Woodfine Professional Centres Limited Partnership

August 04, 2015 13:10 ET

Woodfine Professional Centres Limited Partnership Announces Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Aug. 4, 2015) -

NOT FOR DISSEMINATION OR DISTRIBUTION IN THE UNITED STATES.

WOODFINE PROFESSIONAL CENTRES LIMITED PARTNERSHIP ("Partnership") announces that it plans to raise maximum gross proceeds of $7,000,000 from the sale of limited partnership units at $100 per unit ("Offering") by way of private placement to accredited investors in all jurisdictions in Canada (except for the province of Québec).

The minimum subscription is $250,000 per Investor, and the minimum amount required for a first closing is $1,000,000. The Offering is expected to be completed in one or more closings, with the first to occur on or before September 30, 2015.

The Partnership plans to continue raising funds through the issue of limited partnership units ("Units") for up to three years after the initial issue of Units pursuant to the Offering, or until a maximum of 500,000 Units (representing subscriptions of $50 million) have been purchased by Investors, whichever is earlier.

A cash commission of 6% is payable to licensed agents who make sales of Units, and a referral fee of the same amount is payable, where permissible, to other persons who introduce purchasers of Units to the Partnership (except that no referral fee is payable to Peter M. Woodfine, his family members and their associates).

The Partnership is a reporting issuer under securities legislation in Canada. None of the securities offered pursuant to the Offering, or issued by the Partnership, are listed on a stock exchange.

ABOUT WOODFINE PROFESSIONAL CENTRES LIMITED PARTNERSHIP

The Partnership has been established to provide long-term investors with a means of achieving potential income, potential capital appreciation and potential long term liquidity through professionally managed investment in commercial real estate. Investors in Units have an equity participation in all stages of the procurement, development and management of commercial real estate, from the purchase of land to management of completed buildings, the WOODFINE PROFESSIONAL CENTRES.

Each WOODFINE PROFESSIONAL CENTRE will be a 3 to 5 storey building newly constructed by the Partnership on a Qualified Investment owned by the Partnership, providing between 50,000 and 90,000 square feet of leasable area designed to meet the space requirements of professional service providers in such fields as health care, accounting, law, engineering, and other specialties. A WOODFINE PROFESSIONAL CENTRE will be certified to LEED Core and Shell standards, with a minimum of 3 designated, full size, surface parking stalls per 1,000 square feet of leasable area.

A Qualified Investment must be located within a one kilometer radius of an existing Power Centre in one of Canada's secondary real estate markets, and include space for the parking stalls mentioned above. A Power Centre is a large aggregation of retail stores in Canada surrounded and anchored by one or more freestanding large box-store commercial retail tenants of good reputation, at least one of which has at that location a premises in excess of 60,000 square feet.

The Partnership does not charge fees calculated by reference to an increase in the value of the Partnership's properties (NAV fees).

Forward Looking Statements

This press release contains forward looking statements, including the time of closing the Offering, the Partnership's plans to raise additional capital, and its plans concerning the WOODFINE PROFESSIONAL CENTRES and their locations. The forward looking statements are based on certain expectations and assumptions made by the Partnership. Although the Partnership believes that those expectations and assumptions are reasonable, undue reliance should not be placed on them because the Partnership can give no assurance that they will prove to be correct. Since forward looking statements address future events and conditions, by their very nature they involve risks and uncertainties. Actual results can differ materially from those anticipated due to a number of factors and risks. The forward looking statements made in this press release are made as of the date hereof, and the Partnership disclaims any intention or obligation to revise any forward looking statements, whether as a result of new information, future events or otherwise, except as required pursuant to applicable securities legislation.

United States and other securities laws

The Units have not been, and will not be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or applicable exemption from registration requirements. This news release does not constitute an offer to sell or the solicitation of an offer to buy. There will be no sale of Units in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under applicable securities laws and regulations.

Contact Information

  • Woodfine Professional Centres Inc.
    Peter M. Woodfine
    Chief Executive Officer
    +1 (604) 375-1196
    info@woodfine.co