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Vancouver, British Columbia--(Newsfile Corp. - November 18, 2025) - North America Home Finance Inc. ("NAHF" or the "Company"), a Canadian residential real estate finance and asset development company pioneering shared-equity homeownership solutions, today announced the launch of its Initial Public Offering (the "Offering") in connection with which a preliminary prospectus (the "Preliminary Prospectus") has been filed with the securities regulatory authorities in the provinces of British Columbia, Alberta and Ontario, for an initial public offering of units of the Company (the "Units"). The Offering is being made on a commercially reasonable efforts basis and is led by Hampton Securities Limited, as exclusive agent (the "Agent").
The Offering consists of a minimum of 6,800,000 Units and a maximum of 10,000,000 Units at a price of $0.50 per Unit, for gross proceeds of a minimum of $3.4 million and a maximum of $5.0 million, subject to the over-allotment option (described below). Each Unit consists of one common share of the Company (a "Unit Share") and one-half of one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant will entitle the holder to purchase one common share in the capital of the Company (each, a "Warrant Share") at a price of $0.85 per share at any time within 24 months of the closing of the Offering.
The Company has granted to the Agent an option, exercisable, in whole or in part, at the sole discretion of the Agent, for a period of 30 days from the closing of the Offering, to offer for sale additional Units of up to 15% of the number of Units issued pursuant to the Offering on the closing date.
NAHF will apply to list its common shares (including the Unit Shares and the Warrant Shares), Warrants, and Housing Shares (as defined below) on the Canadian Securities Exchange ("CSE"). Listing will be subject to the Company fulfilling all applicable listing requirements and conditions of the CSE. The closing of the Offering is expected to close on or about December 12, 2025, or on such other date as agreed upon between the Company and Agent and is subject to customary closing conditions, including, among other things, the receipt of customary approvals, including regulatory and stock exchange approvals.
Concurrent exchange offering to existing securityholders
Concurrently with the Offering, NAHF is conducting an exchange offering pursuant to which holders of certain previously issued bonds and rights may exchange such securities for series 1 non-voting preferred shares in the capital of the Company (the "Housing Shares") at a fixed exchange value of $10.30 per Housing Share (the "Exchange Offering"). The Exchange Offering is intended to strengthen the Company's balance sheet and align prior investors with long-term housing value creation.
Use of Proceeds
The Company intends to use the net proceeds from the Offering to repay certain liabilities, fund general corporate purposes (including general and administrative expenses, management fees and consulting costs), support working capital, and cover costs associated with listing and becoming a reporting issuer. A more detailed description of the use of proceeds is set out in the Preliminary Prospectus.
Availability of Preliminary Prospectus
The Preliminary Prospectus contains important information relating to the Company, the Units, the Offering and the Exchange Offering, and is subject to completion or amendment. Access to the Preliminary Prospectus and any amendment thereto is provided in accordance with securities legislation relating to procedures for providing access to a prospectus any amendment thereto. A copy of the preliminary prospectus is available under the Company's SEDAR+ profile at www.sedarplus.ca. An electronic or paper copy of the Preliminary Prospectus may be obtained, without charge, from the Agent at (416) 862-8686 and idesk@hamptonsecurities.com by providing the Agent with an email address or address, as applicable. The Preliminary Prospectus has not yet become final. There will not be any sale or any acceptance of an offer to buy the Units or any exchange for Housing Shares under the Exchange Offering until a receipt for the final prospectus in respect of the Offering has been issued.
No securities regulatory authority has either approved or disapproved of the contents of this news release.
The Units, the Unit Shares and the Warrants comprising the Units, the Warrant Shares issuable upon exercise of the Warrants, and the Housing Shares issuable in connection with the Exchange Offering, have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws. Accordingly, the Units may not be offered or sold within the United States or to U.S. persons (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws, or pursuant to exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities of the Company in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Advancing a New Model for Housing Affordability
NAHF is developing and acquiring residential properties while offering consumers shared-equity pathways to home equity. Through its proprietary HomePlan program, residents can build equity and move toward ownership while living in high-quality rental housing.
