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Diversified Royaly Corp. Announces Signing of $ 52.5 Million Purchase of 6.00% Convertible Bonds Unsecured Subordinated Debt in Canada Business Journal

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Vancouver, British Columbia, March 30, 2022 (GLOBE NEWSWIRE) — Diversified Royaly Corp. (TSX: DIV; DIV.DB and DIV.DB.A) (“Ltd” Also “DIV”) Announces that the previously announced $ 52,500,000 dollar convertible bond with a total principal of 6.00% has been closed for public offering (“Bonds) At a price of $ 1,000 per corporate bond (“Recruitment“). This offering is a supplement to the DIV Prospectus dated March 23, 2022, and is a short form of the DIV Base Shelf Prospectus dated May 11, 2021.Prospectus”), Available at SEDAR at www.sedar.com. DIV will also provide underwriters with an over-allotment option to purchase additional principal of up to $ 7.875 billion of corporate bonds that can be exercised in whole or in part for 30 days after the end of the offering to cover over-allotment. I gave it. The purpose of market stabilization.

This offering was conducted by an underwriter syndicate led by CIBC Capital Markets, National Bank Financial, Inc. and Scotiabank.

As stated in Prospectus, DIV will use the net income of the offering along with other sources of funding, including cash on hand and third-party debt loans, to expire on 31 December. We plan to fully redeem the unpaid convertible unsecured dependent bonds. 2022 (“2022 corporate bonds”), Before December 31, 2022. On March 31, 2022, DIV will issue a notice (“NewsPartial redemption to redeem $ 52.5 million in principal to registered holders of bonds in 2022. As stated in the notice, the redemption date for the 2022 bonds is May 4, 2022 (“Redemption date“). The 2022 bonds redeemed on the redemption date will be redeemed at an amount equal to the principal up to the redemption date plus accrued interest.

The bond will mature on June 30, 2027 and will pay an annual interest rate of 6.00% semi-annually on the last day of June and December each year from June 30, 2022. Converted to Kosha’s common stock (“Common stock”) Any time before the end of business and the date set for redemption, whichever is earlier of the last business day immediately prior to June 30, 2027. The conversion price is $ 4.05 per common stock (“Conversion price”), May be adjusted in certain circumstances in accordance with the terms of the trust deed that manages the bonds dated November 7, 2017 (“Trust denture”) And a supplementary agreement dated March 30, 2022 (““Supplementary indenture“, Along with the trust deed,”Indenture”) Manage corporate bonds together and a copy is available at SEDAR (www.sedar.com).

Bonds cannot be redeemed before June 30, 2025. Unless certain conditions are met after a change of control (as defined in the contract) occurs. All or part of the corporate bonds may be redeemed as a DIV option after June 30, 2025 and prior to June 30, 2026, subject to the volume-weighted average trading price of common stock on the Toronto Stock Exchange. I can do it. (“”TSX”) During the 20 consecutive trading days ending on the 5th trading day prior to the date on which the redemption notice is given, it is at least 125% of the conversion price. After June 30, 2026 and prior to maturity, DIV may, at its option, redeem all or part of the bonds in addition to par value and accrued interest from time to time. The first interest payment will include interest accrued after the closing date by June 30, 2022, which will be approximately $ 15.00 per $ 1,000 principal of the bond.

Corporate bonds sold according to the offering are listed on the Toronto Stock Exchange under the trading code DIV.DB.A.

This news release does not constitute an offer of securities for sale in the United States. The securities offered are not registered under US securities law and are not registered. In addition, such securities may not be offered or sold in the United States without a US registration or exemption from the US registration requirements.

About Diversified Royalty Corp.

DIV is a multi-loyalty company engaged in well-managed multi-location businesses in North America and businesses that obtain top-line royalties from franchisors. The purpose of DIV is to obtain predictable and growing loyalty streams from diverse groups of multilocation businesses and franchisors.

DIV is currently Mr. Lube, AIRMILES®, Sutton, Mr. It owns the trademarks of Mikes, Nurse Next Door, and Oxford Learning Centers. Lube is Canada’s leading quick lubricant service business, based throughout Canada. AIRMILES® is Canada’s largest coalition loyalty program, with approximately two-thirds of Canadian households actively participating in the AIRMILES® program. Sutton is one of Canada’s leading residential real estate brokerage franchise businesses. Mikes currently runs a casual steakhouse restaurant, primarily in the western Canadian community. Nurse Next Door is one of the fastest growing home healthcare providers in North America and is based in Canada, the United States, and Australia. Oxford Learning Center is one of Canada’s leading supplementary education services franchised in Canada and the United States.

