnett, have problematic track records

Liquor stores advises shareholders to give serious consideration to PointNorth's disclosure deficiencies.

Vote the WHITE proxy for Liquor Stores' nominees

Liquor Stores urges shareholders to read its Management Information Circular, available on the Liquor Stores website at http://www.liquorstoresna.ca/investors and under the Liquor Stores profile at www.sedar.com. Liquor Stores recommends that shareholders vote the WHITE proxy for the Board's eight experienced and qualified incumbent nominees. Vote today.

Meeting Details

Shareholders are advised to vote only the WHITE form of proxy today, or no later than 10:00 a.m. (Mountain Time) or Noon (Eastern Time) on Friday, June 16, 2017. The record date for the Annual Meeting was the close of business on April 21, 2017 (the "Record Date"). All registered shareholders of record as at the Record Date are invited to attend the Meeting which is taking place at Meeting Place 1 at the Hyatt Place Edmonton-West located at 18004 100 Ave NW, Edmonton, Alberta, on Tuesday, June 20, 2017, at 10:00 a.m. (Edmonton time).

If shareholders have any questions or require any assistance in executing their proxy or voting instruction form, please call D.F. King Canada at:

  • North American Toll Free Number: 1-800-301-9627
  • Outside North America, Banks, Brokers and Collect Calls: 1-201-806-7301
  • Email: inquiries@dfking.com
  • North American Toll Free Facsimile: 1-888-509-5907
  • Facsimile: 1-647-351-3176

ABOUT LIQUOR STORES N.A. LTD.

The Company operates 252 retail liquor stores in Alberta, British Columbia, Alaska, Kentucky, New Jersey, and Connecticut. Liquor Stores' retail brands include: Liquor Depot, Liquor Barn, and Wine and Beyond in Alberta (178 stores); Liquor Depot and Liquor Barn in British Columbia (34 stores); Brown Jug in Alaska (22 stores); Liquor Barn "The Ultimate Party Source" and Liquor Barn Express in Kentucky (15 stores), Joe Canals Discount Outlet in New Jersey (2 stores), and LQR MKT in Connecticut (one store). The Company's common shares and convertible subordinated debentures trade on the Toronto Stock Exchange under the symbols "LIQ" and "LIQ.DB.B", respectively.

FORWARD-LOOKING STATEMENTS

This press release contains forward looking statements or information (collectively "forward‐looking statements") within the meaning of the "safe harbour" provisions of applicable securities legislation. All statements and information other than statements of historical fact contained in this press release are forward‐looking statements. In particular, this press release contains forward‐looking statements with respect to, among others: the anticipated outcomes of PointNorth's actions and strategy for Liquor Stores and the potential consequences to Liquor Stores and its business and share price of the election of PointNorth's director nominees and the implementation of its strategy; and matters with respect to the upcoming Meeting, including the scheduled date and time of the Meeting and the cut off time for proxies. Forward‐looking statements reflect our current plans, intentions, and expectations, which are based on management's perception of historical trends, current conditions and expected future developments, as well as other factors it believes are appropriate in the circumstances. Our plans, intentions, and expectations are inherently subject to significant business, economic, competitive and other uncertainties and contingencies regarding future events and as such, are subject to change. There is no assurance that the plans, intentions, or expectations upon which these forward‐looking statements are based will occur. Forward-looking statements are subject to risks, uncertainties and assumptions, including, but not limited to, those discussed elsewhere in this press release and our other filings made with Canadian securities regulatory authorities and available on SEDAR at www.sedar.com.
Although Management believes that the expectations represented in such forward-looking statements are reasonable there can be no assurance that such expectations will prove to be correct and such forward‐looking statements should not be unduly relied upon. Some of the factors that could affect future results and could cause results to differ materially from those expressed in the forward-looking statements contained herein include, but are not limited to: risks relating to government regulation and changes thereto (whether by court decisions, citizen referenda, or otherwise); competition; the state of the economy including general economic conditions in Canada (including Alberta) and the U.S.; the unpredictability and volatility of Liquor Stores' common share price; restrictions on potential growth; availability of sufficient financial resources to fund the Company's capital expenditures; changes in commodity tax rates and government mark‐ ups; risks relating to future acquisitions and development of new stores; the ability of management to execute the Company's business and strategic plans; Liquor Stores' ability to locate and secure acceptable store sites and to adapt to changing market conditions; poor weather conditions; dependence on key personnel; labour costs, shortages and labour relations including Liquor Stores' ability to hire and retain staff at current wage levels and the risk of possible future unionization; supply interruption or delays; dependence on suppliers; reliance on information and control systems; income tax changes; leverage and restrictive covenants in agreements relating to current and future indebtedness of Liquor Stores; and credit risks arising from operations.
These factors should not be construed as exhaustive. The information contained in this press release, and as disclosed in other filings made by the Company with Canadian securities regulatory authorities and available on SEDAR at www.sedar.com, identifies additional factors that could affect the operating results and performance of Liquor Stores. Readers are cautioned that this list of risk factors should not be construed as exhaustive. The forward looking statements contained herein are expressly qualified in their entirety by this cautionary statement. The forward looking statements included in this press release are made as of the date hereof and Liquor Stores assumes no obligation to update or revise them to reflect new events or circumstances except as expressly required by applicable securities law.

Contact Information

  • Investors
    Matthew Rudd
    Senior Vice President and Chief Financial Officer
    Liquor Stores N.A. Ltd.
    (780) 702-7389

    Media
    Louise Kozier
    Longview Communications
    (604) 694 6033