|By Marketwired .||
|July 3, 2014 08:36 AM EDT||
TORONTO, ONTARIO -- (Marketwired) -- 07/03/14 -- CHC Realty Capital Corp. ("CHC" or the "Company") (TSX VENTURE:CHC) is pleased to announce that it has entered into conditional agreements to complete three acquisitions of student housing properties located in Windsor, Ontario and Trois-Rivieres, Quebec from three different arm's length vendors. The acquisitions are subject to certain conditions, including the completion of due diligence and financing arrangements to the satisfaction of the Company, and the receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange (the "TSXV").
The first acquisition consists of a property located in Windsor, Ontario, approximately 0.75 km from the University of Windsor, and having 117 beds in 87 student apartments in two buildings. The purchase price for the property is $5.9 million, subject to adjustments. The Company has paid the vendor a $100,000 initial refundable deposit in respect of the acquisition, which will become non-refundable (subject to certain exceptions) upon the removal of CHC's due diligence condition, and at which time CHC will pay the vendor a second $200,000 non-refundable (subject to certain exceptions) deposit.
The second acquisition consists of a property located in Windsor, Ontario, approximately 0.8 km from the University of Windsor, and having 51 beds in 32 student apartments in one building. The purchase price for the property is $1.6 million, subject to adjustments. The Company has paid the vendor a $50,000 initial refundable deposit in respect of the acquisition, which will become non-refundable (subject to certain exceptions) upon the removal of CHC's due diligence condition, and at which time CHC will pay the vendor a second $75,000 non-refundable (subject to certain exceptions) deposit.
The third acquisition consists of a property located in Trois-Rivieres, Quebec, on the campus of the Universite du Quebec a Trois-Rivieres, and having 306 beds in 77 student apartments in six buildings. The purchase price for the property is $5.5 million, subject to adjustments. The Company has paid the vendor a $75,000 initial refundable deposit in respect of the acquisition, which will become non-refundable (subject to certain exceptions) upon the removal of CHC's due diligence condition, and at which time CHC will pay the vendor a second $400,000 non-refundable (subject to certain exceptions) deposit. CHC has also paid the vendor a $25,000 initial non-refundable deposit.
In connection with the acquisitions, CHC also announces that it intends to complete a non-brokered private placement to raise approximately $8.0 million through the issuance of subscription receipts at a price to be determined in the context of the market. The Company intends to use the net proceeds of the private placement, together with mortgage financing on the properties, to complete the acquisitions of the Windsor, Ontario and Trois-Rivieres, Quebec properties, and for general corporate purposes. On closing, the proceeds from the private placement, less an amount equal to the second deposits to be paid to the vendors in connection with the acquisitions, will be deposited in escrow with a third party arm's length escrow agent pending completion of the acquisitions. Immediately prior to the completion of the acquisitions, the funds held in escrow will be released to CHC and each subscription receipt will automatically convert into one common share of the Company without payment of additional consideration. If the escrow release conditions are not satisfied on or before October 31, 2014, the proceeds will be returned to the subscribers. In addition, if not all of the acquisitions are to be completed, the funds required for any acquisitions which are not to be completed will be returned to the subscribers.
The subscription receipts will be offered by way of private placement in all of the provinces of Canada, and in jurisdictions outside of Canada provided that no prospectus filing or comparable obligation arises in such jurisdictions. Pursuant to applicable Canadian securities laws, all securities issued pursuant to the private placement will be subject to a statutory hold period expiring on date that is four months and a date from the day of closing of the private placement.
The private placement is expected to close on or about July 31, 2014. Closing is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSXV.
The securities described herein have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States unless registered under the Act or unless an exemption from registration is available.
About CHC Realty Capital Corp.
CHC Realty Capital Corp. is an owner and operator of student housing properties which is focused on acquiring high quality properties in close proximity to universities and colleges in primary and well understood secondary markets in Canada.
Cautions Regarding Future Plans and 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: believe, expect, anticipate, intend, estimate, postulate and similar expressions, 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: CHC's ability to complete the proposed transactions; the state of the real estate sector in the event the proposed transactions are completed; recent market volatility; CHC's ability to secure the necessary mortgage financing or to be fully able to implement its business strategies; and other risks and factors that CHC is unaware of at this time. The reader is referred to CHC's initial public offering prospectus 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.
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 the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.