/NOT FOR DISTRIBUTION OVER U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES/
TORONTO, Oct. 23, 2017 (GLOBE NEWSWIRE) — Firm Capital Mortgage Investment Corporation (the “Corporation”) (TSX:FC) is pleased to announce that it has established an at-the-market equity program (the “ATM Program”) that allows the Corporation to issue common shares from treasury (“Common Shares”) having aggregate gross sales of up to $30 million (the “Maximum Amount”) to the public from time to time, at the Company’s discretion. The ATM Program is being established pursuant to a prospectus supplement dated the date hereof (the “Prospectus Supplement”) filed in each province of Canada, to the base shelf prospectus dated July 17, 2017 (the “Base Shelf Prospectus” and collectively with the Prospectus Supplement, the “Prospectus”).
Sales of the Common Shares through the ATM Program will be made pursuant and subject to: (i) the terms of an equity distribution agreement dated the date hereof (the “Equity Distribution Agreement”) with Canaccord Genuity Corp. (the “Agent”).
Sales of Common Shares will be made through “at-the-market distributions” as defined in National Instrument 44-102 – Shelf Distributions, including sales made directly on the Toronto Stock Exchange. The Common Shares will be distributed under the ATM Program at the market prices prevailing at the time of sale. As a result, prices may vary as between purchasers and over time. The ATM Program will be activated at the Corporation’s discretion and will end on the earlier of the date of distribution of the Maximum Amount and August 17, 2019.
The Corporation currently intends to use the net proceeds of the ATM Program: (i) to repay a portion of the Corporation’s indebtedness under a revolving credit facility with its principal banker; (ii) to fund new investments; and (iii) for general corporate purposes.
The Prospectus Supplement, together with the Base Shelf Prospectus, has been filed with the securities commissions in all of the provinces of Canada. The Prospectus contains important detailed information about the securities being offered. Before you invest, you should read the Prospectus and the other documents the Corporation has filed for more complete information about the Corporation and the ATM Program. Copies of the Equity Distribution Agreement and the Prospectus will be available under the Corporation’s profile at www.sedar.com.
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 underserviced by large lending institutions. Lending activities to date continue to develop a diversified mortgage portfolio, producing a stable return to shareholders. Full reports of the financial results of the Corporation for the three and six month periods ended June 30, 2017 are outlined in the unaudited financial statements and the related management’s discussion and analysis of Firm Capital, available on the SEDAR website at www.sedar.com. In addition, supplemental information is available on Firm Capital’s website at www.firmcapital.com.
This news release contains forward-looking statements within the meaning of applicable securities laws including, among others, statements concerning the offering of Common Shares contemplated in respect of the ATM Program and the use of net proceeds therefrom, our objectives, our strategies to achieve those objectives, our performance, our mortgage portfolio and our distributions, 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, including any dividends announced and paid by the Corporation in respect of Common Shares. Although the Corporation intends to make distributions of its available cash to shareholders in accordance with its dividend policy, these cash distributions are not assured. The actual amount distributed to shareholders will depend on numerous factors, including but not limited to the Corporation’s financial performance, debt covenants and obligations, working capital requirements, composition of the Corporation’s mortgage portfolio, availability of mortgage investments and fluctuations in interest rates that impact the aggregate yield on mortgage investments. The market value of the Shares may deteriorate if the Corporation is unable to meet its cash distribution targets in the future, and that deterioration may be material. 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 of future performance and are based on our estimates and assumptions that are subject to risks and uncertainties, including those described in the Prospectus and the Corporation’s annual information form for the year ended December 31, 2016 under “Risk Factors” (a copy of which can be obtained at www.sedar.com). Those risks and uncertainties include, among others, risks associated with 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, adequate mortgage investment opportunities are presented to the Corporation; and adequate bank indebtedness and bank loans are available to the Corporation. 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.
This press release shall not constitute an offer to sell or solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities being offered have not been and will not be registered under the United States Securities Act of 1933 and accordingly will not be offered, sold or delivered, directly or indirectly within 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, except in limited circumstances.
No securities regulatory authority has either approved or disapproved of the contents of this press release. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities referred to herein in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
For further information, please contact:
Firm Capital Mortgage Investment Corporation
President & Chief Executive Officer
Boutique Mortgage Lenders®