Wilmington Announces Completion of Previously Announced Transaction to Monetize Marinas Investment

CALGARY, Alberta, Feb. 22, 2024 (GLOBE NEWSWIRE) -- Wilmington Capital Management Inc. (“Wilmington” or the “Corporation”) is pleased to announce the concurrent execution and completion of its previously announced disposition of its approximate 17.3% equity interest in Maple Leaf Marinas Limited Partnership (“MLM LP”) and its corresponding approximate 18.7% equity interest in MLM LP’s general partner, Maple Leaf Marinas Holdings GP Inc. (“MLM GP”). After due consideration, the Board of Directors of the Corporation, with Directors that are interested parties having declared their conflict and abstained from voting, determined the embedded value of the Corporation’s investment in MLM GP and MLM LP had been substantially realized and thus sought to sell the Corporation’s entire interest in the two entities. Pursuant to the right of first offer in the MLM LP limited partnership agreement (the “ROFO”), the Corporation was obliged to first offer its interest in MLM LP to the other limited partners and such limited partners accepted the Company’s ROFO offer. Subject to applicable laws and the Corporation’s ongoing liquidity needs, the Corporation anticipates that it will effect a distribution to its shareholders out of proceeds received in connection the Transactions.

The transactions were completed by way of a limited partnership unit purchase transaction whereby the Corporation sold and transferred all of the limited partnership units of MLM LP held by the Corporation to the remaining limited partners of MLM LP (the “Unit Purchase Transaction”) and through a share repurchase transaction whereby MLM GP repurchased for cancellation all of the common shares of MLM GP held by the Corporation (the “Share Repurchase Transaction” and, together with the Unit Purchase Transaction, the “Transactions”). The Transactions were completed pursuant to ROFO and occurred on an as-is, where-is basis.

The Corporation received aggregate cash consideration of $21,999,987.27 under the terms of the Unit Purchase Transaction and aggregate cash consideration of $32,500 under the terms of the Share Repurchase Transaction.

Related Party Transaction Disclosure

The Transactions involved related parties and interested parties of the Corporation within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). As a result, the Transactions are considered to be both “connected transactions” and “related party transactions”, as such terms are defined in MI 61-101. Christopher Killi (a director and officer of the Corporation), Patrick Craddock (an officer of the Corporation) and Rosebridge Capital Corp. Inc. (a control person of the Corporation) are all purchasers under the Unit Purchase Transaction and are considered “interested parties” within the meaning of MI 61-101. Each of the interested parties acquired units of MLM LP on a pro rata basis to their respective ownership interest in the units of MLM LP, after excluding the units being disposed of by the Corporation. In consideration thereof, Christopher Killi paid $430,320.28, Patrick Craddock paid $188,265.63 and Rosebridge Capital Corp. Inc. paid $4,610,058.77 for their respective units in MLM LP. Joseph Killi, a director of the Corporation, is a director of and owns a controlling interest in Rosebridge Capital Corp. Inc.