First Capital REIT, the Toronto-listed owner of urban grocery-anchored shopping centres, agreed on 16 April to be acquired by KingSett Capital and Choice Properties REIT in a cash-and-unit transaction valued at about C$9.4bn including assumed debt.
Why KingSett Capital and Choice Properties REIT is buying First Capital REIT
KingSett chief executive Rob Kumer pointed to renewed optimism and momentum in Canadian real estate and said the partners had aligned the assets with their respective strategies. Choice said the C$5.0bn portfolio of necessity-based neighbourhood centres would strengthen its urban presence and increase third-party retail tenant exposure by nearly half by floor area.
Deal terms and financing
Unitholders receive C$19.24 in cash and 0.3186 Choice units per unit, a total of C$24.40 based on Choice's 15 April close, a 17% premium to the 20-day VWAP and 8% above net asset value. KingSett's portion is funded by KingSett Real Estate Growth LP No. 8, which already owned about 3.8% of the units, and underwritten debt from TD Securities and Desjardins, with no financing condition. Choice will issue units, take a C$0.6bn equity investment from George Weston and assume First Capital's C$2.3bn of unsecured debentures.
Regulatory approvals and timing
The plan of arrangement under the Canada Business Corporations Act was approved by 99.78% of votes cast at a special meeting on 23 June 2026, and the Ontario Superior Court of Justice granted a final order on 25 June. Approval under the Competition Act remained outstanding, with closing expected in the fourth quarter of 2026.
Market context
First Capital's portfolio spans neighbourhoods in British Columbia, Alberta, Ontario and Quebec. Choice, spun out of Loblaw in 2013, faces Competition Bureau scrutiny because the acquired centres include grocery tenants that compete with Loblaw stores.
