Trez Capital Mortgage Investment Corporation Announces Commencement of Issuer Bid and Revised Bid Terms

TORONTO, Aug. 15, 2016 /CNW/ - Trez Capital Mortgage Investment Corporation (TSX:TZZ) (the "Company") announced today that its board of directors has approved the commencement of the substantial issuer bid (the "Offer") previously announced by the Company on July 21, 2016 with revised terms. Pursuant to the Offer, the Company will offer to purchase for cancellation up to $17,000,000 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 $8.50 to $8.70 per Share (in increments of $0.05 per Share). The Offer represents up to 2,000,000 Shares or approximately 10.7% of the Company's total issued and outstanding Shares. In light of the modest decline in IFRS book value in the second quarter, and a conservative approach to preserving the Company's tax status through the end of 2016, it was determined that it would be in shareholders' interests to modify the previously stated size and price range of the Offer.

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 $17,000,000 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  Shares properly tendered at or below the Purchase Price and not withdrawn will be purchased at the Purchase Price (subject to withholding taxes, if any), subject to proration to the extent the aggregate cost to purchase all Shares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 $17,000,000.  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The Offer will expire at 5:00 p.m. (Eastern time) on September 19, 2016, unless extended or withdrawn by the Company.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 937,274 Shares pursuant to the Offer, as follows:

Name of Beneficial Owner	Number of Shares to be deposited pursuant to the Offer	% of Beneficial Owner's Shares
Concerned MIC Shareholders Fund	705,267	90%
FrontFour Master Fund, Ltd.	103,711	100%
FrontFour Opportunity Fund	8,059	100%
Gary M. Samuel	20,034	100%
Michael J.R. Nisker	3,555	100%
Morley Greene	75,800	100%
Trez Capital Group Limited Partnership	20,848	100%
TOTAL	937,274

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 August 15, 2016. 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.

SOURCE Trez Capital Junior Mortgage Investment Corporation

Karyn Phuong, Vice President, Investor Relations, Trez Capital, Tel: [phone], Email: [email protected]