THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S.
NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
TORONTO, Feb. 13, 2020 /CNW/ - Firm Capital American
Realty Partners Trust (the "Trust"), (TSXV: FCA.U), (TSXV:
FCA.UN) is pleased to announce that it has entered into conditional
agreements to acquire two multi-family residential portfolios from
two separate and unrelated third-party vendors, both of which are
located in Austin, Texas for a
total combined purchase price of U.S.$106
million (the "Acquisitions").
The Acquisitions
The Trust has entered into a conditional agreement to acquire
the Hillstone at Wolf Ranch ("Hillstone") portfolio, an
eight building multi-family residential community located in
Austin, Texas comprised of 332
residential units for a purchase price of U.S.$56 million. Including fees, commissions and
closing costs, the total purchase price is expected to be
approximately U.S.$57.5 million,
which will be satisfied through an expected first mortgage of
U.S.$37.5 million and the remainder
in cash.
Hillstone was constructed in 2018 and is comprised of 307,473
square feet. The property is currently 91.6% occupied, has an
average monthly rental rate of U.S.$1,310 per unit, an average monthly rental rate
of U.S.$1.41 per square foot, and an
average unit size of 926 square feet. Subject to the satisfaction
of the conditions set out in the conditional agreement as described
below, the Trust will acquire Hillstone for approximately
U.S.$168,675 per residential unit or
U.S.$182 per square foot.
The Trust has also entered into a conditional agreement to
acquire the Amor, Feliz and Vida portfolio ("Austin
Triplets"), a three building multi-family residential community
located in Austin, Texas comprised
of 422 residential units for a purchase price of U.S.$50 million. The Austin Triplets were
constructed in the mid 1980's and are comprised of 274,001 square
feet. Subject to the satisfaction of the conditions in the
conditional agreement as described below, the Trust will acquire
the Austin Triplets for approximately U.S.$118,485 per residential unit or U.S.$182 per square foot.
The completion of each of the Acquisitions remains subject to a
satisfactory due diligence review in accordance with the Trust's
standard operating procedures, including, but not limited to, a
review of independent appraisals, environmental assessments and
property condition reports, in accordance with its standard
operating procedures. Any material items identified in such reports
will be addressed by the Trust with the respective vendors of the
Hillstone and Austin Triplets properties prior to removing closing
conditions and entering into definitive agreements. There can be no
assurance that the Trust will complete either or both of the
Acquisitions.
The Offering
The Trust also announced today that it has filed a preliminary
short form prospectus dated February 12,
2020 with the securities authorities in all provinces of
Canada except Quebec, with respect to a fully marketed
offering (the "Offering") of units (the "Offered
Units") at a price of US$8.20
per Offered Unit or C$10.90 per
Offered Unit based on the Bank of Canada daily noon rate of exchange of 1.3292
as of February 11, 2020. The total
size of the Offering is anticipated to be approximately
US$25 million. Investors will have the option of subscribing
for the Offering in U.S. dollars or Canadian dollars.
Each Offered Unit shall consist of one trust unit (a "Trust
Unit") and one trust unit purchase warrant (a
"Warrant"). Each Warrant will be exercisable to acquire one
Trust Unit (a "Warrant Unit") for an exercise price of
US$10.75 per Warrant Unit for a
period of 24 months following the closing date of the Offering (the
"Warrant Expiry Date"), subject to acceleration of the
Warrant Expiry Date in the event that the volume weighted average
trading price of the Trust Units on the principal stock exchange on
which they are traded is greater than US$12.75 per Trust Unit for a period of 10
consecutive trading days at any time after the closing of the
Offering and upon the Trust giving 30 days' notice of acceleration,
at the Trust's sole discretion.
The Offering is being made through a syndicate of underwriters
(the "Underwriters") led by Canaccord Genuity Corp., CIBC
World Markets Inc., and TD Securities Inc., and including Echelon
Wealth Partners Inc., Industrial Alliance Securities Inc., National
Bank Financial Inc., Raymond James Ltd., Scotia Capital Inc.,
Desjardins Securities Inc., Laurentian Bank Securities Inc. and
Wellington-Altus Private Wealth Inc.
The Trust will grant the Underwriters an option (the
"Over-Allotment Option") to cover over-allotments and for
market stabilization purposes, exercisable at any time up to 30
days subsequent to the closing of the Offering, to increase the
size of the Offering by up to 15% in Offered Units (and/or the
components thereof) on the same terms and conditions of the
Offering, exercisable in whole or in part and from time to
time.
The Trust intends to use the net proceeds of the Offering to
fund prospective acquisitions of income producing multi-family
residential properties in the U.S., to fund prospective investments
in mortgage debt on real estate properties in the U.S., for the
repayment of debt, for working capital and for general trust
purposes.
The Offering is scheduled to close on or about March 5, 2020, subject to satisfaction of
customary closing conditions, including the receipt of all
necessary regulatory and stock exchange approvals.
Distributions
In 2020, the Trust intends to make aggregate distributions in
the amount of U.S.$0.236 per Trust
Unit. The Trust will consider increasing the annual distribution
per Trust Unit following the deployment of the proceeds raised in
the Offering. Any such increase will be subject to the approval of
the Board of Trustees.
ABOUT FIRM CAPITAL AMERICAN REALTY PARTNERS TRUST
Firm
Capital American Realty Partners Trust 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 Trust 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.
FORWARD LOOKING INFORMATION
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 press
release include statements relating to: the Acquisitions and the
potential completion thereof; the Offering and the use of proceeds
thereof; the timing of the closing of the Offering; and the
potential change in the distributions to be made by the Trust.
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 Trust holds
properties; volatility of real estate prices; 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 Trust to implement
its business strategies; competition; currency and interest rate
fluctuations and other risks, including those described in the
Trust's public disclosure documents on SEDAR at www.sedar.com.
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. Additional information about the Trust is
available at www.firmcapital.com or www.sedar.com.
A preliminary short form prospectus containing important
information relating to the Offered Units has been filed with
securities commissions or similar authorities in each of the
Provinces of Canada (except
Quebec). The preliminary short
form prospectus is still subject to completion or amendment. Copies
of the preliminary short form prospectus may be obtained from any
of the Underwriters. There will not be any sale or any acceptance
of an offer to buy the Offered Units until a receipt for the final
short form prospectus has been issued.
SOURCE Firm Capital American Realty Partners Trust