Urbanfund Corp. announces a loan to a shareholder

TORONTO, May 7, 2024 (GLOBE NEWSWIRE) — Urbanfund Corp. (TSX-V: UFC) (“Urbanfund” or the “Company”), announces that it has entered into a loan agreement dated May 7, 2024 (the “Loan Agreement”) pursuant to which the Company has agreed to lend to Westdale Construction Co. Limited (“Westdale”) the principal amount of $6,000,000 (the “Loan”). The loan is repayable within three months and will bear interest at 8.2% per annum. ‎

Westdale is a person controlling the company. The Company’s Chairman, Ronald Kimel, is a shareholder, director and officer of Westdale and Mitchell Cohen, the Company’s President and CEO, is an officer of Westdale. Therefore, the loan constitutes a “related party transaction” pursuant to Multilateral Instrument 61-101 – ‎Protection of minority security holders during special transactions (“MI 61-101”). The loan is exempt from the formal appraisal and minority shareholder approval requirements of 61-101. The Company is exempt from the formal valuation requirement contained in Section 5.5(b) of MI 61-101 because the Company does not have securities listed on a specified securities exchange. The loan is further exempt from the minority shareholder approval requirement pursuant to section 5.7(1)(a) of Regulation 61-101 since the fair market value of the loan is less than 25% of the market capitalization of the society.

ABOUT THE URBAN FUND

Urbanfund is a Toronto-based real estate development and operating company listed on the TSX Venture Exchange (“TSX-V”) under the symbol UFC. The Company is a reporting issuer in Alberta, British Columbia and Ontario.

The Company’s objective is to identify, evaluate and invest in real estate or real estate-related projects. The Company’s assets are located in Toronto, Belleville, Kitchener, London and Brampton in Ontario as well as in Montreal and Quebec City, Quebec, and Dartmouth, Nova Scotia.

FORWARD-LOOKING INFORMATION

This press release contains certain forward-looking statements, including statements regarding the proposed repayment date of the loan. Where possible, words such as “may”, “will”, “should”, “could”, “expect”, “plan”, “intend”, “anticipate”, “ believe”, “estimate”, “predict” or “potential” or the negative or other variations of these words, or similar words or expressions, have been used to identify these forward-looking statements. These statements reflect management’s current beliefs and are based on information currently available to management as of the date hereof.

Forward-looking statements involve important risks, uncertainties and assumptions. Many factors could cause actual results, performance or achievements to differ materially from the results discussed or implied in the forward-looking statements. These factors should be considered carefully and readers should not place undue reliance on forward-looking statements.

Although the forward-looking statements contained in this press release are based on what management believes to be reasonable assumptions, the Company cannot assure readers that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this press release and the Company undertakes no obligation to update or revise them to reflect new events or circumstances, except as required by law. Many factors could cause the Company’s actual results, performance or achievements to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements, including: general economic conditions and those of market segments, interest rates. , costs beyond the Company’s control such as property taxes and utilities, the ability of tenants to meet their contractual rent obligations and any unscheduled repairs, maintenance or replacement of the Company’s assets.

A more detailed assessment of the risks that could cause actual results to differ materially from current expectations is contained in the “Risks and Uncertainties” section of the Company’s most recent MD&A dated April 23, 2024.

For more information, please contact:

Mitchell Cohen
Managing Director and President
Urbanfund Corp.
416-703-1877 ext. 1877 2025

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.