Calgary, Alberta--(Newsfile Corp. - October 24, 2024) - Rumbu Holdings Ltd. (TSXV: RMB) ("Rumbu" or the "Company"), is pleased to announce that it has scheduled an Annual and Special Meeting of Shareholders of the Company to approve annual meeting resolutions and a transaction for the Company to acquire all of the issued and outstanding shares of Grace Gardens Holdings Ltd. ("Holdings"). Holdings owns all of the issued shares of Grace Gardens Funeral Chapel Ltd. ("Chapel"), a funeral home business located in St. Paul, Alberta (the "Transaction"). The shareholders of Holdings are Daryl and Jamie Lockyer (the "Lockyers") and since the Lockyers are related parties to the Company, the Transaction is subject to Policy 5.9 pursuant to the TSXV Corporate Finance Manual and Multilateral Instrument 61-101 ("MI 61-101"). As a result, the Transaction is deemed to be a Reviewable Transaction by the TSXV due to the relationship of the Lockyers to Rumbu as Officers and Directors of Rumbu. MI 61-101 and the Exchange Policies require that the Company obtain Majority of the Minority approval for the Transaction from holders of every class of affected securities, in each case voting separately. As a result, at the Meeting, the Company will seek the approval to the Transaction Resolution from a majority of the votes cast by the Minority Shareholders, after which, the Company will request final approval to the Transaction by the TSXV. The Information Circular for the Meeting contains detailed disclosure of all material facts relating to Holdings and the funeral business conducted by Chapel. Rumbu advises that it entered into a Transaction Agreement dated as of today's date with the Lockyers for the purchase of Holdings. The Company also advises that there will be no finder's fees paid with respect to the Transaction. The purchase price to be paid by the Company to the Lockyers will be paid through the assumption of various debts and liabilities of Holdings in the approximate aggregate amount of $2.4 Million. The acquisition supports Rumbu's commitment to acquiring, partnering, managing and operating funeral homes, crematoriums and aquation facilities in Western Canada.
Rumbu operates in the funeral home business in Western Canada and provides funeral and cremation related services to the public in its market area. Rumbu will provide a vehicle to expand its funeral home business in Western Canada through the acquisition of additional funeral homes and partnering with owners of funeral homes.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary and Forward-Looking Statements
Except for statements of historical fact, this news release contains certain "forward-looking information" within the meaning of applicable securities law. Forward-looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking statements. The Company undertakes no obligation to update forward-looking information if circumstances or management's estimates or opinions should change except as required by law. The reader is cautioned not to place undue reliance on forward- looking statements. More detailed information about potential factors that could affect financial results is included in the documents filed from time to time with the Canadian securities regulatory authorities by the Company. The forward-looking information included in this press release is made as of the date of this press release and the Company undertakes no obligation to publicly update or revise any forward-looking information, other than as required by applicable laws.
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