Real Estate & E-Commerce Split Corp. Announces Exchange Ratios
CALGARY, Alberta, Nov. 02, 2020 (GLOBE NEWSWIRE) — Middlefield Group, on behalf of Real Estate & E-Commerce Split Corp. (the “Company”), is pleased to announce the exchange ratios for the exchange offer by the Company (the “Exchange Option”) being made under the final prospectus of the Company dated October 28, 2020.
The Company will invest in a diversified, actively managed portfolio of dividend-paying securities of issuers operating in the real estate or related sectors, including real estate investment trusts, that the advisor believes are well-positioned to benefit from low interest rates, the rapid adoption of e-commerce, the growth of data infrastructure as well as attractive valuations in various areas of the real estate sector.The Company’s investment objectives for the:Class A Shares are to provide holders with:
(i) non-cumulative monthly cash distributions; and
(ii) the opportunity for capital appreciation through exposure to the portfolioPreferred Shares are to:
(i) provide holders with fixed cumulative preferential quarterly cash distributions; and
(ii) return the original issue price of $10.00 to holders upon maturity.The number of Units (each Unit comprised of one Preferred Share and one Class A Share) or Class A Shares issuable for each security of an Exchange Eligible Issuer (as listed below) (the “Exchange Ratio”) has been determined by dividing the weighted average trading price of the securities of such Exchange Eligible Issuer on the principal stock exchange on which such Exchange Eligible Issuer’s securities are listed, during the three consecutive trading days ending on November 2, 2020 (the “Pricing Period”) calculated based on today’s Bank of Canada daily exchange rate and as adjusted to reflect dividends declared or distributions pending by any Exchange Eligible Issuer that trades on an ex-dividend basis until the closing of the offering (the “Closing Date”) by the sum of issue prices of a Preferred Share and Class A Share being $25.00 in the case of a subscription for Units or $15.00 in the case of a subscription for Class A Shares. The Exchange Ratio has been adjusted to reflect the $0.01 per Class A Share to be received by prospective purchasers who tendered securities of Exchange Eligible Issuers to the Company for Class A Shares. Holders of securities of Exchange Eligible Issuers who deposited such securities pursuant to the Exchange Option will continue to be holders of record up to the Closing Date and will be entitled to receive distributions in respect of such securities of Exchange Eligible Issuers up to but not including the Closing Date. Each Exchange Ratio has been rounded down to five decimal places.The table below sets out the Exchange Eligible Issuers, the securities of which may be accepted by the Company pursuant to the Exchange Option, including the name of the Exchange Eligible Issuer, its ticker symbol, its CUSIP number, its ISIN, its volume weighted average trading price during the Pricing Period, the Exchange Ratio per Class A Share, and the Exchange Ratio per Unit.The syndicate of agents is being co-led by CIBC Capital Markets and RBC Capital Markets, and includes BMO Capital Markets, Scotiabank, TD Securities Inc., Canaccord Genuity Corp., National Bank Financial Inc., Industrial Alliance Securities, Manulife Securities Incorporated, Raymond James Ltd., Richardson GMP, Middlefield Capital Corporation, Echelon Wealth Partners Inc. and Mackie Research Capital Corporation.For further information, please visit our website at www.middlefield.com or contact Nancy Tham or Michael Bury in our Sales and Marketing Department at 1.888.890.1868.This offering is only made by prospectus. The prospectus contains important detailed information about the securities being offered. Copies of the prospectus may be obtained from your IIROC registered financial advisor using the contact information for such advisor. Investors should read the prospectus before making an investment decision.