Press Release


May 12, 2015


Toronto, Ontario (May 12, 2015) – First Capital Realty Inc. (“First Capital Realty”) (TSX: FCR), Canada’s leading owner, developer and manager of grocery anchored urban properties, announced today that it has provided holders of its 5.70% convertible unsecured subordinated debentures due June 30, 2017 (FCR.DB.D) (the “5.70% Debentures”) a notice of redemption pursuant to which First Capital Realty will redeem the entire outstanding principal amount of 5.70% Debentures on June 30, 2015 (the “Redemption Date”). As of the date hereof, there are $42.9 million of 5.70% Debentures outstanding.

The 5.70% Debentures will be redeemed on the Redemption Date at par, plus accrued interest from March 31, 2015 to but excluding the Redemption Date. The full redemption price and interest owing will be satisfied by the issuance of common shares. The number of common shares to be issued will be calculated by dividing the dollar amount of principal and interest payable by an amount equal to 97% of the volume-weighted average trading price of the common shares of First Capital Realty on the Toronto Stock Exchange calculated for the 20 consecutive trading days ending on June 23, 2015. As of the date hereof, the aggregate interest payment is expected to be approximately $616,400.

Holders of 5.70% Debentures remain entitled to convert their 5.70% Debentures at the current conversion price of $18.75 (being a ratio of approximately 53.333 common shares per $1,000 principal amount of 5.70% Debentures) at any time up to 5 p.m. (Toronto time) on June 29, 2015.

If 5.70% Debentures are held through a broker, the broker should be contacted immediately as First Capital Realty understands the process for exercising the conversion privilege is subject to the rules and procedures of the broker and, in turn, CDS Clearing and Depository Services Inc. Holders of 5.70% Debentures should be aware that the process, applicable timing and deadlines for conversion may vary from broker to broker.

Consistent with First Capital Realty’s existing practice in respect of all of its outstanding convertible debentures, it is the current intention of First Capital Realty to continue to satisfy its obligations to pay principal and interest on its convertible unsecured subordinated debentures by the issuance of common shares.



First Capital Realty is Canada’s leading owner, developer and manager of grocery anchored urban properties where people live and shop for everyday life. The Company currently owns interests in 157 properties, totaling approximately 24.3 million square feet of gross leasable area.

Forward-Looking Statement Advisory

This press release contains forward-looking statements and information within the meaning of applicable securities law. Forward-looking statements can generally be identified by the expressions “anticipate”, “believe”, “plan”, “estimate”, “project”, “expect”, “intend”, “outlook”, “objective”, “may”, “will”, “should”, “continue” and similar expressions. The forward-looking statements are not historical facts but, rather, reflect the Company’s current expectations regarding future results or events and are based on information currently available to Management. Certain material factors and assumptions were applied in providing these forward-looking statements.

Management believes that the expectations reflected in forward-looking statements are based upon reasonable assumptions; however, Management can give no assurance that actual results will be consistent with these forward-looking statements. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results or events to differ materially from current expectations, including the matters discussed under “Risks and Uncertainties” in First Capital Realty’s MD&A for the year ended December 31, 2014 and under “Risk Factors” in its current Annual Information Form. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, a forward-looking statement speaks only as of the date on which such statement is made. First Capital Realty undertakes no obligation to publicly update any such statement or to reflect new information or the occurrence of future events or circumstances except as required by applicable securities law.

All forward-looking statements in this press release are made as of the date hereof and are qualified by these cautionary statements.

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For further information:

Kay Brekken
Executive Vice President & CFO
(416) 216-2051