Firm Capital Property Trust
TSX VENTURE : FCD.UN

Firm Capital Property Trust

January 23, 2018 15:07 ET

Firm Capital Property Trust Announces Overnight Marketed Equity Offering

TORONTO, ONTARIO--(Marketwired - Jan. 23, 2018) -

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES

Firm Capital Property Trust (the "Trust") (TSX VENTURE:FCD.UN) is pleased to announce today that it has commenced an overnight marketed public offering (the "Offering") of trust units of the Trust (the "Offered Units"). In connection with the Offering, the Trust intends to file a prospectus supplement (the "Prospectus Supplement") to the Trust's short form base shelf prospectus dated December 15, 2017, with the securities regulatory authorities in each of the provinces of Canada, other than Quebec. The Offered Units are being issued at a price of $6.25 per Offered Unit (the "Issue Price"). The total size of the Offering will be determined in the context of the market prior to the filing of the Prospectus Supplement.

The Offering is being conducted by a syndicate of underwriters led by TD Securities Inc. (collectively, the "Underwriters"). The Trust has also granted the Underwriters an over-allotment option to purchase a number of additional Offered Units representing up to 15% of the size of the Offering, on the same terms and conditions, exercisable at any time, and from time to time, in whole or in part, up to 30 days after the closing of the Offering.

On December 22, 2017, the Trust announced its intent to complete a non-brokered private placement (the "Concurrent Private Placement") of up to 1,120,000 of its trust units (the "Trust Units") at a price of $6.25 per Trust Unit, for gross proceeds to the Trust of up to $7,000,000. On December 27, 2017, the Trust announced that, subject to the final approval of the TSX Venture Exchange (the "TSX-V"), the Trust has closed the first tranche of the Concurrent Private Placement, whereby 508,000 Trust Units were issued for gross proceeds to the Trust of $3,175,000. Concurrent with the Offering, certain investors will participate in an additional tranche (the "Second Tranche") of the Concurrent Private Placement, pursuant to which they will purchase Trust Units at the Issue Price. The closing of the Offering is conditional upon, among other things, the closing of the Second Tranche of the Concurrent Private Placement. The Trust expects the gross proceeds to the Trust under the Second Tranche of the Concurrent Private Placement to be approximately $1,000,000.

The Trust intends to use the net proceeds of the Offering: (i) to repay amounts drawn on the Trust's credit facility; (ii) to fund potential future property acquisitions by the Trust; and (iii) for working capital and general trust purposes.

The Offering and the Second Tranche of the Concurrent Private Placement are scheduled to close concurrently on or about February 1, 2018, subject to satisfaction of customary closing conditions, including the receipt of all necessary regulatory and stock exchange approvals.

ABOUT FIRM CAPITAL PROPERTY TRUST

Firm Capital Property Trust is focused on creating long-term value for its unitholders, through capital preservation and disciplined investing to achieve stable distributable income. In partnership with management and industry leaders, the Trust's plan is to co-own a diversified property portfolio of multi-residential, flex industrial, net lease convenience retail, and core service provider professional space. In addition to standalone accretive acquisitions, the Trust will make joint acquisitions with strong financial partners and acquisitions of partial interests from existing ownership groups, in a manner that provides liquidity to those selling owners and professional management for those remaining as partners. Firm Capital Realty Partners Inc., through a structure focused on an alignment of interests with the Trust sources, syndicates and asset manages investments on behalf of the Trust.

Further information about the Trust can be found by selecting the Firm Capital Property Trust link at www.firmcapital.com.

FORWARD-LOOKING STATEMENTS

Certain information in this news release constitutes forward-looking statements under applicable securities law. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "expect", "intend" and similar expressions, and include statements relating to the filing of the Prospectus Supplement and the timing thereof, the potential issuance of securities of the Trust (pursuant to the Offering and the Second Tranche of the Concurrent Private Placement) and the ability of the Trust to close the Offering and the Second Tranche of the Concurrent Private Placement, the amount and price of securities that may be issued pursuant to the Offering, the gross proceeds to the Trust and the amount of securities that may be issued pursuant to the Second Tranche of the Concurrent Private Placement, the use of proceeds of the Offering and the timing of the closing of the Offering and the Second Tranche of the Concurrent Private Placement. Forward-looking statements necessarily involve known and unknown risks, including those described in the Trust's most recent Annual Information Form and the Management's Discussion and Analysis of the Trust's financial condition and results of operations for the year ended December 31, 2016, under "Risks and Uncertainties" (copies of which can be obtained at www.sedar.com). Such risks include, without limitation, risks associated with general economic conditions; adverse factors affecting the real estate market generally or those specific markets in which the Trust holds properties; volatility of real estate prices; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; industry and government regulation; changes in legislation, income tax and regulatory matters; the ability of the Trust to implement its business strategies; competition; interest rate fluctuations and other risks.

Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. All forward-looking statements contained in this news release are expressly qualified by this cautionary statement. Except as required by applicable law, the Trust undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

Neither the TSX-V nor its Regulation Services Provider (as that term is defined in the policies of the TSX-V) accepts responsibility for the adequacy or accuracy of this release.

Contact Information

  • Robert McKee
    President & Chief Executive Officer
    (416) 635-0221

    Sandy Poklar
    Chief Financial Officer
    (416) 635-0221