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SIR Royalty Income Fund and SIR Corp. Provide Update on Operations and Capital Resources

CNW Group - Thu Jun 11, 10:16AM CDT

SIR Royalty Income Fund (TSX:SRV-UN.TO) (the "Fund") and SIR Corp. ("SIR" or the "Company") today provided an update on SIR's operations, SIR's Credit Agreement and the support the Company has received from the Canada Emergency Wage Subsidy program.

Since the date of the Fund's last news release, on May 14, 2020, as SIR has continued to focus on managing its business in response to challenges arising from the COVID-19 pandemic, the following developments have occurred:

--  SIR has continued to offer takeout and delivery services (food
        and beverage) at certain of its Jack Astor's�R and Scaddabush�R
        locations (26 Jack Astor's locations and eight Scaddabush
        locations) during this period, including a "No-Contact"
        curbside option for pick-up orders. SIR has since also opened
        its Reds�R restaurant at Gerrard and Yonge in downtown Toronto
        for takeout and delivery services (food and beverage).
    --  The provinces of Newfoundland, Nova Scotia, and Alberta have
        now permitted the gradual re-opening of dine-in operations at
        restaurants. SIR has commenced the gradual re-opening of its
        Jack Astor's location in St. Johns, Newfoundland, and its two
        Jack Astor's locations in Halifax, Nova Scotia, adhering to
        strict safety procedures and sanitary guidelines to protect its
        guests and staff.
    --  The province of Ontario has permitted the gradual re-opening of
        restaurants on outdoor patios only in select regions of Ontario
        starting on Friday, June 12, 2020. SIR has commenced planning
        for the gradual re-opening of its three Jack Astor's locations
        in the Ottawa area, three Jack Astor's locations in the London
        area, one Jack Astor's location in Barrie and one Jack Astor's
        location in Kingston, following its strict safety procedures
        and sanitary guidelines to seek to protect its guests and
        staff. Restaurants in the Greater Toronto Area, and other
        southern Ontario urban markets where SIR restaurants are
        located are currently not permitted to re-open for patio or
        dine-in operations.
    --  The province of Quebec has permitted the gradual opening of
        dine-in operations at restaurants in certain regions of the
        province effective June 15, 2020. Restaurants in the Greater
        Montreal Area will be permitted to gradually re-open dine-in
        operations effective June 22, 2020. SIR has commenced planning
        for the gradual re-opening of its four Jack Astor's locations
        in the Greater Montreal Area and intends to follow strict
        safety procedures and sanitary guidelines to seek to protect
        its guests and staff.
    --  A SIR landlord withdrew a potential claim of distress rights
        against a property located in London, Ontario where a SIR
        restaurant is located.
    --  SIR has received a covenant waiver under its credit agreement
        with a Schedule I Canadian chartered bank (the "Credit
        Agreement") until June 30, 2020. A copy of the waiver has been
        filed on SEDAR. There can be no assurance that SIR will receive
        additional waivers or remain in compliance in future.
    --  SIR was deemed eligible for the Canada Emergency Wage Subsidy
        program. As a result, SIR has received a subsidy from the
        federal government to partially offset certain of its wage
        costs from mid-March 2020 through to mid-May 2020. SIR
        currently expects to continue to be eligible for this subsidy
        program through to the end of August 2020.
    --  Reduced services and restaurant closures continue to result and
        are expected to continue to result in material declines in
        sales at SIR restaurants. Since March 16, 2020, same store
        sales at SIR restaurants that have remained open for takeout or
        delivery have declined by more than 75% compared to the level
        they were at prior to the COVID-19 pandemic.
    --  The Partnership and the Fund have agreed to continue to defer
        the collection of restaurant royalties and interest on the SIR
        Loan from SIR until June 30, 2020, in order to provide SIR with
        financial support during the COVID-19 pandemic. However, this
        date may need to be extended, which cannot be assured.
    --  SIR has advised the Fund that its ability to meet its
        obligations for the next 12 to 18 months is dependent on its
        ability to obtain increased and extended financing through
        further amendments to its Credit Agreement and the availability
        of credit under the current Credit Agreement or other financing
        sources and/or additional government assistance to aid
        businesses.
    --  SIR's ability to meet its obligations for the next 12 to 18
        months also depends on, among other factors, the length of the
        closure of dine-in operations certain of its restaurants due to
        COVID-19, the speed at which SIR is able to return to full
        operating capacity in the near future, Canadian economic
        conditions after bars and restaurants are able to re-open, and
        SIR's ability to negotiate longer term extended credit terms
        from its suppliers, including negotiating deferrals of rent
        obligations over the terms of its leases. SIR is continuing to
        pursue insurance coverage, but there can be no assurance that
        it will be successful.

Q1 2020 Financial Results Filing

The date of filing of the Fund's interim consolidated financial statements and related management's discussion and analysis for the three-month period ended March 31, 2020 (the "Q1 2020 Financial Results") has still not been determined. The Fund is relying on the exemption provided in Ontario Instrument 51-502 - Temporary Exemption from Certain Corporate Finance Requirements (the "Exemption") of the Ontario Securities Commission to postpone the filing of the Q1 2020 Financial Results. The Exemption, which was adopted in response to the COVID-19 pandemic, provides up to 45 additional days to file the Q1 2020 Financial Results beyond the scheduled deadline of May 15, 2020, provided that the Fund and SIR comply with certain requirements set out in the Exemption. The Fund and SIR expect to file the Q1 2020 Financial Results on or before June 29, 2020.

