PAGE 1 Annual l General l Meeting February 26 th , 2015 Spruce e Ridge Capital Inc.
Forward rd-Lo Look oking ing Statements nts Advisory PAGE 2 Certain information regarding Spruce Ridge Capital Inc. ( “Spruce” ) set forth in this document contains forward-looking statements that involve substantial known and unknown risks and uncertainties. The use of any of the words "plan", "expect", "intend", "believe", "should", "anticipate" or other similar words, or statements that certain events or conditions "may" or "will" occur are intended to identify forward-looking statements. In particular, forward-looking statements contained in this document include, but are not limited to, Spruce’s ability to provide serviced lands; the anticipated benefits resulting from servicing the lands; anticipated increases in price of the lands; the ability to develop the lands; securing sufficient capital to develop the lands; anticipated sales, profits, returns, revenue and cash flow; the anticipated pay-back period and the mechanics of such pay-back; the consequences of, and the process following, a catastrophe or economic difficulties. These statements are only predictions and actual events or results may differ materially. Many factors could cause Spruce's actual results to differ materially from those expressed or implied in any forward-looking statements made by, or on behalf of, Spruce. Such factors include, but are not limited to, industry conditions including changes in laws and regulations, adoption of new laws and regulations, and changes in how laws and regulations are interpreted and enforced; competition; lack of availability of qualified personnel; obtaining required approvals of regulatory authorities; ability to access sufficient capital from internal and external sources; and other factors, many of which are beyond the control of Spruce. Readers are cautioned that the foregoing list of factors is not exhaustive. Although the forward-looking statements contained in this document are based upon assumptions which management believes to be reasonable, Spruce cannot assure investors that actual results will be consistent with these forward-looking statements. With respect to forward-looking statements contained in this document, Spruce has made assumptions regarding, sales, profits, returns, revenue and cash flow will increase according to management's timelines; Spruce will enjoy sufficient success to allow pay-back according to management's timelines. These forward-looking statements are made as of the date of this document and Spruce disclaims any intent or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or results, or otherwise, other than as required by applicable securities laws. Any financial outlook or future oriented financial information in this investor presentation, as defined by applicable securities legislation, has been prepared by management of Spruce. Such financial outlook or future oriented financial information is provided for the purpose of providing information about management's reasonable expectations as to the anticipated results of its proposed business activities and may not be appropriate for other purposes.
PAGE 3 Agenda Agenda
Agenda Agenda PAGE 4 1. Re-Introduction to Spruce Ridge Capital • Who Spruce Ridge used to be: CCAA History • Who Spruce Ridge is now : Simmons’ Involvement • New Board of Directors • New Team 2. About the Lands 1. Growth of Calgary • Taking a look back • Looking Forward: Growth of the City of Calgary 2. Objective, Opportunity and Timeline 3. Summary
Re Re- Introdu duct ction on PAGE 5 to Spruce Ridge Capital Inc. Inc.
Who Spruce Ridge used to be be … PAGE 6 • Spruce Ridge Capital Inc. (“Spruce Ridge”) was formed in September 2007 for the purpose of acquiring the 925 acres of land located in the M.D. of Foothills (the “Lands”) • Spruce Ridge was controlled by Harvest as the sole shareholder and Ron Aitkens as its sole director • Spruce Ridge raised $49M from approximately 1,800 investors by issuing 6% bonds which matured on December 31, 2012 • Spruce Ridge could not meet its repayment obligations to its bondholders and filed for creditor protection under CCAA (Companies Creditors Arrangement Act) in August 2012 • A Plan of Arrangement was approved by the bondholders in January 2013 and implemented on May 3, 2013 • The Plan of Arrangement included the following: • The existing 6% bonds were exchanged for new Class A, non interest bearing bonds and new common shares. As a result, the bondholders hold 100% of the issued common shares and the shares prior to the implementation were cancelled. • A new independent Board of Directors was appointed to replace the sole director, Ron Aitkens.
Who Spruce Ridge is n now … PAGE 7 • Simmons was approached in the spring of 2013 by the Restructuring Officer appointed in the Spruce Ridge CCAA process to see if there was any interest in the Lands • On June 27, 2013 Simmons and Spruce Ridge entered into a letter of intent which involved the following: • $1M investment in bond and share warrants • Board membership • Management services • Simmons along with 2 other investors agreed to these terms and funded Spruce Ridge with $1M • On December 23, 2013, the Simmons investment closed and management services were transferred in January 2014 • Jay Simmons and a Simmons nominee were appointed to the Board of Directors
New Board of Director Directors PAGE 8 Jay Simmons (Managing Director & CEO) Mr. Simmons began his career at Deloitte & Touch where he earned a Chartered Accountant designation and focused on Insolvency and Corporate Restructuring in the Financial and Special Services Department. He went on to build his own private holding company, Simmons Financial Holdings Corp., a personal holding company that takes an active role in a portfolio of businesses that require either financial restructuring or patient and active capital to fund new ventures. Mr. Simmons sits on all the Board of his investment companies and often takes an active role in management. He serves as Chairman and CEO of Durum Properties Inc., a real estate holding company with a portfolio of 6 industrial properties under management as well as 330 acres of development land. Mr. Simmons serves as Director for many companies and is an ICD.D. Robert Brawn Mr. Brawn is the President of 1573568 Alberta Ltd., a private investment company. Mr. Brawn sits on the Board of Directors for Black Diamond Group Ltd., Durum Properties Inc., and Spruce Ridge Capital Inc. He also served as director for many private and public companies, including ATB Financial, United Communities Ltd., Churchill Development Ltd., the Calgary Olympic Organizing Committee and the Calgary Airport Authority. Over the last 20 years he has co-chaired the Calgary Economic Development Authority, chaired the Calgary Winter Festival Foundation, and sat on the advisory council to the University of Calgary. Mr. Brawn was also the President of the Calgary Chamber of Commerce, the Independent Petroleum Association of Canada, Alberta Economic Development Authority, and was LCol. of 746 (Calgary) Communication Squadron and is currently a director and chairman of the Van Horne Institute. Mr. Brawn was recognized in 2001 by the Association of Professional Engineers, Geologists, and Geophysicists of Alberta with a Community Service Award, received the University of Calgary and Bow Valley College’s Distingu ished Business Leader Award in 1996, the Calgary Chamber of Commerce's Kay Pringle Memorial Award in 1995, and the Canadian Commemorative Award from the federal government in 1992. In 2012, Mr. Brawn was inducted into the Calgary Business Hall of Fame. Bruce Duckworth Mr. Duckworth is an entrepreneur and real estate investor. Prior to 2008 he started, developed and eventually sold a group of printing companies known as the Sheraton Group of Companies. His last sale being Digital Jungle Inc., which was sold at the end of 2007. Mr. Duckworth remained with Digital Jungle as an executive during 2008 and resigned at the end of that year to pursue other personal investments. Mr. Duckworth is now involved in many real estate investments and manages his holdings through Hunter Duckworth Holdings Ltd. Mr. Duckworth remains involved in his investments and serves as Director for Sheraton Holdings Ltd., Railside Capital Inc., Spruce Ridge Capital Inc. and Foundation Place Capital Inc. Mr. Duckworth also owns and operates an importing business, and serves as President and director for Hunter Duckworth Communications which services the Hotel industry and a variety of printing customers.
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