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CALGARY, Alberta, July 03, 2018 (GLOBE NEWSWIRE) -- PINE TRAIL CAPITAL TRUST ("Pine Trail" or the "Trust") (TSXV:PINE.P), a capital pool company, is pleased to announce that it has arranged a non-brokered private placement of up to 25 million units of the Trust at a price of $0.12 per unit to raise gross proceeds of up to $3 million. Finders’ fees or commissions may be paid to registered dealers or eligible parties in accordance with the policies of the TSX Venture Exchange (the "TSXV"). It is anticipated that the closing of the private placement will occur immediately prior to the closing of the previously announced acquisition (the “Acquisition”) of a medical office building located in Picton, Ontario (the “Property”). The net proceeds of the financing will be used to complete the Acquisition. As disclosed on May 16, 2018, the Acquisition shall constitute the Qualifying Transaction (as such term is defined by the policies of the TSXV) of the Trust. The net proceeds of the offering will be used to fund the purchase price of the Property.
Following completion of the Acquisition, in accordance with Pine Trail's declaration of trust, Pine Trail will become an open-ended real estate investment trust. Subject to the approval of the TSXV, the resulting issuer is expected to list as a Tier 2 Real Estate Issuer and will change its name to Pine Trail Real Estate Investment Trust.
Additional information about the Property as well as the material terms of the acquisition will be set out in the final filing statement (the "Filing Statement") to be filed with the TSXV and on SEDAR.
Additional Information About the Property
The Property is a medical office building located at 389 Main Street, Picton, Ontario, Canada in close proximity to Kingston, Ontario. The Property is situated on approximately 2.5 acres of land and contains approximately 12,000 square feet of leasable space. As of the date of this press release, the Property is primarily occupied by medical tenants and produces average annual rent in the amount of $16 per square foot and has a net operating income of approximately $240,000 per annum. The Property is 100% leased, and its tenants have a weighted average lease term of approximately 3 years.
The vendor of the Property is a corporation incorporated under the laws of Ontario, and is controlled by Dr. Don Koval, Tisa Seybold, Pronica Janikowski, Pauline Eccles, Dr. Anne Nancekievill, Elaine Johannsson, Susan Locke, Catherine Sampson and Lois Russell Wattam, residents of Picton, Ontario.
Sponsorship
Sponsorship of a Qualifying Transaction is required by the TSXV unless exempt in accordance with TSXV policies. The Trust intends to seek a waiver from the TSXV of the sponsorship requirement, but if such waiver is not obtained the Trust will then retain a qualified sponsor.
FOR FURTHER INFORMATION PLEASE CONTACT
David Luu, CFO and Corporate Secretary
Phone: (416) 583-5513
This press release contains forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "does not expect", "is expected", "estimates", "intends", "anticipates", "does not anticipate", "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Trust to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Examples of such statements include statements concerning the terms and completion of the Acquisition, the financing of the Acquisition, the payment of finders fees in connection with the financing, the timing of the financing and the Acquisition and sponsorship of the Trust and waiver from such requirement. Accordingly, readers should not place undue reliance on forward-looking statements. The factors identified above are not intended to represent a complete list of the factors that could affect the Trust. The forward-looking statements contained in this press release are made as of the date of this press release, and Pine Trail does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by securities law.
Completion of the proposed transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and if applicable pursuant to TSXV requirements, majority of the minority shareholder approval. Where applicable, the transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the Filing Statement to be prepared in connection with the transaction, any information released or received with respect to such 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 speculative.
The TSXV has in no way passed upon the merits of the proposed 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 policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
