TORONTO, May 1, 2018 – Temperance Capital Income Trust is pleased to announce that it is launching an updated version of its Offering Memorandum (OM) that includes refinements to it’s industry leading corporate governance.
In our continued effort to lead the private capital markets industry in corporate governance, we have further enhanced investor protection by: increasing the number of decisions that need unanimous support of the independent trustees and directors; adopting a conflict of interest policy; and adding provisions to further increase the rights of unitholders through a Special Resolutions mechanisms. Details of these and other changes can be found in our OM available from our Exempt Market Dealer syndicate partners and will be filed on www.sedar.com subsequent to our first closing on May 31, 2018.
“Temperance Capital Income Trust was founded on principles of transparency and accountability backed by strong corporate governance.” said Robert Wilson, Managing Director. “It is our hope that the improvements we have made to our structure will set an example for the industry and provide a higher level of integrity and protection for all exempt product investors.”
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About Temperance Investment Corp.
Temperance is an alternative capital provider that makes preferred royalty investments of between $5 and $20 million in small and medium sized companies, which have a history of stable and sustainable free cash flow. The Temperance structure of investment is well suited to business owners who do not wish to compromise their equity ownership and the operational control of their business.
This press release shall not constitute a public offering to sell units of the Trust (Units) or the solicitation of an offer to buy Units, nor will there be any sale of Units in any state or jurisdiction where such offer, solicitation or sale is not permitted. This press release is not intended to serve as the basis for any investment decision. The Units have not been and will not be qualified for sale to the public under applicable Canadian securities laws and, accordingly, any offer and sale of the Units in Canada will be made on a basis that is exempt from the prospectus requirement of such securities laws. The Units were offered on a private placement basis through an offering memorandum and to those investors in jurisdictions of Canada who meet certain eligibility or minimum purchase requirements. Subscribers for Units must make a representation that the subscriber meets the conditions of the applicable prospectus exemption in purchasing Units pursuant to this offering and is thus entitled under such prospectus exemption to purchase such securities without the benefit of a prospectus qualified under applicable securities laws. The Units have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the Securities Act), or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and state securities laws. The Units were offered and sold only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act, and to persons other than U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act. This news release contains certain statements that may be deemed “forward-looking statements” under applicable securities laws. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although Temperance believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of Temperance’s management on the date the statements are made. Temperance does not undertake, and specifically disclaims, any intention or obligation to update these forward-looking statements, except as required by law, in the event that management’s beliefs, estimates or opinions, or other factors, should change.