TORONTO, Nov. 9, 2018 /CNW/ - Firm Capital American Realty Partners Corp. (the "Company"), (TSXV: FCA.U/FCA) is pleased to announce that it has successfully closed its previously announced non-brokered private placement (the "Private Placement") of units of the Company (the "Units"). Pursuant to the Private Placement, the Company issued 808,643 Units at a price of US$8.10 per Unit for gross proceeds of approximately US$6.6 million.
Each Unit is comprised of one common share (each, a "Common Share") and one Common Share purchase warrant (each, a "Warrant"). Each Warrant entitles the holder to purchase one additional Common Share at an exercise price of US$9.50 for a period of 24 months following the date of issue, subject to customary adjustment provisions.
The net proceeds of the Private Placement will be used by the Company to fund prospective acquisitions of income-producing multi-family residential properties in the U.S. primarily in joint venture partnerships, to fund prospective investments in mortgage debt on real estate properties in the United States, for the repayment of corporate debt, for working capital and for general corporate purposes.
Further, the Company is also pleased to announce that the Ajmera family was an investor in the Private Placement and through Ojus Ajmera has joined the board as an independent director.
Certain insiders of the Company participated in the Private Placement. Such participation represents a related-party transaction under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"), but the transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the subject matter of the transaction, nor the consideration paid, exceed 25% of the Company's market capitalization.
Pursuant to applicable Canadian securities laws, all securities issued pursuant to the Private Placement are subject to, among other things, a statutory hold period of four months and one day, which expires on March 10, 2019. The Private Placement remains subject to the final approval of the TSX Venture Exchange.
ABOUT FIRM CAPITAL AMERICAN REALTY PARTNERS CORP.
The Company is a U.S. focused real estate investment entity that pursues real estate and debt investments through the following platforms:
- Income Producing Real Estate Investments: Acquiring income producing real estate assets in major cities across the United States. Acquisitions are completed solely by the Company or in joint-venture partnership with local industry expert partners who retain property management responsibilities; and
- Mortgage Debt Investments: Real estate debt and equity lending platform in major cities across the United States, focused on providing all forms of bridge mortgage loans and joint venture capital.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain information in this news release constitutes forward-looking statements under applicable securities law. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "expect", "intend" and similar expressions. Forward-looking statements in this news release include, but are not limited to, statements with respect to the use of proceeds from the Private Placement, as well as the Company's intention to acquire income producing U.S. real estate assets and complete joint venture partnerships and mortgage debt and equity lending investments. Forward-looking statements necessarily involve known and unknown risks, including, without limitation, risks associated with general economic conditions; adverse factors affecting the U.S. real estate market generally or those specific markets in which the Company holds properties; volatility of real estate prices; inability to complete the Company's single family property disposition program, debt repayments or debt restructuring in a timely manner; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; industry and government regulation; changes in legislation, income tax and regulatory matters; the ability of the Company to implement its business strategies; competition; currency and interest rate fluctuations and other risks, including those described in the Company's public disclosure documents on SEDAR at www.sedar.com. Forward-looking statements necessarily involve known and unknown risks, including, without limitation, risks associated with general economic conditions; adverse factors affecting the U.S. real estate market generally or those specific markets in which the Company holds properties; volatility of real estate prices; inability to complete the Company's single family property disposition program or debt restructuring in a timely manner; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; industry and government regulation; changes in legislation, income tax and regulatory matters; the ability of the Company to implement its business strategies; competition; currency and interest rate fluctuations; the TSX Venture Exchange not providing its final approval for the Private Placement and other risks.
Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement.
Neither the TSX Venture Exchange nor its Regulation 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.
SOURCE Firm Capital American Realty Partners Corp.
For further information: Sandy Poklar, Chief Financial Officer, (416) 635-0221