Boston Pizza Year founded: 1964 First store: Edmonton Number of stores: 383 across Canada Employees: 16,000 Annual system sales: $1.08-billion (in 2016)Deborah Baic/The Globe and Mail
Our roundup of Canadian small-caps of between $100-million and $2.5-billion in market capitalization making news and on the move today.
Boston Pizza Royalties Income Fund (BPF.UN-T) and Boston Pizza International Inc. announced plans for "the orderly succession of ownership at BPI," the casual dining restaurant franchise.
It said BPI's chairmen and owners Walter James Treliving and George Melville, business partners for more than 46 years, are planning an internal reorganization of their jointly owned assets.
Mr. Treliving will acquire a 100-per-cent economic interest in BPI, while Mr. Melville will become the single largest individual owner of trust units of the fund. Mr. Melville will resign as a director and officer of BPI and will no longer be a joint actor of BPI, according to a statement.
"Having been involved with the Boston Pizza brand for almost 50 years, I am thrilled to continue my commitment to this business by acquiring all the outstanding shares of Boston Pizza International Inc.," said Mr. Treliving.
The reorganization will involve BPI obtaining new senior credit facilities of $50-million from the Bank of Montreal and increasing its leverage by drawing down $40-million on these facilities.
It said Boston Pizza franchisees will be unaffected by the reorganization and the economic terms of the relationship between the fund and BPI will not change.
"The reorganization will involve a series of transactions and steps and it is expected to be completed in the next couple of weeks," the fund stated.
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NYX Gaming Group Ltd (NYX-X) says the company is being taken over by Scientific Games Corp. (SGMS-Q) for $2.40 per share or about $775-million.
The proposed offer is for more than double NYX's closing stock price on Tuesday of $1.13.
"Scientific Games' acquisition of NYX will provide immediate and compelling cash value for our shareholders, expand the products and solutions we are collectively able to offer our customers and accelerate the execution of our long-term strategic plan," said CEO Matt Davey. "We will now have scale, content and product development capabilities, complementary global infrastructure and access to an expanded customer base. We believe Scientific Games is the ideal partner for NYX, and we look forward to working alongside the talented Scientific Games team."
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Wesdome Gold Mines (WDO-T) announced a corporate restructuring and "consequent management changes," after markets closed on Tuesday.
Effectively immediately, it said chief operating officer Philip Ng, chief financial officer Hemdat Sawh, vice president of exploration George Mannard, and vice president of corporate development Benoit Laplante "have departed" the company. Marc-Andre Pelletier, previously vice president of Quebec operations has been appointed chief operating officer "and will oversee all company operations."
Ben Au was appointed CFO and Michael Michaud was named vice president of exploration.
"In connection with the corporate restructuring, and our efforts to reduce cost profiles, increase production, and improve profitability, the positions of vice president, corporate development and vice president, Quebec operations have been eliminated," the company said.
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GoldMining Inc. (GOLD-X) is buying the Crucero Gold Project in southeastern Peru from Lupaka Gold Corp. (LPK-X)
"We are pleased to announce another milestone acquisition in furtherance of our long-term growth and value-building strategy," stated Amir Adnani, chairman of GoldMining.
The company said it will pay 3.5 million shares and $750,000 in cash for the project.
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Emerald Health Therapeutics Inc. (EMH-X)says its Emerald Health Botanicals Inc., subsidiary has completed a purchase of dried cannabis from Supreme Pharmaceuticals Inc.'s (FIRE-X) subsidiary, 7Acres.
"Emerald's strategy emphasizes value-added downstream product development," said Emerald CEO Bin Huang. "Partners such as Supreme will help us supplement our supply for the higher-end dried flower segment, both for current patients and for the anticipated growth in domestic and international demand for medical and adult-use cannabis."
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Agellan Commercial Real Estate Investment Trust (ACR.UN-T) says its board received a unitholder requisition on Sept. 19 from Sandpiper Real Estate Fund Limited Partnership. Sandpiper wants to reconstitute the board with five new trustees and is seeking a vote of unitholders related to the REIT's previously announced agreement to internalize management.
Sandpiper owns 10 per cent of the outstanding units of the REIT.
"A special committee of the board comprised of independent trustees is reviewing and considering the requisition with its professional advisors," the REIT stated.
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Radient Technologies Inc. (RTI-X) says it has successfully completed a project to extract nicotine from tobacco at industrial scale.
"The result of over four years of research and development with a leading tobacco manufacturer, the project's goal was to remove nicotine from tobacco biomass while minimizing the impact on the appearance, smell, and taste of the nicotine-depleted tobacco," the company said.
"This project is the genesis of years of tobacco-specific research paired with our unique expertise in natural product extraction, and will allow us to introduce a suite of targeted designs, services, and manufacturing capability at a time when regulators are encouraging the development of innovative tobacco offerings," said Denis Taschuk, CEO of Radient.
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Cannabis Wheaton Income Corp. (CBW-X) announced an exclusive distribution alliance with the Pharmacy Group, a national chain of independent pharmacies, to develop and implement medical cannabis distribution and retail opportunities.
The Pharmacy Group currently owns and operates approximately 40 independent pharmacies across Canada.
The company believes it's the first-of-its-kind agreement in Canada.
It said all profits generated by the sale of cannabis products at the medical cannabis retail sites will be subject to a profit-sharing arrangement "to be negotiated by the parties on a jurisdiction by jurisdiction basis if/when such distribution is legally permitted in such jurisdiction."
In consideration for such exclusivity, Cannabis Wheaton will issue the Pharmacy Group warrants to purchase up to one million common shares of the company at an exercise price of $1 per common share for a period of five years.
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Alaris Royalty Corp. (AD-T) says the arbitration award to S.M. Group International LP "will not be sufficient to repay in full the receivables that are outstanding to Alaris and that were expected to be repaid."
Alaris says it and SM are working on options to maximize future repayments to Alaris "and are considering various strategic alternatives for SM," the company said in a release.
Alaris said the lower-than-expected cash award to SM will not have a material impact on Alaris' cash flow or payout ratio.
Alaris said it expects to take a non-cash impairment on the book value of its preferred units in SM (currently held at a book value of $36.8-million) in the third quarter of this year, as well as on the $17-million of SM unsecured notes outstanding and the $11.8-million of previously unpaid distributions that had been accrued in prior years.
"However, final values will greatly depend on the results of the SM strategic process and the final amounts Alaris receives from the cash arbitration award to be paid to SM," it stated.
The company also said Quebec's anti-corruption unit announced charges against SM's former CEO and founder Bernard Poulin and Dany Moreau, a current employee of SM, as well as several other individuals who are not related to SM's business.
"The charges are related to certain municipal engineering and construction contracts awarded by the City of Montreal between 2001 and 2009, prior to Alaris' investment in SM," the company.
Alaris and SM say they're waiting for further clarity regarding the charges.
Alaris said the charges are not expected to have any material impact on the business or the SM strategic process.
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Novo Resources Corp. (NVO-X) says it and some of its Australian subsidiaries have entered into a binding terms sheet with Calidus Resources Ltd. (CAI-A).
The agreement gives Calidus the right have the right to earn a 70-per-cent interest in and to certain Novo tenements surrounding Calidus' Warrawoona project in Western Australia.
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