Dream Unlimited Corp. Announces Voting Results of Annual and Special Meeting of Shareholders and Determination to Proceed Wit...
30 Juin 2020 - 10:54PM
DREAM UNLIMITED CORP. (“Dream” or the “Company”) (TSX:
DRM) announced that, all resolutions considered by
shareholders at its annual and special meeting of shareholders (the
“
Meeting”) of the Company held today have been
approved.
Election of Directors & Appointment
of Auditor
At the Meeting, all of the nominees for election
as directors of Dream referred to in the Management Information
Circular of the Company dated May 15, 2020 (the
“Circular”) were elected. Votes cast on this
matter were as follows:
Nominee |
Votes For |
% Votes For |
VotesWithheld |
% Votes Withheld |
Michael J. Cooper |
390,240,961 |
99.82 |
708,147 |
0.18 |
James Eaton |
390,790,061 |
99.96 |
159,047 |
0.04 |
Joanne Ferstman |
390,146,216 |
99.79 |
802,892 |
0.21 |
Richard N. Gateman |
390,503,839 |
99.89 |
445,269 |
0.11 |
Jane Gavan |
390,050,881 |
99.77 |
898,227 |
0.23 |
Duncan Jackman |
367,109,998 |
93.90 |
23,839,110 |
6.10 |
Jennifer Lee Koss |
390,789,498 |
99.96 |
159,610 |
0.04 |
Vincenza Sera |
390,530,188 |
99.89 |
418,920 |
0.11 |
At the Meeting, PricewaterhouseCoopers LLP was
appointed as the auditor of Dream, and the directors of Dream were
authorized to fix the remuneration of the auditor.
Announcement of Share
Consolidation
Dream is also pleased to announce that the
shareholders approved a special resolution (the
“Consolidation Resolution”) authorizing an
amendment to the articles of the Company to effect a consolidation
(the “Share Consolidation”) of all of the issued
and outstanding Class A subordinate voting shares in the capital of
Dream (the “Subordinate Voting Shares”) on the
basis of one (1) post-consolidation Subordinate Voting Share for
every two (2) pre-consolidation Subordinate Voting Shares, and all
of the issued and outstanding Class B common shares in the capital
of Dream (the “Common Shares”) on the basis of one
(1) post-consolidation Common Share for every two (2)
pre-consolidation Common Shares, as more particularly described in
the Circular.
In order to be effective, the Consolidation
Resolution was required to be approved by: (i) not less than
two-thirds of the votes cast by the shareholders represented at the
Meeting, (ii) not less than two-thirds of the votes cast by the
holders of Subordinate Voting Shares at the Meeting, voting
separately as a class, and (iii) not less than two-thirds of the
votes cast by holders of Common Shares at the Meeting, voting
separately as a class. Votes cast on this matter were as
follows:
|
Votes For |
% Votes For |
Votes Against |
% Votes Against |
Holders of Subordinate Voting Shares |
81,287,625 |
99.97 |
23,083 |
0.03 |
Holders of Common Shares |
309,615,900 |
99.99 |
22,500 |
0.01 |
All Shareholders |
390,903,525 |
99.99 |
45,583 |
0.01 |
Dream today announces that the board of
directors have determined to implement the Share Consolidation. The
Company intends to implement the Share Consolidation with effect on
or about July 2, 2020 (the “Effective Date”).
It is expected that upon completion of the Share
Consolidation, the number of Subordinate Voting Shares issued and
outstanding will be consolidated from 91,675,747 to approximately
45,837,873, and the number of Common Shares issued and outstanding
will be consolidated from 3,114,848 to approximately 1,557,424. The
exact number of outstanding Subordinate Voting Shares and Common
Shares outstanding after the Share Consolidation will vary based on
the elimination of fractional shares. No fractional Subordinate
Voting Shares or Common Shares will be issued in connection with
the Share Consolidation. All fractions of post-consolidation
Subordinate Voting Shares and Common Shares, will be rounded down
to the nearest whole number.
The Share Consolidation is expected to affect
shareholders uniformly, including holders of outstanding securities
convertible or exercisable for Subordinate Voting Shares or Common
Shares on the Effective Date, except for minor changes or
adjustments resulting from the treatment of fractional shares. On
the Effective Date, the exercise prices and the number of
Subordinate Voting Shares issuable upon the exercise or deemed
exercise of any options, performance share units or deferred share
units or other convertible or exchangeable securities of the
Company will be automatically proportionately adjusted based on the
consolidation ratio to reflect the Share Consolidation.
Further details on the Share Consolidation are
contained in the Circular, which has been filed and is available
under the Company’s profile on SEDAR at www.sedar.com. Please
review the Circular for the specific terms and conditions of the
Share Consolidation.
About Dream Unlimited Corp.
Dream is a leading developer of exceptional
office and residential assets in Toronto, owns stabilized income
generating assets in both Canada and the U.S., and has an
established and successful asset management business, inclusive of
$9 billion of assets under management across three Toronto Stock
Exchange listed trusts and numerous partnerships. We also develop
land and residential assets in Western Canada for immediate sale.
Dream expects to generate more recurring income in the future as
its urban development properties are completed and held for the
long term. Dream has a proven track record for being innovative and
for our ability to source, structure and execute on compelling
investment opportunities. For more information please visit:
www.dream.ca.
Forward Looking Information
This press release may contain forward-looking
information within the meaning of applicable securities
legislation, including, but not limited to, statements with respect
to the timing and completion of the Share Consolidation as well as
statement relating to our future shareholder base. Forward-looking
information is based on a number of assumptions and is subject to a
number of risks and uncertainties, many of which are beyond Dream’s
control, which could cause actual results to differ materially from
those that are disclosed in or implied by such forward-looking
information. These assumptions include but are not limited to:
anticipated positive general economic and business conditions,
Dream’s business and investment strategy, performance of Dream’s
underlying business segments. Risks and uncertainties include, but
are not limited to, general and local economic and business and
market conditions, interest rates, capital market conditions and
regulatory risks. All forward looking information in this press
release speaks as of June 30, 2020. Dream does not undertake to
update any such forward looking information whether as a result of
new information, future events or otherwise, except as required by
law.
For further information, please contact:
Dream Unlimited Corp.
Meaghan Peloso |
Kim Lefever |
VP & Chief Accounting
Officer |
Director, Investor Relations |
(416) 365-6322 |
(416) 365-6339 |
mpeloso@dream.ca |
klefever@dream.ca |
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