Royal Host Inc.

TSX : RYL
TSX : RYL.DB.D
TSX : RYL.DB.B
TSX : RYL.DB.C


Royal Host Inc.

January 09, 2014 10:53 ET

Royal Host Inc. Announces Normal Course Issuer Bids for Each Series of Its Convertible Debentures and Common Shares and Related Automatic Purchase Plans

HALIFAX, NOVA SCOTIA--(Marketwired - Jan. 9, 2014) - Royal Host Inc. ("Royal Host") (TSX:RYL)(TSX:RYL.DB.D)(TSX:RYL.DB.B)(TSX:RYL.DB.C) announced today that the Toronto Stock Exchange ("TSX") has accepted Royal Host's Notice of Intention to make a Normal Course Issuer Bid (the "Bid") to purchase for cancellation, from time to time, its (i) 6.25% convertible unsecured subordinated debentures with a maturity date of June 30, 2019 ("Series D Debentures", Trading Symbol: RYL.DB.D), (ii) 6.25% convertible unsecured subordinated debentures with a maturity date of October 31, 2020 ("Series B Debentures", Trading Symbol: RYL.DB.B), (iii) 7.5% convertible unsecured subordinated debentures with a maturity date of September 30, 2018 ("Series C Debentures", Trading Symbol: RYL.DB.C) (the Series D Debentures, Series B Debentures and Series C Debentures are collectively referred to as the "Debentures"); and (iv) its common shares (the "Common Shares") (Trading Symbol: RYL).

As of January 3, 2014, the public float of the Series D Debentures is $22,069,000. Royal Host intends to purchase for cancellation up to a maximum of $2,206,000 principal amount of the Series D Debentures, being approximately 10% of the public float outstanding on the date hereof. Purchases are restricted to a maximum of $7,000 principal amount per day. As of the date hereof, there is $29,080,000 principal amount of Series D Debentures outstanding and the average daily trading volume during the previous six months was $29,675.

As of January 3, 2014, the public float of the Series B Debentures is $19,937,000. Royal Host intends to purchase for cancellation up to a maximum of $1,993,000 principal amount of the Series B Debentures, being approximately 10% of the public float outstanding on the date hereof. Purchases are restricted to a maximum of $5,000 principal amount per day. As of the date hereof, there is $23,732,000 principal amount of Series B Debentures outstanding and the average daily trading volume during the previous six months was $23,635.

As of January 3, 2014, the public float of the Series C Debentures is $34,485,000. Royal Host intends to purchase for cancellation up to a maximum of $3,448,000 principal amount of the Series C Debentures, being approximately 10% of Royal Host's public float outstanding on the date hereof. Purchases are restricted to a maximum of $12,000 principal amount per day. As of the date hereof, there is $40,661,000 principal amount of Series C Debentures outstanding and the average daily trading volume during the previous six months was $50,532.

As of January 3, 2014, the public float of the Common Shares is 8,706,807 shares. Royal Host intends to purchase for cancellation up to a maximum of 870,680 Common Shares, being approximately 10% of Royal Host's public float outstanding on the date hereof. Purchases are restricted to a maximum of 1,765 Common Shares per day. As of the date hereof, there are 16,379,675 Common Shares issued and outstanding and the average daily trading volume during the previous six months was 7,061 Common Shares.

The price Royal Host will pay for any Debentures or Common Shares will be the prevailing market price of such securities at the time of purchase. The actual number of Debentures and Common Shares that may be purchased for cancellation and the timing of any such purchases will be determined by Royal Host. Management of Royal Host believes that, from time to time, it is in the best interest of the company to purchase its securities.

Each Bid will commence on January 13, 2014 and will terminate on January 12, 2015 or such earlier time as the Bid is completed or terminated at the option of Royal Host. The purchases may be effected through any of the following facilities: Toronto Stock Exchange, Pure Trading, Alpha Exchange or Omega ATS.

Royal Host has made the following purchases under its previous normal course issuer bids:

  • $2,039,000 principal amount of Series D Debentures at a weighted average price of $92.37;

  • $2,012,000 principal amount of Series B Debentures at a weighted average price of $90.07;

  • $4,505,000 principal amount of Series C Debentures at a weighted average price of $92.12; and

  • 1,171,300 Common Shares at a weighted average price of $0.996 per share.

Automatic Purchase Plan

Royal Host has entered into automatic securities purchase plans (the "Plans") with a broker in order to facilitate purchases of the Debentures and Common Shares under the Bids.

Purchases under the Plans will be made by Royal Host's broker based on the parameters prescribed by the TSX, applicable Canadian securities laws and the terms of the parties' written agreement. The Plans are intended for the purchase of Debentures and Common Shares only under the Bids.

Under the Plans, Royal Host's broker may purchase Debentures and Common Shares under the Bids when Royal Host would ordinarily not be permitted to, due to its self-imposed regular quarterly blackout periods. The Plans commence on January 9, 2014 and expire with the expiry of the Bid on January 12, 2015.

Forward-Looking Statements

This press release may contain certain forward-looking statements relating, but not limited to, the Company's operations, anticipated financial performance, business prospects, and strategies. Forward- looking information typically contains statements with words such as "anticipate", "does not anticipate", "believe", "estimate", "forecast", "intend", "expect", "does not expect", "could", "may", "would", "will", "should", "budgeted", "plan" or other similar terms and expressions suggesting future outcomes. Such forward-looking statements are subject to risks, uncertainties, and other factors, which could cause actual results to differ materially from further results expressed, projected or implied by such forward-looking statements. Readers are therefore cautioned that the Company's expectations, estimates and assumptions, although considered reasonable, may prove to be incorrect and readers should not place undue reliance on forward-looking statements.

Forward-looking statements contained herein are not guarantees of future performance and involve certain risks, uncertainties and other factors that are difficult to predict, and could result in the outcome of such events being materially different from those set out in this news release, including, in particular, the terms, timing and success of any debenture amendments and the refinancing or conversion risk associated with the maturity of the debentures. The Company has no intention and undertakes no obligation to update or release any revisions to these forward-looking statements to reflect events or circumstances, unanticipated events or circumstances, or should its estimates or assumptions change, after the date hereof, except as expressly required by law.

About Royal Host Inc.

Royal Host Inc. is a diversified hospitality company. Royal Host currently owns 19 hotels with 2,611 rooms across Canada. Royal Host also owns and operates the Travelodge Canada franchise business which is currently comprised of over 90 hotels across Canada. Royal Host's common shares and convertible debentures are traded on the Toronto Stock Exchange under the trading symbols "RYL", "RYL.DB.B", "RYL.DB.C" and "RYL.DB.D" respectively.

Contact Information

  • Royal Host Inc.
    Michael McFeters
    Chief Financial Officer
    902.470.4500