TORONTO, ONTARIO--(Marketwire - Nov. 12, 2012) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Firm Capital Property Trust ("FCPT" or the "Trust") announced today that it has engaged a syndicate of underwriters led by National Bank Financial Inc. ("NBF" or the "Lead Underwriter") and including TD Securities Inc., Dundee Securities Corp., Raymond James Ltd. and Desjardins Securities Inc. (collectively, the "Underwriters") in connection with a marketed private placement of up to $10 million of units ("Units") of the Trust at a price of $5.00 per Unit (the "Offering").
The Trust will use the net proceeds from the Offering to fund the recently announced acquisition of four retail properties from Calloway REIT (the "Acquisition") and for general trust purposes. FCPT is targeting an annual distribution of $0.35 per Unit, resulting in a 7% yield at $5.00 per unit.
The Offering will be structured initially through the issuance of approximately 57 million common shares (the "Shares") of ISG Capital Corporation ("ISG") which will be immediately redeemed for freely tradeable Units on the basis of an estimated 0.035 Units for each Share upon completion of the plan of arrangement involving ISG and the Trust (the "Arrangement"), as described in ISG's Information Circular dated October 3, 2012 (the "Circular") and as approved by ISG's shareholders.
The closing of the Offering is subject to certain conditions including, but not limited to, the prior completion of all necessary steps for the Arrangement to occur and receipt of all regulatory approvals including the approval of the TSX Venture Exchange.
ABOUT FIRM CAPITAL PROPERTY TRUST
Firm Capital Property Trust is focused on creating long-term value for Unitholders, capital preservation and disciplined investing to achieve stable distributable income. In partnership with management and industry leaders, FCPT's focus is on co-owning a diversified property portfolio of multi-residential, flex industrial, net lease convenience retail, and core service provider professional space. In addition to stand alone accretive acquisitions, FCPT will make acquisitions, on a co-ownership basis with strong financial co-owned partners and will make joint acquisitions and the acquisition of partial interests from existing co-ownership groups, in a manner that provides liquidity to those selling co-owners and professional management for those remaining as co-partners. Firm Capital Realty Partners Inc., through a structure focused on an alignment of interests with the Trust, and will source, syndicate and participate in investments.
FORWARD LOOKING INFORMATION
This press release may contain forward-looking statements. In some cases, forward-looking statements can be identified by the use of words such as "may", "will", "should", "expect", "plan", "anticipate", "believe", "estimate", "predict", "potential", "continue", and by discussions of strategies that involve risks and uncertainties. The forward-looking statements are based on certain key expectations and assumptions made by the Trust regarding, among other things, the use of the net proceeds from the Offering, the closing of the Offering, and the closing of the Acquisition. By their nature, forward-looking statements involve numerous assumptions, inherent risks and uncertainties, both general and specific, that contribute to the possibility that the predictions, forecasts, projections and various future events will not occur. Although management of the Trust believes that the expectations reflected in the forward-looking statements are reasonable, there can be no assurance that future results, levels of activity, performance or achievements will occur as anticipated. Neither the Trust nor any other person assumes responsibility for the accuracy and completeness of any forward-looking statements, and no one has any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or such other factors which affect this information, except as required by law.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, which may be made only by means of a prospectus, nor shall there be any sale of the Units in any state, province or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under securities laws of any such state, province or other jurisdiction. The Units of the Firm Capital Property Trust have not been, and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered, sold or delivered in the United States absent registration or an application for exemption from the registration requirements of U.S. securities laws.