Fronsac Capital Inc.

Fronsac Capital Inc.

June 23, 2011 09:56 ET

Fronsac Capital Inc. to Become Fronsac Real Estate Investment Trust July 1, 2011

SAINT-JEAN-BAPTISTE, QUEBEC--(Marketwire - June 23, 2011) - Fronsac Capital Inc. ("Fronsac") (TSX VENTURE:GAZ) announced today that the corporation's conversion into a real estate investment trust ("REIT") has been set to close on July 1, 2011. Consequently, the units of the REIT will begin trading on the TSX Venture Exchange ("TSX") on or around July 4, 2011, under the ticker "GAZ.UN", subject to final approval of the TSX.

The conversion into a REIT, made by plan of arrangement under the Canada Business Corporations Act, has been approved by the shareholders of Fronsac during the annual and special meeting held May 26, 2011 and was ratified by final order issued by the Superior Court of Quebec June 22, 2011.

Upon closing, shareholders of Fronsac will receive one REIT unit for each common share held in Fronsac. Shares of Fronsac shall be de-listed from the TSX and the real estate portfolio of Fronsac will be owned by the REIT. All current officers and directors of Fronsac will remain members of the management team and board of trustees of the REIT.

It should be noted that the REIT has adopted a stock option plan similar to that of Fronsac. Stock option and share purchase warrant holders of Fronsac will receive, for every such option or warrant, one unit option or unit purchase warrant of the REIT, at the same and term, and under the same conditions as the option or warrant issued by Fronsac initially.

About Fronsac Real Estate Investment Trust and Fronsac Capital Inc.

Fronsac Real Estate Investment Trust is an open-ended trust which will, upon closing of the above-mentioned conversion, hold Fronsac Capital Inc.'s real estate portfolio and continue its growth strategy.

Fronsac is a Canadian corporation listed on the TSX Venture Exchange engaged in the commercial real estate business. Fronsac currently holds two properties, one bordering highway 20 in Mont St-Hilaire (Quebec) including a McDonald's restaurant, a convenience store and Ultramar gas station, the other located in St-Jean-sur-le-Richelieu (Quebec) bordering highway 35 including a convenience store, a Shell gas station and car wash. These two properties are the main assets of Fronsac.

Fronsac is always on the lookout for real estate properties which, ideally, offer a combination of gas station, convenience store and fast food services.

Forward-Looking Statements

This press release contains forward-looking statements and information within the meaning of applicable securities legislation, including statements about Fronsac and expectations relating to the proposed transaction and benefits that are expected to be realized as a result of the transaction. There can be no assurances that the proposed transaction will be consummated or that the anticipated benefits will be realized. The proposed transaction is subject to various approvals and consents and there can be no assurances that any such approvals or consents will be obtained. Fronsac cautions the reader that actual results may differ materially from those in the forward-looking statements, considering such known and unknown risks, uncertainties and other factors, which may cause actual results to differ materially from anticipated future results. Factors that could cause actual results to differ materially from those set forth in the forward-looking statements and information include but are not limited to, general economic conditions; local real estate conditions; dependence on tenants' financial condition; the uncertainties of real estate activities; interest rates; availability of equity and debt financing; the impact of newly-adopted accounting principles on accounting policies as well as other risks and factors described from time to time in the documents filed by Fronsac with the securities regulators, including management's discussion and analysis. Fronsac disclaims any intention or undertaking to update or revise any forward-looking statements even as a result of future events or otherwise, except as required by applicable law.

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

Contact Information

  • Fronsac Capital Inc.
    Mr. Michel Lassonde
    President and CEO
    (450) 536-5328