Until the Q1 2020 Financial Results are filed, the Fund and SIR confirm that SIR's management team and other insiders are subject to an insider trading blackout period that reflects reflects the principles contained in section 9 of National Policy 11-207 - Failure-to-File Cease Trade Orders and Revocations in Multiple Jurisdictions.

Annual General Meeting

The Fund will host its Annual General Meeting of Unitholders ("AGM") today at 2:00 p.m. (ET) via teleconference and webcast from SIR's head office in Burlington, Ontario. Due to current Ontario provincial health guidelines limiting public gatherings due to the COVID-19 pandemic, unitholders are strongly discouraged from attending this year's AGM in person. Unitholders can email any questions they may have for the Trustees of the Fund and Officers of SIR Corp. in advance of the AGM to ir@sircorp.com.

The dial-in numbers for the AGM teleconference are 416-764-8659, or toll free 1-888-664-6392. The AGM will be webcast live at: www.sircorp.com/sir-royalty-income-fund/presentations.

About SIR Corp.

SIR Corp. ("SIR") is a privately held Canadian corporation that owns a portfolio of 60 restaurants in Canada. SIR's Concept brands include: Jack Astor's Bar and Grill®, with 38 locations; Scaddabush Italian Kitchen & Bar® with 10 locations; and Canyon Creek®, with five locations. SIR also owns one-of-a-kind "Signature" brands including Reds® Wine Tavern, Reds® Midtown Tavern, Reds® Square One and The Loose Moose®. All trademarks related to the Concept and Signature brands noted above are used by SIR under a License and Royalty Agreement with SIR Royalty Limited Partnership. SIR also owns two Duke's Refresher® & Bar locations in downtown Toronto, and one seasonal Signature restaurant, Abbey's Bakehouse®, which are currently not in consideration to be part of the Royalty Pool. For more information on SIR Corp. or the SIR Royalty Income Fund, please visit www.sircorp.com.

About SIR Royalty Income Fund

The Fund is a trust governed by the laws of the province of Ontario that indirectly has interests in the trademarks used by SIR.

Caution concerning forward-looking statements

Certain statements contained in this report, or incorporated herein by reference, including the information set forth as to the future financial or operating performance of the Fund or SIR, that are not current or historical factual statements may constitute forward-looking information within the meaning of applicable securities laws ("forward-looking statements"). Statements concerning the objectives, goals, strategies, intentions, plans, beliefs, expectations and estimates, and the business, operations, financial performance and condition of the Fund, the SIR Holdings Trust (the "Trust"), the Partnership, SIR, the SIR Restaurants or industry results, are forward-looking statements. The words "may", "will", "should", "would", "expect", "believe", "plan", "anticipate", "intend", "estimate" and other similar terminology and the negative of such expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Fund, the Trust, the Partnership, SIR, the SIR Restaurants or industry results, to differ materially from the anticipated results, performance, achievements or developments expressed or implied by such forward-looking statements. These statements reflect Management's current expectations, estimates and projections regarding future events and operating performance and speak only as of the date of this document. Readers should not place undue importance on forward-looking statements and should not rely upon this information as of any other date. Risks related to forward-looking statements include, among other things, challenges presented by a number of factors, including: the impact of the COVID-19 pandemic; market conditions at the time of this filing; competition; changes in demographic trends; weather; changing consumer preferences and discretionary spending patterns; changes in consumer confidence; changes in national and local business and economic conditions; pandemics or other material outbreaks of disease or safety issues affecting humans or animals or food products; changes in tariffs and international trade; changes in foreign exchange; changes in availability of credit or leased properties; legal proceedings and challenges to intellectual property rights; dependence of the Fund on the financial condition of SIR; legislation and governmental regulation, including the cost and/or availability of labour as it relates to changes in minimum wage rates or other changes to labour legislation and forced closures of restaurants and bars; laws affecting the sale and use of alcohol (including availability and enforcement); changes in cannabis laws; accounting policies and practices; and the results of operations and financial condition of SIR. The foregoing list of factors is not exhaustive. Many of these issues can affect the Fund's or SIR's actual results and could cause their actual results to differ materially from those expressed or implied in any forward-looking statements made by, or on behalf of, the Fund or SIR. There can be no assurance that SIR will remain compliant in the future with all of its financial covenants under the Credit Agreement and imposed by the lender. Given these uncertainties, readers are cautioned that forward-looking statements are not guarantees of future performance and should not place undue reliance on them. The Fund and SIR expressly disclaim any obligation or undertaking to publicly disclose or release any updates or revisions to any forward-looking statements. Forward-looking statements are based on Management's current plans, estimates, projections, beliefs and opinions, and the Fund and SIR do not undertake any obligation to update forward-looking statements should assumptions related to these plans, estimates, projections, beliefs and opinions change, except as expressly required by applicable securities laws.

In formulating the forward-looking statements contained herein, Management has assumed that it will be successful in dealing with the effects of the COVID-19 pandemic and that business and economic conditions affecting SIR's restaurants and the Fund will return to normal within the medium term.

For more information concerning the Fund's risks and uncertainties, please refer to the March 12, 2020 Annual Information Form, for the period ended December 31, 2019, which is available under the Fund's profile at www.sedar.com. All of the forward-looking statements made herein are qualified by these cautionary statements and other cautionary statements or factors contained herein, and there can be no assurance that the actual results or developments will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, the Fund or SIR.

SOURCE SIR Royalty Income Fund

View original content: http://www.newswire.ca/en/releases/archive/June2020/11/c4807.html

SOURCE: SIR Royalty Income Fund

SOURCE: SIR Corp.

Jeff Good Bruce Wigle, Chief Financial Officer Bay Street Communications,Tel:
905-681-2997 Tel: 647-496-7856

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