TORONTO, July 14, 2023 /CNW/ - Trez Capital Mortgage Investment Corporation (the "Company") today announced that it has completed the orderly winding-up of its business (the "Orderly Wind-Up"), including the previously announced final distribution of remaining funds to the holders of its Class A shares (the "Final Distribution"), and has been dissolved.
On June 16, 2016, the shareholders of the Company approved the Orderly Wind-Up and, effective at the close of markets on July 31, 2019, the Company delisted from the Toronto Stock Exchange. Upon delisting, the Company filed an application for an order that it cease to be a reporting issuer. The order was granted on October 4, 2019 and has permitted the Company to reduce financial and regulatory reporting requirements. The Company has since been updating investors by posting a quarterly press release and annual financial statements to its website at https://www.trezcapitalmic.com.
Below is a summary of the return of capital per book value since inception of the Orderly Wind-Up plan:
Summary of Return of Capital since Inception of the Orderly Wind Up Plan |
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Book Value per Share |
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Opening Book Value at inception of Orderly Wind Up June 30, 2016 |
$ 8.85 |
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Total Regular and Special Distributions to Investors since inception of Plan |
(9.13) |
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Increase/decrease from Operations in net assets (including SIB*) |
0.28 |
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Ending Book Value at July 14, 2023 |
$ 0.00 |
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* Substantial Issuer Bid |
In April, the Company obtained regulatory clearance for the final steps of the Orderly Wind Up. The Company has now completed the final wind-down period of the Orderly Wind-Up. All litigation matters have been settled and the Company has released and discharged all liabilities, contingent or actual.
In furtherance of the Orderly Wind-Up, the board of directors declared a Final Distribution of $0.04638220 per Class A share of the Company. The Final Distribution, which constituted a return of capital pursuant to the Orderly Wind-Up, was paid on July 7, 2023 to holders of Class A shares of record at the close of business on June 29, 2023. As of June 29, 2023, there were 11,649,711 Class A shares outstanding. The Final Distribution was made in cash.
Following payment of the Final Distribution, after setting aside a reserve to settle final professional and other expenses related to the Orderly Wind-Up, the Company had no further assets or liabilities. The Company was dissolved by the filing of Articles of Dissolution on July 14, 2023, upon which all of the issued and outstanding shares of the Company were cancelled automatically without any further action or surrender of share certificates being required by shareholders. As a result, as of the close of business on July 14, 2023, the share transfer books of the Company will be closed and thereafter no further transfers of shares will be recognized by the Company.
Shareholders of the Company with questions regarding the tax treatment of the Final Distribution, dissolution or any other aspect of the Orderly Wind-Up should consult their own tax advisors about the implications of same in light of their particular circumstances.
Certain statements in this news release about the Company, and its business, operations, investments and strategies, and financial performance and condition may constitute forward-looking information, future oriented financial information, or financial outlooks (collectively, "forward looking statements"). The forward-looking statements are stated as of the date of this news release and are based on estimates and assumptions made by Trez Capital Fund Management LP ("Trez") in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors that Trez believes are appropriate and reasonable in the circumstances. There can be no assurance that such forward-looking statements will prove to be accurate, as actual results, performance and future events could differ materially from those anticipated in such statements. Past performance is not an indication of future returns, and there can be no guarantee that targeted returns or yields can be achieved. Trez refers you to the Company's public disclosure for information regarding these forward-looking statements, including the assumptions made in preparing forward-looking statements and management's expectations, and the risk factors that could cause the Company's actual results, yield, levels of activity, performance or achievements or future events or developments to differ materially from those expressed or implied by the forward-looking statements. Such public disclosure is available at the request of Trez. This news release does not represent an offer or solicitation to sell securities of the Company.
SOURCE Trez Capital Mortgage Investment Corporation
Investor Relations, Trez Capital, Tel: 604-689-0821
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