Clarke Inc. announces increased investment in Holloway Lodging Corporation

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[{"type":"text","content":"\n\n\nHALIFAX, Aug. 14, 2014 /CNW/ - Clarke Inc. (\"Clarke\") (TSX: CKI)\n acquired 6,233,599 common shares of Holloway Lodging Corporation\n (\"Holloway\") at a price of $4.50 per common share, representing 31.8%\n of the outstanding common shares of Holloway. Immediately after the\n transaction, Clarke owns the following securities of Holloway:\n 6,874,815 common shares, $3,986,000 principal amount of the 6.25%\n Series B Debentures, convertible into 113,601 common shares, $6,232,000\n principal amount of the 7.50% Series C Debentures, convertible into\n 177,612 common shares, and $7,618,000 principal amount of the 6.25%\n Series D Debentures, convertible into 217,113 common shares. On an as\n converted basis, such securities represent 36.8% of the outstanding\n common shares.\n\n\nMichael Rapps, President and CEO of Clarke, stated: \"Holloway is a great\n company, which we believe is significantly undervalued in the public\n markets. The combination of Holloway and our former portfolio company\n Royal Host creates a powerful platform in the Canadian hotel industry\n that is under-appreciated at the moment. We look forward to working\n with the management team at Holloway to further grow the company's\n asset base, cash flows and value.\"\n\n\nPursuant to the Securities Act (Ontario), Clarke, is presumed to be\n acting jointly or in concert with the Clarke Inc. Pension Plan (\"Clarke\n Pension Plan\"). On an aggregate basis, Clarke and the Clarke Pension\n Plan own, directly or indirectly, 8,383,141 common shares of Holloway\n on an as converted basis, representing approximately 41.7% of the\n outstanding common shares.\n\n\nIn purchasing the 6,233,599 common shares, Clarke relied on the private\n agreement exemption from the formal take-over bid rules set out in\n Section 100.1(1) of the Securities Act (Ontario). Clarke was entitled to rely on this exemption because (i) the\n purchase of the 6,233,599 common shares was not made from more than\n five persons, (ii) the offer to purchase was not made generally to all\n holders of Holloway's common shares, and (iii) the value of the\n consideration paid for the 6,233,599 common shares, including brokerage\n fees or commissions, was not greater than 115% of the market price of\n Holloway's common shares on the Toronto Stock Exchange on August 13,\n 2014 as determined in accordance...

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