Dominion Lending Centres Completes Newton Acquisition
Vancouver, British Columbia – February 28, 2022 – Dominion Lending Centres Inc. (TSX:DLCG) (“DLC” or the “Corporation”) is pleased to announce that it has completed the acquisition of the remaining 30% of 10017078 Canada Inc. (“Newton Holdco”) that DLC did not already own (the “Newton Acquisition”), which transaction was previously announced on February 15, 2022. Newton Holdco owns 100% of the issued and outstanding shares of Newton Connectivity Systems Inc.
The Newton Acquisition was completed pursuant to a share purchase agreement dated February 15, 2022 between the Corporation and Next4 Holdings Inc. (“Next4”). The Corporation completed the Next4 Acquisition by paying Next4 an aggregate purchase price of $24,000,000, comprised of: (i) a cash payment of $16,865,000; and (ii) the issuance of 1,853,247 class “A” common shares of the Corporation (the “Common Shares”) having a deemed value of $3.85 per share (the “Share Consideration”).
In order to fund the Newton Acquisition, the Corporation entered into an amending agreement with The Toronto-Dominion Bank (“TD”) dated February 28, 2022, whereby the Corporation increased its acquisition credit line by $24,000,000 (the “Acquisition Credit Line”). An aggregate of $16,865,000 was drawn on the Acquisition Credit Line to pay the vendors the cash consideration at closing and an aggregate of $7,135,000 was drawn on the Acquisition Credit Line to transfer to the Corporation’s Non-Core Business unit as compensation for the issuance of the Share Consideration (which amount was paid against the Corporation’s junior term loan with TD). As such, the Newton Acquisition resulted in net additional borrowings of $16,865,000, with borrowings by the Corporation’s Core Business increasing by $24,000,000 and borrowings by the Corporation’s Non-Core Business decreasing by $7,135,000. With the issuance of the Share Consideration, the adjustments between the Core Business and the Non-Core Business were necessary to make the Corporations Non-Core business whole for the Share Consideration paid to Next4.
About Dominion Lending Centres Inc.
The DLC Group is Canada’s leading network of mortgage professionals. The DLC Group operates through Dominion Lending Centres and its three main subsidiaries, MCC Mortgage Centre Canada Inc., MA Mortgage Architects Inc. and Newton Connectivity Systems Inc., and has operations across Canada. The DLC Group’s extensive network includes ~7,500 agents and 515 locations. Headquartered in British Columbia, the DLC Group was founded in 2006 by Gary Mauris and Chris Kayat.
Contact information for the Corporation is as follows:
|Robin Burpee |
Co-Chief Financial Officer
Sr. Vice-President, Capital Markets