05:33:47 EDT Fri 29 Mar 2024
Enter Symbol
or Name
USA
CA



Starrex International Ltd
Symbol STX
Shares Issued 15,552,525
Close 2022-09-20 C$ 1.30
Market Cap C$ 20,218,283
Recent Sedar Documents

Starrex to sell real estate appraisal co. to StoicLane

2022-10-03 11:05 ET - News Release

Mr. Matthew Hill reports

STARREX INTERNATIONAL ANNOUNCES SALE OF REAL ESTATE APPRAISAL/MANAGEMENT BUSINESS

Starrex International Ltd. has entered into a definitive agreement with affiliates of StoicLane Inc., a long-term growth platform making strategic acquisitions to support digitizing finance, insurance and real estate verticals, pursuant to which StoicLane has agreed to acquire Starrex's real estate appraisal management business conducted by Property Interlink LLC and its real estate appraisal business conducted by Reliable Valuation Service LLC, and substantially all of the related assets for a cash purchase price of $9.8-million (U.S.) on a cash-free, debt-free basis. The purchase price is subject to working capital and other adjustments in accordance with the agreement.

The agreement stems from an unsolicited offer and is a result of arm's-length negotiations conducted between representatives of Starrex, StoicLane and their respective advisers.

Unanimous approval of the board

The transaction has been approved unanimously by Starrex's board of directors, which has determined that the transaction is in the best interests of Starrex and its shareholders and recommends that shareholders vote in favour of approving the transaction at the annual general and special meeting of shareholders, which is expected to be held Nov. 3, 2022.

Shareholder approval and other conditions

The transaction must be approved by shareholders holding at least 66-2/3 per cent of shares voted in person or by proxy at the meeting. In addition, the completion of this proposed transaction is subject to several conditions, including, among others: certain of the company's shareholders, which collectively hold approximately 68 per cent of the outstanding common shares of Starrex, entering into a voting support agreement with StoicLane pursuant to which they will agree to vote their respective common shares in favour of approving the transaction; receipt of the above-referenced shareholder approval; Starrex obtaining certain third party consents required for the assignment and transfer of assets and contracts; there not being in force on the closing date any order or decree restraining or enjoining consummation of the transaction; the absence of any material adverse effect with respect to the business; and there being no claim pending by any governmental authority in respect of competition or other regulatory matters that would reasonably be expected to prevent the consummation of the transaction.

The agreement includes covenants that the assets being acquired will be maintained and the business will be operated in the ordinary course prior to closing and non-solicitation provisions. The agreement does not allow Starrex to enter into an agreement with respect to an alternative transaction.

The terms and conditions of the transaction, as well as details of the expected distributions to shareholders, will be disclosed in more detail in Starrex's information circular that is anticipated to be mailed to shareholders as of the record date of Oct. 4, 2022. In the event of a postal strike that prevents mailing, Starrex intends to discuss other options with its regulators and issue a further news release as necessary. If shareholder and other approvals are obtained, it is anticipated that the proposed transaction will be completed on or about Nov. 4, 2022, and in any event no later than Nov. 30, 2022.

Copies of the agreement and of the information circular for the meeting will be filed with Canadian securities regulators and will be available on the SEDAR profile of Starrex. In addition, investors and shareholders may obtain free copies of the documents Starrex files with Canadian securities regulators by directing a written request to Starrex, 1250, 639-5 Ave. SW, Calgary, Alta., T2P 0M9, attention: corporate secretary or to sreeves@tinglemerrett.com. Investors and shareholders of Starrex are urged to read the information circular and the other relevant materials when they become available because such materials will contain important information about the transaction.

Following completion of the sale transaction, Starrex intends to focus on other opportunities in the commercial and residential real estate market, which it believes to be in the best interests of Starrex and with a view to maximizing shareholder value.

Matthew D. Hill, president and chief executive officer of Starrex, stated: "We are extremely excited to enter into this transaction to sell Property Interlink and Reliable Valuation Service. We have been very impressed with the team at StoicLane and feel confident that our clients, vendors and beloved employees are in good hands going forward. The monetization of these assets will allow Starrex the ability to focus on acquisition opportunities in the commercial and residential real estate sector."

About Starrex International Ltd.

Starrex is a national provider of real estate appraisal and credit reporting services to mortgage lenders and brokers in the United States whose leading-edge technology platform and specialized business model provides a streamlined approach for its clients, resulting in faster turnaround times. Starrex is committed to investing in its employees, delivering value to its customers, ethically managing its suppliers and professional networks, and supporting the outside communities within which it works.

Starrex's business is driven by subsidiaries that operate across various segments of the mortgage value chain, including appraisals and credit services, and are committed to delivering value and growth to Starrex shareholders. MFI Credit Solutions LLC provides consumer credit reports to mortgage lenders, mortgage brokers and credit unions for home buyers or refinancers in all states, along with risk mitigation, flood and verification services. Property Interlink provides innovative and comprehensive valuation and commercial appraisal management services to the mortgage industry, while Reliable Valuation Service provides objective and comprehensive valuations of residential real estate to appraisal management companies using an employee-appraiser model that provides a level of quality, control and consistency unmatched in the industry.

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