Firm Capital Realty Partners Inc. announces interest in making offer to acquire The Becker Milk Company Limited at $21.00 per share
TORONTO, Dec. 17, 2013 /CNW/ - Firm Capital Realty Partners Inc. ("Firm Capital") announces that it has informed The Becker Milk Company Limited (TSX : BEK.B) ("Beckers" or the "Company") that it is prepared to work towards making an offer to acquire all of the common and Class B shares of Beckers for approximately $21.00 per common and Class B share of Beckers, or approximately $38 million. In order to make the offer, Firm Capital requires Beckers to grant access to Firm Capital to Becker's electronic data room in order for Firm Capital to satisfy its remaining confirmatory due diligence requirements and finalize its financing.
The proposed price of $21.00 per share represents a 23% premium to the closing price of the Company's Class B shares on the TSX on December 13th, 2013 and a 35% premium to the closing price of the Class B shares on the TSX on August 5th, 2013, being the last trading day immediately preceding the board's announcement that it was considering a possible sale of the Company.
For almost a year, starting well prior to Beckers' August 5th announcement, Firm Capital has made several proposals to Beckers to acquire the Company or its assets, and has encouraged the board of directors of Becker's to pursue a value maximizing transaction for the benefit of all Beckers shareholders. Firm Capital believes this prompted Beckers to make their August 5th press release. However, the Becker's board has not been willing to engage in any meaningful discussions with Firm Capital and has not granted Firm Capital access to Beckers data room. Notwithstanding four months having passed since Beckers' August 5th announcement, no superior proposals from other parties have been announced.
With no apparent alternative transaction on the horizon, Firm Capital's
proposed offer represents the best outcome to maximize value for all
Beckers shareholders. If the Beckers board continues to resist and
reject Firm Capital's fully valued proposal, Firm Capital will consider
taking its offer directly to the Company's shareholders.
Further information about the previous offers and all correspondence to
the Company can be found on the Firm Capital website at www.firmcapital.com/Beckers .
ABOUT FIRM CAPITAL REALTY PARTNERS INC.
Firm Capital Realty Partners Inc. ("Firm Capital and or related entities") is a real estate asset manager based in
Toronto, Canada. Since 1988, Firm Capital has established an
exceptional track record of successfully deploying proprietary and
managed capital opportunistically between debt and equity investments
in the Canadian real estate private and public markets. Amongst the
managed lending entities, Firm Capital Mortgage Investment Corporation
(TSX : FC) is a TSX-listed leading non-bank lender providing innovative
Construction, Bridge, Equity, and Conventional Real Estate Financing to
builders, developers, and real estate investors. In addition, Firm
Capital Property Trust (TSXV : FCD.UN) is a TSXV-listed real estate
investment trust focused on co-owning a diversified property portfolio
of multi-residential, flex industrial, net lease convenience retail,
and core service provider professional real estate in partnership with
management and industry leaders. Firm Capital focuses on a simple
culture and goal; to be a client-driven organization, with impeccable
integrity, focused on preservation of capital through disciplined
tactical investing, at the same time building long term relationships.
FORWARD LOOKING INFORMATION
This press release may contain forward-looking statements. In some
cases, forward-looking statements can be identified by the use of words
such as "may", "will", "should", "expect", "plan", "anticipate",
"believe", "estimate", "predict", "potential", "continue", and by
discussions of strategies that involve risks and uncertainties. The
forward-looking statements are based on certain key expectations and
assumptions made by Firm Capital. By their nature, forward-looking
statements involve numerous assumptions, inherent risks and
uncertainties, both general and specific, that contribute to the
possibility that the predictions, forecasts, projections and various
future events will not occur. Although management of Firm Capital
believes that the expectations reflected in the forward-looking
statements are reasonable, there can be no assurance that future
results, levels of activity, performance or achievements will occur as
anticipated. Neither Firm Capital nor any other person assumes
responsibility for the accuracy and completeness of any forward-looking
statements, and no one has any obligation to update or revise any
forward-looking statement, whether as a result of new information,
future events or such other factors which affect this information,
except as required by law.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, which may be made only by means of a prospectus, nor shall there be any sale of the Units in any state, province or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under securities laws of any such state, province or other jurisdiction. Firm Capital has not, and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered, sold or delivered in the United States absent registration or an application for exemption from the registration requirements of U.S. securities laws.
SOURCE: Firm Capital Corporation
Eli Dadouch
President & Chief Executive Officer
(416) 635-0221
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