Choice Properties and KingSett to Acquire First Capital in C$9.4 Billion Deal

First Capital Real Estate Investment Trust (FCR-UN.TO) announced on Thursday a definitive agreement to be acquired by Choice Properties REIT and KingSett Capital. The transaction, which includes debt, is valued at approximately C$9.4 billion. The acquisition is structured as a plan of arrangement that splits the assets between the two buyers. Choice Properties will integrate approximately C$5 billion in retail assets to enhance its scale and strengthen its existing portfolio. Simultaneously, KingSett Capital will acquire roughly C$4.4 billion in assets along with all outstanding First Capital units. Under the terms of the agreement, First Capital unitholders are set to receive C$19.24 in cash and 0.3186 units of Choice Properties for each unit held. This implies a total consideration of C$24.40 per unit, representing a 17% premium over the 20-day volume-weighted average price and an 8% premium over the company's net asset value. Choice Properties noted that the acquisition will be managed under a disciplined capital structure. The company expects a pro forma net debt to adjusted EBITDA ratio of approximately 8.5x, with a strategic path toward deleveraging over time. The transaction is expected to close in the second half of 2026. Following the completion of the deal, First Capital units will be delisted from the Toronto Stock Exchange. Prior to the announcement, First Capital units closed at C$21.84.