First Capital REIT proposed internal reorganization to simplify its structure

On October 1, 2025, First Capital Real Estate Investment Trust ("First Capital") announced that its Board of Trustees unanimously approved a proposed internal reorganization.

Accomplished by way of a plan of arrangement, under the Business Corporations Act (Ontario), the reorganization will simplify First Capital's organizational structure by eliminating First Capital Realty Inc. ("FCRI") as the REIT's wholly-owned subsidiary that owns, directly and indirectly, all of First Capital's real property portfolio. Once implemented, First Capital will hold substantially all of its real property portfolio through subsidiary partnerships and trusts.

The reorganization is expected to simplify First Capital's operating structure and reduce the significant complexity of accounting and legal reporting as well as income tax compliance inherent in the existing structure.

First Capital has received an advance income tax ruling from the Canada Revenue Agency in connection with the plan of arrangement.

The arrangement’s will be subject to approval of 66⅔% of the votes cast by unitholders at a special meeting of First Capital expected to be held later in 2025. The trustees and officers of First Capital have indicated their intention to vote in favour of the arrangement. In addition to the requirement for unitholder approval, the completion of the arrangement will be contingent on all necessary third-party, court and regulatory approvals, including the approval of the Toronto Stock Exchange.

Further information can be found on Newswire Canada’s website.

First Capital owns, operates and develops grocery‐anchored, open‐air centres in neighbourhoods with the strongest demographics in Canada.