DIV plans to increase cash flow per share by purchasing additional royalties and increasing the purchased royalties. DIV expects to pay shareholders predictable and stable dividends and increase dividends as much as cash flow per share allows.

Description of future prospects

Certain statements contained in this news release may constitute forward-looking statements, including known and unknown risks, uncertainties, and other factors. A statement about such a future outlook. “Expect”, “Continue”, “Estimate”, “Expect”, “Intention”, “May”, “Do”, “Plan”, “Should”, “Believe” , The use of the word “confident”, “plan” and “intention” and similar expressions are intended to identify forward-looking statements, but in all forward-looking statements. It does not contain these identification terms. Specifically, the forward-looking statements in this news release include, but are not limited to, statements made in connection with: DIV’s ability to raise the necessary funds to fully redeem 2022 bonds. Intended redemption and timing of unpaid convertible subordinated debt of DIV. DIV expectation that cash flow per share will increase by purchasing additional royalties and increasing the purchased royalties. DIV intends to pay dividends to shareholders and increase dividends as much as cash flow per share allows. These statements show that known and unknown risks, uncertainties, and actual DIV results or events, performances, or outcomes differ materially from those predicted or implied by such forward-looking information. Includes other possible factors. Measures taken by Russia and Ukraine, and by other countries accordingly, such as sanctions and export restrictions. DIV believes that the expectations reflected in the forward-looking information contained in this news release are valid, but there is no guarantee that these expectations will be proven to be correct. In particular, we cannot guarantee that: The actual use of revenue is in line with current expectations. DIV will be able to raise the funds needed to fully redeem the 2022 corporate bonds. DIV can pay monthly dividends to holders of common stock. Or DIV achieves one of its corporate goals. In light of these uncertainties, readers may not rely excessively on the forward-looking information contained in this news release to guarantee future performance and to rely excessively on such forward-looking information. Please note that it will not be. For more information on the risks and uncertainties that affect DIV’s business and its loyalty partners’ businesses, please see the Risk Factors section of the Annual Information Form dated March 10, 2022 and the latest management discussions. See each copy of the analysis. It will be available in SEDAR’s DIV profile. www.sedar.com..

In developing the forward-looking information contained here, management expects DIV to generate sufficient cash flow to repay debt from its royalties and pay dividends to shareholders. DIV will, as expected, the funds required to redeem all or part of the 2022 Bond by using cash on hand, through a new line of credit as needed, or by modifying an existing line of credit. Can be procured. The impact of COVID-19 on DIVs and their loyalty partners is consistent with DIV expectations and the management expectations of each loyalty partner, both in scope and duration. DIV and its loyalty partners can reasonably manage the impact of COVID-19 outbreaks on their businesses, including general industry conditions, general levels of economic activity and regulations. Substantially continue on a regular course, not limited to. These assumptions are considered reasonable by management at the time of preparation, but may turn out to be incorrect.

All forward-looking statements made in this news release are qualified by these notices and other notices or factors contained herein to achieve or substantially achieve actual results or progress. If realized, they will have the expected results or impact on DIVs. Forward-looking information contained in this news release is presented as of the date of this news release and DIVs are intended to reflect new events and circumstances, except as required by applicable law. We undertake no obligation to publicly update or revise such information.

THE Toronto stock Currency exchange Have No examination When will you do No accept responsibility for THE Validity Also THE Accuracy of this release.

Additional Information

Additional information related to Kosha and other official documents is available at SEDAR on www.sedar.com.

contact address:
Sean Morrison, President and Chief Executive Officer
Diversified Royalty Corp.
(604) 235-3146

Greg Gutmanis, Chief Financial Officer and Vice President of Acquisitions
Diversified Royalty Corp.
(604) 235-3146
https://www.sec.gov/edgar.shtml


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Diversified Royaly Corp. Announces Signing of $ 52.5 Million Purchase of 6.00% Convertible Bonds Unsecured Subordinated Debt in Canada Business Journal

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