Halmont Properties Corporation Closes C$50,000,000 Non-Brokered Private Placement

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TORONTO, Dec. 31, 2024 (GLOBE NEWSWIRE) — Halmont Properties Corporation (TSX-V: HMT) (“Halmont” or “Organization”) is pleased to announce that it has closed the offering of a private property for sale (the “A donation”) with net proceeds of C$50,000,000. The offering consisted of 50,000,000 Series II preferred shares of the Corporation (the “Series II Convertible Preferred Stock”) at a price of C$1.00 Series II Convertible Preferred Share. Each Series II Convertible Preferred Share entitles its holder to an annual dividend of 5.0%, payable at any time by the Corporation’s board of directors.

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Each Series II Convertible Preferred Share is convertible at the option of the holder thereof into one (1) subordinate voting share of the Corporation (each, “Subordinate Voting Share”) at a price of C$1.00 per Subordinate Voting Share on or before December 31, 2034 (the “Last Date for Voluntary Conversion“). Each Series II Convertible Preferred Share will automatically convert into one (1) Subordinate Voting Share at a conversion price of C$1.00 per Subordinate Voting Share on the day the closing price of a majority of the Company’s voting shares exceeds C$1.50 in twenty (20). ) consecutive trading days. After the Final Voluntary Conversion Date, the Corporation shall have the right to redeem any outstanding Series II Convertible Preferred Share at any time for a cash payment of C$1.00 per Series II Convertible Preferred Share and all accrued and unpaid dividends. No commission or acquirer’s fee has been paid in connection with the Offering.

The proceeds of the Offering will be used to develop Halmont’s investments in the real estate and forestry sectors and will be used to pay off existing debt obligations, thereby strengthening Halmont’s balance sheet and improving liquidity. The offering was made through a private placement in Canada. All securities issued under the Offering are subject to a Canadian withholding period of four months and one day from the closing date of the Offering and the resale rules of applicable securities laws. Halmont has received final acceptance from the TSX Venture Exchange for the Offering.

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Insider subscriptions accounted for approximately C$15,000,000 of the total proceeds of the Offering. The purchase of securities by third parties constitutes a “related party transaction” within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 – Protection of Junior Security Officers from Special Actions (“MI 61-101“). The Corporation relies on the exemption from minority shareholder review and approval in MI 61-101 contained in sections 5.5(a), 5.5(b) and 5.7(1)(a) of MI 61-101 with respect to such insider. participation, as the Corporation is not listed in a particular market and the fair market value of participation in the Offer by insiders. does not exceed 25% of the Corporation’s market capitalization in accordance with MI 61-101. The Company did not file a material change report more than 21 days prior to the closing of the Offering because the details of the internal participation were not finalized until close to the closing time and the Corporation wishes to close the Offering as soon as possible for sound business reasons. .

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The Series II Convertible Preferred Shares are not registered under the US Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This press release will not constitute an offer to sell or the solicitation of an offer to buy and there will not be any sale of securities in any jurisdiction where such offer, solicitation or sale would be unlawful.

About Halmont Properties Corporation

Halmont Properties Corporation invests directly in real estate and securities of property, energy and infrastructure companies.

For more information about the Company, visit www.halmontproperties.ca

Or contact:

Heather M. Fitzpatrick, President, at (416) 364-7024 or info@halmontproperties.ca

Neither the TSX Venture Exchange nor its Legal Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Note Regarding Forward-Looking Information

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This news release contains certain forward-looking statements including management’s assessment of the Company’s future plans and operations based on current outlook and expectations. All statements other than statements of historical fact are forward-looking statements. These statements contain significant known and unknown risks and uncertainties, some of which are beyond the Company’s control. The Company’s actual results, performance or achievements may differ materially from those expressed, or implied, by these forward-looking statements. Readers should not place undue reliance on these forward-looking statements which represent estimates and assumptions only as of the date on which such statements are made. The Corporation undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Additional risks and uncertainties regarding the Corporation are described in its publicly available disclosure documents, filed by the Corporation on SEDAR+ (www.sedarplus.ca) unless reviewed here.

Because
additional
information:

Heather M. Fitzpatrick, President | 647-448-7147

Rating of the company Halmont Properties Corporation
181 Bay Street, IN200
Toronto, ON M5J 2T3

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