Exchange Bulletin
VM Hotel Acquisition Corp. (VMH.V) To Trade On Toronto Stock Exchange
February 25, 2021
| Issuer: | VM Hotel Acquisition Corp. (the "Company") |
| Security: | Class A Restricted Voting Units |
| Symbol(s): | VMH.V |
| Number of securities issued and outstanding: | 10,000,000 |
| Number of securities reserved for issuance: | 1,500,000 |
| Listing category: | Special Purpose Acquisition Corporation, Non-Exempt |
| Trading currency: | US$ |
| Transaction: | Initial public offering ("Offering") of Class A Restricted Voting Units for US$10.00 per unit. Each Class A Restricted Voting Unit consists of one Class A Restricted Voting Share and one-half of a Warrant. The Class A Restricted Voting Units will separate into Class A Restricted Voting Shares and Warrants 40 days following the closing of the Offering (or the next trading day, if the 40th day is not a trading day). Upon separation of the Class A Restricted Voting Units, the Class A Restricted Voting Shares and the Warrants will be listed on TSX. A further bulletin will be issued confirming the separation date of the Class A Restricted Voting Units and the trading information of the Class A Restricted Voting Shares and Warrants. Upon the closing of a Qualifying Acquisition (as such term is defined below), each Class A Restricted Voting Share would, unless previously redeemed, be automatically converted into one Common Share. Each whole Warrant entitles the holder to purchase one Class A Restricted Voting Share (and upon closing of a Qualifying Acquisition, each Warrant would represent the entitlement to purchase one Common Share). The Warrants will become exercisable, at an exercise price of US$11.50 per share, only commencing 65 days after the completion of the Qualifying Acquisition and will expire at 5:00 p.m. (Toronto time) on the day that is five years after the completion of the Qualifying Acquisition or may expire earlier if a qualifying acquisition does not occur within the Permitted Timeline or if the expiry date is accelerated. If the expiry date is accelerated, the Board of Directors will have the option to require all holders that wish to exercise Warrants to do so, in whole or in part, on a cashless basis. |
| Listing date: | February 26, 2021 (as at 5:01 pm) in anticipation of closing of the Offering. |
| Anticipated closing date: | March 1, 2021 (prior to the opening) |
| Posted for trading date: | March 1, 2021 (at the opening) subject to confirmation of closing of the Offering. |
| Other market(s): | None |
| Temporary market maker: | RBC Capital Markets |
| Security ownership registration: | Non-certificated inventory system of CDS |
| Investor relations: | Tom Vukota Executive Chair and Corporate Secretary (303) 261-8584 tvukota@vcmgam.com |
| Incorporation: | Business Corporations Act (British Columbia) on November 16, 2020 |
| Fiscal year end: | December 31 |
| Nature of Business: | The Company is a newly organized special purpose acquisition corporation incorporated for the purpose of effecting, directly or indirectly, an acquisition of one or more businesses or assets, by way of a merger, amalgamation, arrangement, share exchange, asset acquisition, share purchase, reorganization, or any other similar business combination involving the Company, with the intent to execute a qualifying acquisition which will aggregate a portfolio of hotel and resort properties and/or related assets and/or businesses (the "Qualifying Acquisition"). However, the Company is not limited to a particular industry or geographic region for the purposes of completing the Qualifying Acquisition. |
| Transfer agent and registrar: | TSX Trust Company, at its office in Toronto |
| Dividends: | The Company does not currently anticipate paying dividends prior to the completion of the Qualifying Acquisition. |
| Sponsorship: | Waived |
| Additional Information: | The Class A Restricted Voting Units will be quoted and traded on Toronto Stock Exchange in US funds and trading information regarding the Class A Restricted Voting Units will appear under the heading "Trading in US Funds" in the TSX Monthly Review. |
| Disclosure document: | Prospectus dated February 23, 2021 which is available at www.SEDAR.com. Capitalized terms not otherwise defined herein are as defined in the Prospectus. |
| TSX contact: | Chris Birkett, Managing Director, Toronto Stock Exchange. |