TORONTO, ONTARIO -- (Marketwired) -- 04/03/14 -- CHC Realty Capital Corp. ("CHC" or the "Company") (TSX VENTURE: CHC.P) is pleased to announce today that it has closed its previously announced Qualifying Transaction, as defined under TSX Venture Exchange ("TSXV") Policy 2.4 - Capital Pool Companies. As disclosed in the Company's press release dated January 9, 2014 and in its filing statement dated March 21, 2014 (the "Filing Statement"), the Qualifying Transaction involved the acquisition of the "Liberty Terrace" student housing property located at 335 Barrie Street in Kingston, Ontario (the "Property"), comprising 18 student beds and 1,108 square feet of ground floor commercial space in close proximity to Queen's University. Further information regarding the Property and the Qualifying Transaction is available in the Filing Statement, which is accessible under the Company's SEDAR profile at www.sedar.com.
The purchase price for the Property was $2,500,000, which the Company satisfied through the assumption of the existing mortgage on the Property in the principal amount of $1,260,253 and the payment to the vendor of the balance of the purchase price of $1,239,747 in cash from the Company's existing funds.
The Company has submitted final documentation with respect to the Qualifying Transaction to the TSXV and, subject to the TSXV's final approval, anticipates that it will be listed on the TSXV as a Tier 2 Real Estate Issuer.
The closing of the Qualifying Transaction is intended to form part of a series of transactions which will result in CHC carrying on business as an owner and operator of student housing properties located in Canada with an internalized executive management platform and, at an appropriate time, the effective conversion of CHC into a real estate investment trust focused on student housing, subject to receipt of all necessary approvals, including that of the TSXV.
Mark Hansen, President and CEO of CHC, commented "We are excited about completing the Qualifying Transaction. We believe there are tremendous opportunities in the student housing space. While this is a small first step, we anticipate a very active time ahead in working towards our goal of becoming the leading consolidator of high quality student housing assets in Canada, and look forward to sharing additional developments with our shareholders as they progress."
The Company also wishes to correct an omission in the Filing Statement. In Note 2(a) to the pro forma statement of financial position attached as Appendix 3 to the Filing Statement, the pro forma effective income tax rate applicable to the operations of CHC following the completion of the Qualifying Transaction will be approximately 26.5%.
Forward-Looking Information
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 proposed transaction and the business strategies of CHC. Although CHC 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 "plans", "expects" or "does not expect", "is expected", "estimates", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved, or are those, which, by their nature, refer to future events. CHC cautions investors that any forward-looking information provided by CHC 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: (i) risks associated with the business and industry in which CHC will be participating, including limited operating history of CHC, general business risks related to real property ownership and investment, risks associated with acquisition strategy, investment concentration, competition, reliance on key personnel, integration of additional properties, development risks, litigation, government regulation, environmental matters, illiquidity, potential undisclosed liabilities associated with acquisitions, uninsured losses and potential conflicts of interest; (ii) risks relating to the financing of CHC such as those associated with debt financing, interest rate fluctuations and failure to obtain additional financing; and (iii) risks relating to the structure of CHC such as dilution, potential volatility of share price, no guaranteed returns and limited prior public market. The reader is referred to CHC's initial public offering prospectus, the Filing Statement and other continuous disclosure documents for a more complete discussion of risk factors relating to CHC and their potential effects, copies of which may be accessed through CHC's profile on SEDAR at www.sedar.com.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities nor shall there by any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Investors are cautioned that, except as disclosed in the Filing Statement filed in connection with the Qualifying 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 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 policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
Contacts:
CHC Realty Capital Corp.
Mark Hansen
President and Chief Executive Officer
(647) 288-9355
mhansen@chcrealty.ca
CHC Realty Capital Corp.
Robert Waxman
Chief Financial Officer
(647) 288-9375
rwaxman@chcrealty.ca
