SIR Royalty Income Fund

TSX : SRV.UN


March 14, 2013 08:54 ET

SIR Royalty Income Fund and SIR Corp. Announce Closing of Secondary Offering of Units

BURLINGTON, ONTARIO--(Marketwire - March 14, 2013) -

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

SIR Royalty Income Fund (TSX:SRV.UN) (the "Fund") and SIR Corp. ("SIR") announced today the closing of the previously announced secondary offering of 895,000 units (the "Units") of the Fund (the "Offering") in connection with an agreement with a syndicate of underwriters led by BMO Capital Markets and including CIBC, RBC Capital Markets and Raymond James Ltd. (collectively, the "Underwriters"). The Underwriters purchased 895,000 Units from SIR at a purchase price of $12.30 per Unit for gross proceeds of approximately $11 million. The Offering was made pursuant to a short form prospectus filed with securities regulators in each of the provinces and territories of Canada other than the Province of Quebec.

Prior to closing of the Offering, SIR held 3,082,951 Class A GP Units of SIR Royalty Limited Partnership, which were exchangeable for 3,082,951 Units of the Fund, representing a 34.4% indirect interest in the Fund. SIR exchanged 895,000 Class A GP Units for 895,000 Units to be sold pursuant to the Offering. Following the closing of the Offering, SIR now beneficially owns an aggregate of 2,187,951 Class A GP Units, representing an equivalent beneficial ownership of 2,187,951 Units, or approximately a 24.4% indirect interest in the Fund (on a fully diluted basis).

The Fund did not receive any proceeds from the Offering.

The first distribution that purchasers of Units acquired under the offering will be entitled to receive is the distribution expected to be paid on March 28, 2013 to holders of record on March 18, 2013.

This press release does not constitute an offer to sell or the solicitation of an offer to buy the offered Units. There will not be any sale or any acceptance of an offer to buy the offered Units until a receipt for the final prospectus has been issued.

This press release does not constitute an offer to sell or a solicitation of an offer to sell units of the Fund in the United States. These securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold in the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities laws or pursuant to an exemption therefrom.

About SIR Corp.

SIR is a privately held Canadian corporation that owns and operates a portfolio of 52 restaurants in Canada, 49 of which are included in the pool of restaurants against which SIR pays a 6% royalty to the SIR Royalty Limited Partnership. SIR's Concept brands include: Jack Astor's Bar and Grill®, with 35 locations; Alice Fazooli's®, with four locations; and Canyon Creek Chop House®, with eight locations. SIR also operates one-of-a-kind "Signature" brands in downtown Toronto, which comprise the upscale Reds® Wine Tavern, Far Niente®/FOUR®/Petit Four®, and the Loose Moose Tap & Grill®. All trademarks related to the Concept and Signature brands noted above are used by SIR under a License and Royalty Agreement with SIR Royalty Limited Partnership in consideration for the royalty.

About SIR Royalty Income Fund

The Fund is a trust governed by the laws of the province of Ontario that receives distribution income from its indirect investment in the SIR Royalty Limited Partnership and interest income from its loan to SIR.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements. The statements that are concerning the Offering are forward-looking statements. The words "may", "will" and similar expressions and the negative of such expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements are subject to important assumptions, including general market conditions at the time of the Offering. The Offering may not be completed or may not be completed on the same terms as previously announced. While the Fund considers these factors and assumptions to be reasonable based on the information currently available, they may prove to be incorrect.

Contact Information

  • SIR Corp.
    Peter Fowler
    President & CEO
    905-681-2997