TORONTO, Feb. 26, 2013 /CNW/ - Edgefront Realty Corp. ("Edgefront"), a capital pool company listed on the TSX Venture Exchange ("TSXV"), is pleased to announce that it has received conditional approval
from the TSXV for the closing of its Qualifying Transaction, as defined
under TSXV Policy 2.4 - Capital Pool Companies (the "CPC Policy"), and that further to its press release dated January 22, 2013 (the "QT Press Release"), Edgefront has filed its filing statement in connection with its
Qualifying Transaction (the "Filing Statement").
As previously announced, Edgefront's Qualifying Transaction involves the
purchase by Edgefront, pursuant to a purchase and sale agreement dated
January 21, 2013 (the "Purchase Agreement") with 1732228 Ontario Inc. (the "Vendor"), of the Vendor's rights as tenant in a 66 year ground lease (the "Ground Lease") (which commenced on May 1, 2006 with the option to extend for two
additional 10 year terms) in respect of a property in Charlottetown,
Prince Edward Island containing a 4,500 square foot building (the "Property") for a total purchase price of $1.148 million (the "Transaction"). The purchase price will be satisfied by the assumption by Edgefront
of the existing mortgage on the Property, with a principal balance of
approximately $0.5 million, with the remainder of the purchase price to
be paid in cash.
The beneficial interest in the Vendor's right as tenant in the Ground
Lease is owned by 695 University Avenue (TD PEI) Partnership which is
unrelated to Edgefront or any of its directors and officers. The
Property is currently leased to a Schedule 1 chartered bank until June
30, 2016 (the "Lease"). On completion of the Transaction, Edgefront will assume the Vendor's
interest in both the Ground Lease and the Lease.
Assuming all conditions for closing are satisfied, Edgefront expects to
close the Qualifying Transaction on or about March 7, 2013. Upon
completion of the proposed Qualifying Transaction, Edgefront is
expected to meet all of the minimum listing requirements for a Tier II
Real Estate Issuer. The Filing Statement is available under Edgefront's
profile on SEDAR at www.sedar.com. Following completion of the Qualifying Transaction, the business of
the Resulting Issuer will be to manage and operate the Property for the
term of the Ground Lease. It is also the intention of the Resulting
Issuer to expand its business of purchasing, owing and operating real
estate assets and raising funds in the marketplace in order to convert
the Resulting Issuer into a real estate investment trust having an
external asset management structure, subject to receipt of all
necessary approvals, including that of the TSXV.
Edgefront Realty Corp.
Edgefront Realty Corp. is a capital pool company listed on the TSXV.
Edgefront was established pursuant to the CPC Policy which permits an
initial public offering and a TSXV listing by a newly created company
that has no assets, other than cash, and has not commenced commercial
operations. Prior to the Transaction, the principal business of
Edgefront has been the identification and evaluation of assets with a
view to completing a Qualifying Transaction.
Completion of the Qualifying Transaction is subject to a number of
conditions, including but not limited to, final TSXV acceptance. There
can be no assurance that the Qualifying Transaction will be completed
as proposed or at all.
Investors are cautioned that, except as disclosed in Filing Statement
filed in connection with the Qualifying Transaction, any information
released or received with respect to the Transaction may not be
accurate or complete and should not be relied upon. Trading in the
securities of a capital pool company should be considered highly
The TSXV has in no way passed upon the merits of the proposed Qualifying
Transaction and has neither approved nor disapproved the contents of
this press release. Neither the TSXV nor its Regulation Services
Provider (as that term is defined in the policies of the TSXV) accepts
responsibility for the adequacy or accuracy of this release.
This press release contains forward-looking information within the
meaning of Canadian securities laws. Such information includes,
without limitation, information regarding the completion of the
Qualifying Transaction. Although Edgefront believes that such
information is reasonable, it can give no assurance that such
expectations will prove to be correct.
Forward looking information is typically identified by words such as:
believe, expect, anticipate, intend, estimate, postulate and similar
expressions, or are those, which, by their nature, refer to future
events. Edgefront cautions investors that any forward-looking
information provided by Edgefront is not a guarantee of future results
or performance, and that actual results may differ materially from
those in forward looking information as a result of various factors,
including, but not limited to: Edgefront's ability to complete the
Qualifying Transaction; the state of the financial markets for
Edgefront's securities; the state of the real estate sector in the
event the Qualifying Transaction is completed; recent market
volatility; Edgefront's ability to raise the necessary capital or to be
fully able to implement its business strategies; and other risks and
factors that Edgefront is unaware of at this time. The reader is
referred to Edgefront's Filing Statement and initial public offering
Prospectus for a more complete discussion of applicable risk factors
and their potential effects, copies of which may be accessed through
Edgefront's page on SEDAR at www.sedar.com.
SOURCE: Edgefront Realty Corp.
For further information:
please contact: Kelly C. Hanczyk at (416) 906-2379.