TORONTO, Dec. 17, 2012 /CNW/ - Timbercreek Senior Mortgage Investment Corporation (the "Company") is pleased to announce that it has filed a final prospectus (the "Prospectus") dated December 14, 2012, with the securities regulatory authorities in each of the provinces and territories of Canada, and a receipt therefor has been obtained. A copy of the Prospectus will be available on SEDAR (www.sedar.com).
The Prospectus qualifies the distribution (the "Offering") of up to 10,152,285 Class A shares ("Class A Shares") or up to 10,000,000 Class B shares ("Class B Shares") of the Company (or any combination thereof, subject to the maximum offering amount), at a price of $9.85 per Class A Share and $10.00 per Class B Share, for total gross proceeds of $100,000,007. The Class B Shares are designed for fee-based accounts with a registered dealer or institutional investors and will not be listed on a stock exchange, but are convertible into Class A Shares. The outstanding Class A Shares are listed and posted for trading on the Toronto Stock Exchange under the symbol "MTG".
The Offering is scheduled to close on or about January 8, 2013. The syndicate of agents is led by CIBC, Raymond James Ltd., RBC Capital Markets and TD Securities Inc. and includes GMP Securities L.P., National Bank Financial Inc., BMO Capital Markets, Scotiabank, Macquarie Capital Markets Canada Ltd., Manulife Securities Incorporated and Canaccord Genuity Corp. (the "Agents").
The Company has granted to the Agents an option (the "Over-Allotment Option"), exercisable in whole or in part for a period of 30 days following the closing of the Offering, to purchase, in accordance with and subject to applicable laws, an aggregate of up to 15% of the number of Class A Shares and/or Class B Shares issued at the closing of the Offering at a price of $9.85 per Class A Share and $10.00 per Class B Share. The Prospectus qualifies the distribution of the Over-Allotment Option and the Class A Shares and/or Class B Shares issuable on the exercise of the Over-Allotment Option. If the Over-Allotment Option is exercised in full, and assuming only Class A Shares are issued under the Offering, the total price to the public under the maximum offering will be $115,000,000.
The Company will use a substantial amount of the net proceeds of the Offering to pay down amounts owed under its credit facility. The Company intends to use substantially all of the remaining balance of the net proceeds to fund investments in, and other costs associated with, first mortgages with customized terms ("Customized First Mortgages") in a manner consistent with the investment objectives and the investment strategies of the Company, with any remaining balance of the net proceeds being used by the Company for general working capital purposes.
The investment objectives of the Company are, with a primary focus on capital preservation, to acquire and maintain a diversified portfolio of Customized First Mortgages that generate attractive, stable returns in order to permit the Company to pay monthly distributions to its shareholders. The Company is managed by Timbercreek Asset Management Ltd. (the "Manager"). The Manager will also act as portfolio adviser for the Company and is an investment management company.
Although the long-term targeted aggregate annual yield (net of all fees and expenses) of the Company is the two-year Government of Canada bond yield plus 350 basis points, for the period ending June 30, 2013, the Manager is targeting to deliver a return consistent with the previous nine months cash distributions, which would result in an annualized yield of approximately 6% per Class A Share (based on an issue price of $10.00 per Class A Share), net of fees and expenses of the Company.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities of the Company in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the 1933 Act and applicable state securities laws.
This press release contains forward-looking statements. There can be no assurance that forward-looking statements will prove to be accurate, as actual results, performance and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.
The Offering is only made by the Prospectus. The Prospectus contains important detailed information about the securities being offered. Copies of the Prospectus may be obtained from any of the Agents. Investors should read the Prospectus before making an investment decision.
SOURCE Timbercreek Senior Mortgage Investment Corporation