TORONTO,
March 15, 2022 /CNW/ -
Chesswood Group Limited (TSX: CHW) ("Chesswood"), a publicly traded
North American specialty finance company, and Waypoint Investment
Partners Inc. ("Waypoint"), a Toronto based investment fund and private
client investment manager, are pleased to announce that Chesswood
and its wholly-owned subsidiary, Chesswood Capital Management Inc.
("CCM"), have entered into a definitive agreement to acquire
Waypoint.
"The acquisition of Waypoint is an important step in building an
integrated asset management platform within the Chesswood Group of
Companies," said Ryan Marr, CEO
Chesswood Group.
The acquisition of Waypoint provides CCM with an integrated
platform to structure and distribute private credit solutions to
Canadian investors alongside Waypoint's growing suite of
alternative investment funds.
"The team at CCM is excited to work with the management of
Waypoint to offer Canadian investors access to Chesswood's
diversified loan portfolio in formats designed to offer attractive
risk-adjusted returns," said Jeff
Fields, CEO of CCM. "The acquisition of Waypoint will
provide Chesswood with additional capabilities as we expand our
institutional forward flow partnerships and private credit
investment offerings," added Fields.
"The Waypoint team is excited to be joining CCM and we look
forward to providing Canadian investors with best-in-class private
credit solutions in addition to our existing alternative equity
offerings," said Max Torokvei, CEO
of Waypoint.
The consideration for the acquisition will be the payment of
approximately $1.6 million and the
issue of 150,983 Chesswood common shares. The acquisition of
Waypoint is expected to close in Q2 2022 following receipt of
regulatory approval (including the approval of the Ontario
Securities Commission for Chesswood to acquire ownership of a
registrant and the approval of the Toronto Stock Exchange for the
issue and listing of the Chesswood common shares to be issued).
Ryan Marr, a director and the
President and CEO of Chesswood, has a small minority shareholder
interest (less than 8%) in Waypoint. As a result, the proposed
acquisition of Mr. Marr's interest as part of the proposed
acquisition of Waypoint is a related party transaction for purposes
of Multilateral Instrument 61-101 Protection of Minority
Securityholders in Special Transactions. The proposed
acquisition is exempt from the formal valuation and minority
shareholder approval requirements of such Multilateral Instrument
because the value of the transaction and transaction consideration
in respect of Mr. Marr are below 25% of Chesswood's market
capitalization (in fact, below 0.2% of Chesswood's market
capitalization). The proposed acquisition was unanimously
recommended by a special committee of independent directors and
unanimously approved by each of Chesswood's directors (other than
Mr. Marr, who did not take part in the deliberations by Chesswood's
board of directors).
ABOUT WAYPOINT INVESTMENT PARTNERS INC.
Waypoint
Investment Partners Inc. is a Toronto-based investment manager that services
high net worth individuals, family offices, investment advisors,
foundations and institutional clients. With a team of 12
experienced industry professionals, Waypoint delivers proprietary
products and services. Waypoint is a member of the Portfolio
Management Association of Canada
and is registered as an Investment Fund Manager, Portfolio Manager
and Exempt Market Dealer in several Canadian provinces. To learn
more, visit www.waypointinvestmentpartners.com.
ABOUT CHESSWOOD GROUP LIMITED
Through three wholly
owned subsidiaries in the United
States and five subsidiaries in Canada, two of which are wholly owned,
Chesswood Group Limited is a North American specialty finance
company publicly traded on the Toronto Stock Exchange. Colorado-based Pawnee Leasing Corporation,
founded in 1982, finances a highly diversified portfolio of
commercial equipment leases and loans through relationships with
over 600 brokers in the United
States. Tandem Finance Inc. provides financing in the U.S.
through the equipment vendor channel. In Canada, Blue Chip Leasing Corporation has been
originating and servicing commercial equipment leases and loans
since 1996, and today operates through a nationwide network of more
than 50 brokers. Vault Credit Corporation specializes in equipment
leases and commercial loans across Canada, allowing for customizable financing
solutions while catering to a wide spectrum of credit tiers,
equipment types and sectors by offering industry-leading service
levels, experienced underwriters, and account administrators. Vault
Home was acquired in September 2021
and focuses on providing home improvement and other consumer
financing solutions in Canada.
Rifco Inc. is focused on being the best alternative auto finance
company, with the mission to help Canadians own automobiles. Rifco
seeks to create sustainable long-term competitive advantages
through personalized partnerships with dealers, innovative
products, the use of industry-leading data and analytics, and
leading collections practices. Chesswood Capital Management will
provide private credit alternatives to investors seeking exposure
to loan receivables, including those originated by Chesswood
subsidiaries.
Based in Toronto, Canada,
Chesswood Group Limited's shares trade on the TSX under the symbol
CHW.
To learn more about Chesswood Group Limited, visit
www.ChesswoodGroup.com.
The websites of Chesswood Group Limited's operating businesses
are:
www.PawneeLeasing.com
www.BlueChipLeasing.com
www.TandemFinance.com
www.VaultCredit.com
www.VaultPay.com
www.Rifco.net
NO STOCK EXCHANGE, SECURITIES COMMISSION OR OTHER REGULATORY
AUTHORITY HAS APPROVED OR DISAPPROVED THE INFORMATION CONTAINED
HEREIN.
SOURCE Chesswood Group Limited