"NAHF was created to expand access to housing in a way that is financially sustainable for both households and investors," says George Lawton, Chief Executive Officer of NAHF. "This offering allows us to accelerate our growth strategy, expand our shared-equity housing portfolio, and support more families in building intergenerational stability through homeownership."
The Company's development pipeline includes multi-family and single-family housing communities in British Columbia, with additional markets under evaluation.
About North America Home Finance Inc.
North America Home Finance Inc. is a Canadian residential real estate finance and asset development company focused on expanding housing access through shared-equity and next-generation ownership pathways. The Company develops, acquires and manages income-producing residential housing communities in Canada.
Contact
Investor Relations
North America Home Finance Inc.
9th Floor - 1021 West Hastings Street
Vancouver, BC V6E 0C3
Email: admin@nahomefinance.com
Website: www.nahomefinance.com
Forward-Looking Information
This news release contains forward-looking information within the meaning of applicable securities legislation. In some cases, forward-looking information can be identified by words or phrases such as "may", "might", "will", "should", "could", "expect", "anticipate", "continue", "plan", "seek", "estimate", "indicate", "believe", "intend", "project", "potential", "forecast", "budget", "target", "goal", "objective", "schedule", "is/are likely to" or the negative of these terms and other similar expressions intended to identify forward-looking information. The Company has based the forward-looking information contained herein on its current expectations and projections about future events and financial trends that it believes might affect its financial condition, results of operations, business strategy and financial needs. The forward-looking information contained herein includes, among other things, statements relating to: the expected terms of and timing of completion of the Offering and the Exchange Offering and the expected use of proceeds therefrom and expected benefits of the Offering and the Exchange Offering to NAHF; the application for listing of the Common Shares, Warrant Shares, Warrants, and Housing Shares on the CSE; the planned business activities of the Company and the strategy by which it expects to achieve these objectives; NAHF developing and acquiring residential properties while offering consumers shared-equity pathways to home equity;
Such forward-looking information is based on a number of material factors and assumptions, including, but not limited to, expectations and assumptions relating to: the Offering and the Exchange Offering will be completed on the terms currently contemplated and in accordance with the timing currently contemplated; the CSE will approve the listing of the Common Shares, Warrant Shares, Warrants, and Housing Shares; the Company will realize the anticipated benefits of the Offering and the Exchange Offering; results of planned development activities; the price of housing assets; the cost of identification, acquisition and development activities; that as the business continues to develop, there will be no changes that would materially adversely affect the business; that financing will be available if and when needed and on reasonable terms; that third-parties, supplies and governmental and other approvals required to conduct the business will be available on reasonable terms and in a timely manner; that there will be no revocation of adverse amendments to or delays in granting government approvals; that general business, economic, competitive, social, and political conditions will not change in a material adverse manner; and the assumptions underlying the Company's business model; other estimates, assumptions, and forecasts will be accurate. While the Company considers these material factors and assumptions to be reasonable based on information currently available to it, they may prove to be incorrect.
Forward-looking information involves known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements and forward-looking information. Such risks include but are not limited to: the Offering and the Exchange Offering may not be completed on the terms or in accordance with the timing currently contemplated, or at all; less than the maximum Offering being achieved; a receipt for the final prospectus for the Offering and the Exchange Offering may not be obtained; the CSE may not approve listing of some or all of the Common Shares, Warrant Shares, Warrants, and Housing Shares; HomePlan products are new and may be subject to regulation; HomePlan tenants may not qualify for mortgage financing; and the Company may not achieve some or all of its business objectives. See "Risk Factors" in the Preliminary Prospectus as well as the risk factors discussed in the management's discussion and analysis appended to the Preliminary Prospectus for a complete list of risks relating to an investment in the Company.
Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information.
The forward-looking information contained in this news release are made as of the date hereof and, unless so required by applicable law, the Company undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise. The forward-looking information contained in this news release is expressly qualified by this cautionary statement.
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SOURCE: North America Home Finance Inc.