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Amica Mature Lifestyles Inc. and Baybridge Seniors Housing Inc. Announce Closing of Acquisition

Thursday, 17 December 2015 11:30 AM

Amica Mature Lifestyles Inc.

VANCOUVER, BC and TORONTO, ON / ACCESSWIRE / December 17, 2015 / Amica Mature Lifestyles Inc. ("Amica") (TSX: ACC) and BayBridge Seniors Housing Inc. ("BayBridge") today announced that all conditions to the acquisition of Amica by BayBridge have been satisfied and the transaction has closed on the terms previously announced on September 2, 2015.

About Amica Mature Lifestyles Inc.

Amica Mature Lifestyles Inc., a Vancouver based company, is a leader in the management, marketing, design, development and ownership of luxury seniors residences. There are 25 Amica Wellness & Vitality(TM) Residences in operation in Ontario, British Columbia and Alberta, Canada. For more information, visit www.amica.ca. It is anticipated that BayBridge will continue to operate Amica under the existing brand which is synonymous with quality and excellence in the seniors housing sector.

About BAYBRIDGE SENIORS HOUSING

Following this transaction, BayBridge Seniors Housing, together with its management company BayBridge Senior Living, owns, operates or has a vested interest in 59 fully operational senior living communities in Ontario, BC and Alberta. BayBridge also has six communities under construction and additional sites in development. BayBridge communities operate under various brand names that offer a range of resident-centered, flexible and personalized senior living options including Independent Living, Assisted Living and Memory Care. For more information, visit www.baybridgesh.com.

TRANSACTION DETAILS

The transaction was completed by way of a court approved plan of arrangement under the Canada Business Corporations Act (the "Arrangement"). Under the Arrangement, each Amica Shareholder received $18.75 in cash and each outstanding stock option of Amica was cancelled at the effective time of the Arrangement in exchange for a cash payment equal to the amount by which the consideration per share payable pursuant to the Plan of Arrangement exceeded the exercise price of such option.

It is anticipated that the Amica shares will cease to be traded on the TSX on or before December 22, 2015 and thereafter Amica will make application to cease to be a reporting issuer in all jurisdictions of Canada.

Complete details of the Arrangement are set out in the Arrangement Agreement, which is available on SEDAR under Amica's profile at www.sedar.com.

Gowling Lafleur Henderson LLP acted as legal counsel to Amica. Canaccord Genuity Corp. acted as financial advisor to Amica.

Stikeman Elliott LLP acted as legal counsel to BayBridge. CIBC World Markets Inc. acted as financial advisor to BayBridge.

FORWARD-LOOKING STATEMENTS

This press release contains forward-looking information within the meaning of applicable securities laws that reflects the current expectations, estimates and projections of management about the future results, performance, achievements, prospects or opportunities for the companies following the transaction and expectations regarding whether a transaction will be consummated, including whether conditions to the consummation of the transaction will be satisfied, or the timing for completing the transaction. The words "may," "would," "could," "should," "will," "anticipate," "believe," "plan," "expect," "intend," "estimate," "aim," "endeavour," "project," "continue," "predict," "potential," or the negative of these terms or other similar expressions have been used to identify these forward-looking statements.

Forward-looking statements are based upon a number of assumptions and are subject to a number of known and unknown risks and uncertainties, many of which are beyond management's control, and that could cause actual results to differ materially from those that are disclosed in or implied by such forward-looking statements. Management has attempted to identify important factors that could cause actual results, performance or achievements to vary from current expectations or estimates, expressed or implied, by the forward-looking information. However, there may be other factors that cause results, performance or achievements not to be as expected or estimated and that could cause actual results, performance or achievements to differ materially from current expectations. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those expected or estimated in such statements. Accordingly, readers should not place undue reliance on forward-looking information.

This forward-looking information represents our views as of the date of this press release and such information should not be relied upon as representing management's views as of any date subsequent to the date of this document. While we anticipate that subsequent events and developments may cause our views to change, we do not intend to update this forward-looking information, except as required by applicable securities laws.

For further information, please contact:

Douglas J. MacLatchy
Chief Executive Officer
BayBridge Seniors Housing Inc.
(416) 487-2020
[email protected]

SOURCE: Amica Mature Lifestyles Inc.
Topic:
Mergers and Acquisitions
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