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/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES/
TORONTO, Nov. 01, 2021 (GLOBE NEWSWIRE) -- Firm Capital Mortgage Investment Corporation (the “Corporation”) (TSX: FC) is pleased to announce that the Corporation, along with Eli Dadouch, Jonathan Mair and Michael Warner (the “Selling Shareholders”), have closed the previously announced bought deal public offering (the “Offering”) of 1,936,600 common shares (the “Shares”) at a price of $14.85 per Share (the “Issue Price”) for gross proceeds of $28,758,510 with a syndicate of underwriters bookrun by TD Securities Inc., National Bank Financial Inc. and CIBC Capital Markets, and including RBC Capital Markets, Scotiabank, Canaccord Genuity Corp., iA Private Wealth Inc., Raymond James Ltd., Desjardins Securities Inc., Echelon Wealth Partners Inc. and Laurentian Bank Securities. The underwriters have exercised, in full, the previously announced over-allotment option granted to them by the Corporation.
Under the Offering, 1,466,600 Shares were issued from treasury by the Corporation for gross proceeds of $21,779,010 (the “Treasury Offering”) and an aggregate of 470,000 Shares were sold by the Selling Shareholders for aggregate gross proceeds to the Selling Shareholders of $6,979,500 (the “Secondary Offering”). The net proceeds of the Treasury Offering will be used by the Corporation to repay indebtedness and for general corporate purposes. The Corporation did not receive any proceeds from the sale of Shares associated with the Secondary Offering.
The 470,000 Shares sold by the Selling Shareholders under the Secondary Offering were recently acquired by the Selling Shareholders in connection with the exercise of stock options held by the Selling Shareholders under the Corporation’s stock option plan, and not the sale of Shares from their holdings of Shares before the announcement of the Offering. Prior to the announcement of the Offering, the Selling Shareholders held options to acquire a total of 1,330,000 Shares and, immediately following the completion of the Offering, the Selling Shareholders hold options to acquire a total of 810,000 Shares. For greater clarity, the Shares sold by the Selling Shareholders under the Secondary Offering were not a disposition of their Shares held prior to the announcement of the Offering.
No securities regulatory authority has either approved or disapproved of the contents of this news release. The securities offered have not been, and will not be, registered under the United States Securities Act of 1933, as amended, or any state securities laws, and may not be offered, sold or delivered, directly or indirectly, in the United States, its possessions and other areas subject to its jurisdiction or to, or for the account or for the benefit of a U.S. person, unless an exemption from registration is available. This news release is for information purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities of the Corporation in any jurisdiction.
About The Corporation
Where Mortgage Deals Get Done®
The Corporation, through its mortgage banker, Firm Capital Corporation, is a non-bank lender providing residential and commercial short-term bridge and conventional real estate financing, including construction, mezzanine and equity investments. The Corporation’s investment objective is the preservation of shareholders’ equity, while providing shareholders with a stable stream of monthly dividends from investments. The Corporation achieves its investment objectives through investments in selected niche markets that are under-serviced by large lending institutions. Lending activities to date continue to develop a diversified mortgage portfolio, producing a stable return to shareholders. The Corporation is a mortgage investment corporation (MIC) as defined in the Income Tax Act (Canada). Accordingly, the Corporation is not taxed on income provided that its taxable income is paid to its shareholders in the form of dividends within 90 days after December 31 each year. Such dividends are generally treated by shareholders as interest income, so that each shareholder is in the same position as if the mortgage investments made by the Corporation had been made directly by the shareholder. Full reports of the financial results of the Corporation for the year are outlined in the audited financial statements and the related management’s discussion and analysis of the Corporation, available on the SEDAR website at www.sedar.com. In addition, supplemental information is available on the Corporation’s website at www.firmcapital.com.
This news release contains forward-looking statements within the meaning of applicable securities laws including, among others, statements associated with the expected use of proceeds of the Treasury Offering and the statements related to the Corporation’s business, including those contained in the Corporation’s Annual Information Form for the year ended December 31, 2020, as well as statements with respect to management’s beliefs, estimates, and intentions, and similar statements concerning anticipated future events, results, circumstances, performance or expectations that are not historical facts. Forward-looking statements generally can be identified by the use of forward-looking terminology such as “outlook”, “objective”, “may”, “will”, “expect”, “intent”, “estimate”, “anticipate”, “believe”, “should”, “plans” or “continue” or similar expressions suggesting future outcomes or events. Such forward-looking statements reflect management’s current beliefs and are based on information currently available to management.
These statements are not guarantees and are based on our estimates and assumptions that are subject to risks and uncertainties, including those described in the Corporation’s Annual Information Form for the year ended December 31, 2020 under “Risk Factors” (a copy of which can be obtained at www.sedar.com). Those risks and uncertainties include, among others, risks associated with public health crises (including COVID-19) mortgage lending, dependence on the Corporation’s manager and mortgage banker, competition for mortgage lending, real estate values, interest rate fluctuations, environmental matters, shareholder liability and the introduction of new tax rules. Material factors or assumptions that were applied in drawing a conclusion or making an estimate set out in the forward-looking information include, among others, that the Corporation is able to invest in mortgages at rates consistent with rates historically achieved, adequate mortgage investment opportunities are presented to the Corporation, adequate bank indebtedness and bank loans are available to the Corporation, and a non-material impact resulting from the COVID-19 pandemic. Although the forward-looking information continued in this new release is based upon what management believes are reasonable assumptions, there can be no assurance that actual results and performance will be consistent with these forward-looking statements.
All forward-looking statements in this news release are qualified by these cautionary statements. Except as required by applicable law, the Corporation undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
For further information, please contact:
Firm Capital Mortgage Investment Corporation
President & Chief Executive Officer
Boutique Mortgage Lenders®