Timbercreek Financial Corp. Announces $40 Million Bought Deal Offering of Convertible Debentures and Redemption of 5.30% Convertible Unsecured Subordinated Debentures

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TORONTO, May 21, 2024 (GLOBE NEWSWIRE) -- Timbercreek Financial Corp. (TSX: TF) (“Timbercreek” or the “Company”) today announced that it has entered into an agreement with a syndicate of underwriters led by National Bank Financial Inc. and TD Securities Inc. pursuant to which the underwriters will purchase $40 million aggregate principal amount of 7.50% convertible unsecured subordinated debentures of the Company due June 30, 2029 (the “Debentures”) at a price of $1,000 per Debenture (the “Offering”). The Company has also granted to the underwriters an over-allotment option to purchase up to an additional $6 million aggregate principal amount of Debentures at the same price, exercisable in whole or in part at any time for a period of up to 30 days following closing of the Offering. If the over-allotment option is exercised in full, the gross proceeds of the offering will total $46 million.

The Company intends to use the net proceeds of the Offering to repay amounts owing under its secured revolving credit facility and to subsequently draw on the credit facility for the purpose of redeeming its 5.30% convertible unsecured subordinated debentures due June 30, 2024 (the “2017 Debentures”), as well as for general corporate purposes. The Debentures will mature on June 30, 2029 and will accrue interest at the rate of 7.50% per annum payable semi-annually in arrears on June 30 and December 31 of each year, commencing December 31, 2024. At the holder’s option, the Debentures may be converted into common shares of the Company at any time prior to the close of business on the earlier of the business day immediately preceding the maturity date and the business day immediately preceding the date (if any) fixed for redemption of the Debentures. The conversion price will be $8.50 for each common share, subject to adjustment in certain circumstances. The Debentures will not be redeemable before June 30, 2027. On and after June 30, 2027, the Debentures will be redeemable, in whole or in part, from time to time at the Company’s option at par plus accrued and unpaid interest. The Company will provide not more than 60 nor less than 30 days’ prior notice of redemption of the Debentures. The Offering is expected to close on or about May 28, 2024 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX.