TORONTO, Jan. 10, 2017 /CNW/ - Trez Capital Mortgage Investment
Corporation (TSX:TZZ) (the "Company") announced that it has formally commenced its previously announced substantial issuer
bid (the "Offer"), pursuant to which the Company is offering to purchase for cancellation up to $35,000,000 of its Class A shares ("Shares") from shareholders for cash. The Offer will be made by way of
"Dutch auction" and the Offer prices will range from $8.00 to $8.30 per Share (in increments of
$0.05 per Share). The Offer represents up to 4,375,000 Shares or approximately 26.51% of the
Company's total issued and outstanding Shares.
The Dutch auction procedure allows shareholders to select the price, within the specified range, at which each shareholder is
willing to sell all or a portion of the Shares that such shareholder owns. Upon expiration of the Offer, the Company will select
the lowest tendered price that will allow it to purchase $35,000,000 of its Shares (the "Purchase
Price"). Shares properly tendered at or below the Purchase Price and not withdrawn will be purchased at the Purchase Price
(subject to withholding taxes, if any), subject to proration to the extent the aggregate cost to purchase all Shares exceeds
$35,000,000. All Shares tendered at prices higher than the Purchase Price will be returned to
Shareholders.
The Offer will expire at 5:00 p.m. (Eastern time) on February 14,
2017, unless extended or withdrawn by the Company.
The directors and management of the Company have advised that they, or entities related to them, intend to tender an aggregate
of 623,628 Shares pursuant to the Offer, as follows:
|
Name
|
Number of Shares to be
deposited pursuant to the
Offer
|
% of
Shares
|
|
Concerned MIC Shareholders Fund
|
587,419
|
100%
|
|
FrontFour Opportunity Fund
|
4,000
|
69%
|
|
Gary M. Samuel
|
17,161
|
100%
|
|
Trez Capital Group Limited Partnership
|
15,048
|
100%
|
|
TOTAL
|
623,628
|
|
The formal offer to purchase and issuer bid circular (the "Offer Document") containing the terms and conditions of the
Offer and instructions for tendering Shares will be mailed to shareholders and filed with the applicable securities regulators on
January 10, 2017. The Offer Document and related materials will be available under the Company's
SEDAR profile at www.sedar.com.
None of the Company or its Board of Directors makes any recommendation to shareholders as to whether to tender or refrain from
tendering any or all of their Shares to the Offer or as to the purchase price or prices at which shareholders may choose to tender
Shares.
This press release is neither an offer to purchase nor a solicitation of an offer to sell any Shares. The solicitation and the
offer to purchase Shares by the Company is being made only pursuant to the Offer Document. Shareholders of the Company are urged to
read the Offer Document and related materials carefully prior to making any decision with respect to the Offer.
About the Company
The Company holds a diversified portfolio of mortgages in Canada. Trez Capital Fund Management
Limited Partnership is the manager of and portfolio advisor to the Company. On June 16, 2016 the
Shareholders of the Company approved the orderly wind-up of the Company. Under the orderly wind-up plan the Company will distribute
the net proceeds through special distributions, the repurchase of shares pursuant to the normal course issuer bid, or
otherwise.
SOURCE Trez Capital
