Matrix Asset Management Inc.

Matrix Asset Management Inc.

August 09, 2013 20:13 ET

Matrix Reports on Delisting Review Initiated by the Toronto Stock Exchange

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Aug. 9, 2013) - Matrix Asset Management Inc. (the "Company" or "Matrix") (TSX:MTA) announced that the Toronto Stock Exchange ("TSX") has informed Matrix that it will review the eligibility of the Common shares of the Company with respect to continued listing on the TSX. This review affects only Matrix Common shares and does not affect any of the funds managed by subsidiaries of Matrix.

The TSX initiated its delisting review because the market value of publicly held Common shares of Matrix fell below levels required under TSX rules. The TSX will undertake the review pursuant to its continued listing criteria, including criteria with respect to Matrix's financial condition and operating results and the market value of the Matrix's Common shares. The Company will be granted 120 days in which to regain compliance with all requirements for continued listing. If the TSX determines that Matrix's Common shares should be delisted, Matrix may consider alternative listing arrangements. There can be no assurance as to the outcome of the delisting review or as to whether Matrix Common shares will remain listed on the TSX or as to whether an alternative listing will be achieved.

"Reducing Matrix's working capital deficit is a priority for Matrix. The previously announced agreement to sell the management and related contracts for the Matrix Funds to Marquest Asset Management Inc. (the "Marquest Transaction") is scheduled to complete by August 31, 2013. The Marquest Transaction and a debt financing arrangement Matrix announced on August 8, 2013 are both expected to help improve the Company's working capital position and support Matrix's efforts to remain listed," said David Levi, President and CEO of Matrix.

On August 8, 2013, Matrix entered into a debt financing arrangement for up to $5.0 million of which $1.0 million was advanced at closing (the "August 2013 Financing"). Two further tranches of $2.0 million each are exercisable at the option of the Company, subject to the satisfaction of certain conditions precedent in favour of the lender, including the closing of the Marquest Transaction. Further details about the terms of the August 2013 Financing and the Marquest Transaction are set out in the Company's MD&A for the second quarter of 2013, which is available on SEDAR.

Forward-Looking Statements

Certain statements in this press release are forward-looking statements based on beliefs and assumptions of the Company and not on historical fact. These statements include statements regarding the pending review in respect of Matrix's TSX listing, Matrix's ability to satisfy TSX continued listing requirements, Matrix's ability to secure an alternative listing if its Common shares are delisted from the TSX and statements about the Marquest Transaction and the August 2013 Financing transaction and anticipated outcomes associated with these transactions. Readers are cautioned against placing undue reliance on forward-looking statements and that such statements may not be appropriate for other purposes. Forward-looking statements are based upon beliefs and assumptions of management applied in drawing a conclusion about future events, including beliefs and assumptions with respect to Matrix's ability to comply with TSX listing requirements or, if it is unable to do so, to achieve a listing for its Common shares on an alternative exchange, beliefs and assumptions concerning prevailing and future economic and market conditions and the impact of such conditions and other factors on Matrix's operating results, financial condition and on the trading price of Matrix Common shares, the impact of cost-saving measures on Matrix's operating results and financial condition, the likelihood that the Marquest Transaction will complete on schedule or at all and that conditions to further advances under the August 2013 Financing will be satisfied, the ability of Matrix to otherwise re-pay, re-finance or re-structure financial obligations and maintain compliance with related contractual covenants, minimum working capital and other regulatory requirements and other laws, the ability of managed venture capital funds to generate liquidity, pay operating commitments when due and the absence of extraordinary or one-time expenses not currently known to management. While management considers these beliefs and assumptions to be reasonable based on information currently available, these statements are subject to numerous risks and uncertainties and no assurance can be given that such beliefs and assumptions will prove to be correct. Accordingly, actual results may differ significantly from those expressed or implied by forward-looking statements due to many factors including, but not limited to, regulatory and other risks associated with mutual fund and venture capital fund management sectors generally, market, economic, political and other risks affecting portfolio performance, Matrix's operating results and the trading volume and price of Matrix shares, risks associated with completing the Marquest Transaction and the satisfaction of other conditions precedent to further advances under the August 2013 Financing, risks associated with non-performance of financial obligations, including secured obligations, and other risks affecting Matrix's operating results, financial condition and ability to continue to operate as a going concern and the market price and trading volume of Matrix Common shares, including risks and uncertainties listed under "Risk Factors" in Matrix's Annual Information Form dated March 30, 2013, which is available on SEDAR. Many of these risks are beyond the control of Matrix. Other than as specifically required by law, the Company undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the date on which such statements are made, or to reflect new information, future unanticipated events or results or other factors.

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