NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
Toronto, Ontario (February 24, 2016) – First Capital Realty Inc. (“First Capital Realty”) (TSX: FCR), one of Canada’s largest owners, developers and managers of grocery anchored urban properties, announced today that it is providing holders of its 5.25% convertible unsecured subordinated debentures due March 31, 2018 (FCR.DB.G) (the “5.25% Debentures”) and holders of its 4.95% convertible unsecured subordinated debentures due March 31, 2017 (FCR.DB.H) (the “4.95% Debentures” and together with the 5.25% Debentures, the “Debentures”) a notice of redemption pursuant to which First Capital Realty will redeem the entire outstanding principal amount of the Debentures on April 1, 2016 (the “Redemption Date”). As of the date hereof, $49,582,000 aggregate principal amount of 5.25% Debentures and $71,006,000 aggregate principal amount of 4.95% Debentures remain outstanding.
The Debentures will be redeemed on the Redemption Date at par, plus accrued interest from March 31, 2016 to but excluding the Redemption Date. First Capital Realty has established 5:00 p.m. (Toronto time) on March 31, 2016 as the record date for the redemption. The full redemption price and interest owing on each series of Debentures will be satisfied 50% by the issuance of common shares (rounded down to the nearest whole number of common shares, with the balance paid in cash) and 50% in cash. With respect to the redemption price payable in common shares, the number of common shares to be issued will be calculated by dividing the dollar amount of principal and interest payable by an amount equal to 97% of the volume-weighted average trading price of the common shares of First Capital Realty on the Toronto Stock Exchange calculated for the 20 consecutive trading days ending on March 24, 2016. As of the date hereof, the aggregate interest payment is expected to be approximately $17,000.
Holders of Debentures remain entitled to convert their Debentures at the current conversion price at any time up to 5:00 p.m. (Toronto time) on March 23, 2016. The register for conversions will close as of that time in accordance with the terms of the Debentures.
Holders of Debentures are reminded that they will receive the entire interest payable on the Debentures on the regular semi-annual interest payment date of March 31, 2016 through the issuance of common shares in accordance with the notice previously provided by First Capital Realty.
ABOUT FIRST CAPITAL REALTY (TSX: FCR)
First Capital Realty is one of Canada’s largest owners, developers and managers of grocery anchored, urban properties where people live and shop for everyday life. First Capital Realty currently owns interests in 159 properties, totaling approximately 24.7 million square feet of gross leasable area.
Forward-looking Statement Advisory This press release contains forward-looking statements and information within the meaning of applicable securities law. Forward-looking statements can generally be identified by the expressions “anticipate”, “believe”, “plan”,“estimate”, “project”, “expect”, “intend”, “outlook”, “objective”, “may”, “will”, “should”, “continue” and similar expressions. The forward-looking statements are not historical facts but, rather, reflect the Company’s current expectations regarding future results or events and are based on information currently available to Management. Certain material factors and assumptions were applied in providing these forward-looking statements.
Management believes that the expectations reflected in forward-looking statements are based upon reasonable assumptions; however, Management can give no assurance that actual results will be consistent with these forward-looking statements. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results or events to differ materially from current expectations, including the matters discussed under “Risks and Uncertainties” in First Capital Realty’s MD&A for the year ended December 31, 2015 and under “Risk Factors” in its current Annual Information Form. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, a forward-looking statement speaks only as of the date on which such statement is made. First Capital Realty undertakes no obligation to publicly update any such statement or to reflect new information or the occurrence of future events or circumstances except as required by applicable securities law.
All forward-looking statements in this press release are made as of the date hereof and are qualified by these cautionary statements.
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For further information:
Executive Vice President & CFO
TSX : FCR