CALGARY, AB, Sept. 21, 2020 /CNW/ - Alaris Equity Partners
Income Trust (the "Trust" or "Alaris") (TSX: AD.UN)
announces that the purchasers of the assets of Sandbox
Acquisitions, LLC and Sandbox Advertising Inc. (collectively,
"Sandbox") have filed a complaint in the Court of Chancery
of the State of Delaware against
its subsidiary Alaris Equity Partners Inc. (formerly Alaris Royalty
Corp.) (the "Company") concerning disputes arising out of
the sale of the Sandbox assets (the "Sandbox Sale").
The Sandbox Sale closed on February
28, 2020. The Complaint lodges claims against the
Company and certain of its representatives for fraud and breach of
some of the representations and warranties of the Sandbox Sale
purchase agreement and alleges damages of approximately
US$37.2 million. The Company believes
the claims against the Company and its representative are without
merit and intends to vigorously defend the case. The Company will
respond to the Complaint in due course and is actively evaluating
the possibility of lodging counterclaims in the
matter.
ABOUT ALARIS:
Alaris provides alternative financing to private companies
("Partners") in exchange for distributions with the
principal objective of generating stable and predictable cash flows
for dividend payments to its shareholders. Distributions from
the Partners are adjusted each year based on the percentage change
of a "top line" financial performance measure such as gross margin
and same-store sales and rank in priority to the owners' common
equity position.
FORWARD LOOKING STATEMENTS
This news release contains forward-looking statements as
defined under applicable securities laws, such as the Company's
belief in the merits of the Complaint and that it intends to
vigorously defend the case. Statements other than statements of
historical fact contained in this news release may be
forward-looking statements under applicable securities legislation,
including, without limitation, management's expectations, the
statement that the Company intends to vigorously defend the
allegations made in the Complaint, the possibility of lodging
counterclaims, intentions and beliefs concerning the Complaint and
the ultimate outcome of the related litigation. Many of these
statements can be identified by words such as "believe", "expects",
"will", "intends", "projects", "anticipates", "estimates",
"continues" or similar words or the negative thereof. There can be
no assurance that the plans, intentions or expectations upon which
these forward-looking statements are based will occur.
By their nature, forward-looking statements require Alaris to
make assumptions and are subject to inherent risks and
uncertainties. In addition to other factors and assumptions which
may be identified herein, assumptions have been made in respect of
such forward-looking statements regarding, among other things: (a)
the receipt of information in discovery; (b) the evaluation of
information under legal and accounting principles; (c) the impact
of the Coronavirus pandemic upon the ability of the plaintiffs to
support any theoretical claim of damages; (d) the legal merits
of and the ultimate outcome of the Complaint; and (e) that the
Company is aware of all material facts in connection with the legal
proceedings.
There can be no assurance that the assumptions, plans,
intentions or expectations upon which these forward-looking
statements are based will occur. Forward looking statements are
subject to risks, uncertainties and assumptions and should not be
read as guarantees or assurances of future performance. Important
factors that could cause actual results to differ materially from
the Trust's expectations described in the forward-looking
statements contained herein include, without limitation:
uncertainties inherent to legal disputes and litigation; the
discovery of new evidence or new legal theories; the uncertainty in
predicting the decisions of judges and the actions of
counterparties; and the impact of the litigation upon management's
time and resources. Additional risks that may cause actual results
to vary from those indicated are discussed under the heading "Risk
Factors" and "Forward Looking Statements" in the Corporation's
Management Discussion and Analysis for the year ended December 31, 2019 and the Circular, which is
filed under the Trust's profile at www.sedar.com and on its website
at www.alarisequitypartners.com.
Accordingly, readers are cautioned not to place undue
reliance on any forward-looking information contained in this news
release as a number of factors could cause actual future results,
conditions, actions or events to differ materially from the
targets, expectations, estimates or intentions expressed in the
forward-looking statements. Statements containing forward-looking
information reflect management's current beliefs and assumptions
based on information in its possession on the date of this news
release. Although management believes that the assumptions
reflected in the forward-looking statements contained herein are
reasonable, there can be no assurance that such expectations will
prove to be correct.
The forward-looking statements contained herein are expressly
qualified in their entirety by this cautionary statement. The
forward-looking statements included in this news release are made
as of the date of this news release and Alaris does not undertake
or assume any obligation to update or revise such statements to
reflect new events or circumstances except as expressly required by
applicable securities legislation.
Neither the TSX nor its Regulation Services Provider (as
that term is defined in the policies of the TSX) accepts
responsibility for the adequacy or accuracy of this
release.
SOURCE Alaris Equity Partners Income Trust