HOLLOWAY LODGING CORPORATION ANNOUNCES APPROVAL OF ACQUISITION BY CLARKE INC.

Halifax, Nova Scotia; September 25, 2019 – Holloway Lodging Corporation (“Holloway”) and Clarke Inc. (“Clarke”) are pleased to announce that, at the special meeting of shareholders of Holloway held today, shareholders approved the previously announced statutory plan of arrangement (the "Arrangement") pursuant to which Clarke will acquire all of the issued and outstanding common shares of Holloway that it does not already own. Pursuant to the Arrangement, Holloway shareholders will receive 0.65 of a Clarke common share for each Holloway share they own. Approximately 79.83% of Holloway’s shares were voted at the meeting and the Arrangement was approved by approximately 99.69% of the votes cast at the meeting and 98.74% of votes cast by shareholders, excluding the votes cast by Clarke and other votes required to be excluded for majority of the minority approval at the meeting pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions.

 

Holloway and Clarke are also pleased to announce that, on September 19, 2019, the holders of Holloway’s Series B 6.25% convertible unsecured debentures due February 28, 2023 (the “Debentures”) approved the assumption of the Debentures by Clarke. Approximately 35.3% of the principal amount of Debentures were voted at the meeting and the assumption of the Debentures by Clarke was approved by approximately 96.6% of the principal amount of Debentures voted at the meeting.

 

Provided that the Arrangement is approved by the Ontario Superior Court of Justice and the remaining closing conditions are met, the parties expect the Arrangement to close and the assumption of Debentures to occur on or about September 30, 2019.

 

About Clarke Inc.

 

Clarke invests in public businesses, private businesses and real estate and participates actively in such investments to enhance their performance and maximize its return. Clarke's shares trade on the Toronto Stock Exchange under the symbol “CKI”. For more information about Clarke Inc., please visit our website at www.clarkeinc.com.

 

About Holloway Lodging Corporation

 

Holloway is a real estate corporation focused on acquiring, adding value to and operating select real estate assets and managing hotels for third parties. Holloway owns 19 hotels with 2,287 rooms across Canada. For more information about Holloway, please visit Holloway's website at www.hlcorp.ca.