Capital ABTB Inc.

August 08, 2006 08:52 ET

Capital ABTB Inc. and BTB Real Estate Investment Trust Announce the Filing of a Preliminary Prospectus

MONTREAL, QUEBEC--(CCNMatthews - Aug. 8, 2006) - The Board of Directors of Capital ABTB Inc. (TSX VENTURE:BTB.P) (the "Corporation"), a capital pool company listed on the TSX Venture Exchange (the "Exchange"), and the Trustees of BTB Real Estate Investment Trust (the "REIT") announced that they have filed in all the provinces of Canada a Preliminary Prospectus with respect to a minimum of 2,325,581 ($5,000,000) up to a maximum of 11,627,907 ($25,000,000) Units of the REIT at $2.15 per Unit and Series A Five Year 8% Subordinate Convertible Debentures in the aggregate principal amount of $12,000,000 (no minimum) at $10 per Debenture, for a Maximum Offering of $37,000,000 (the "Public Offering").

By press release dated May 31, 2006, the Corporation has announced its proposed Qualifying Transaction involving (i) the reorganization of the Corporation into a real estate investment trust; (ii) a public offering of trust units; and (iii) the acquisition of a commercial real estate property located at 2900 Jacques-Bureau Avenue in Laval, Quebec.

Mr. Peter Polatos, director of the Corporation and Trustee of the REIT has replaced Mr. Daniel Bouffard as Chief Financial Officer and Secretary of the Corporation. Mr. Bouffard remains a director of the Corporation and a Trustee of the REIT.

The completion of the Qualifying Transaction is conditional upon, among other things, the completion of the Public Offering, shareholders' approval by special resolution and on a majority of the minority basis, receipt of a final order of the Superior Court of Quebec and final Exchange acceptance of the Qualifying Transaction.

There can be no assurance that the proposed transaction will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the management information circular to be prepared in connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release. The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this press release.

Contact Information

    Mr. Michel Leonard
    President and Chief Executive Officer
    (514) 866-1900