Mr. Neil Downey reports

FIRST CAPITAL REIT ANNOUNCES RECEIPT OF INTERIM COURT ORDER FOR PLAN OF ARRANGEMENT

First Capital Real Estate Investment Trust has received an interim order of the Ontario Superior Court of Justice (commercial list) authorizing various matters in connection with the REIT's previously announced internal reorganization to be implemented through a plan of arrangement under Section 182 of the Business Corporations Act (Ontario) and Section 60 of the Trustee Act.

A special meeting of unitholders of the REIT will be held at 10 a.m. Toronto time on Nov. 24, 2025, at the offices of Stikeman Elliott LLP, 5300 Commerce Ct. West, 199 Bay St., Toronto, Ont., M5L 1B9, to consider and approve the arrangement. On or around Oct. 31, 2025, the REIT intends to mail meeting materials to unitholders of record as at the close of business on Oct. 20, 2025, which will include a management information circular and a form of proxy (or voting instruction form). The management information circular and certain related meeting materials will also be available under the REIT's issuer profile on SEDAR+ and on the REIT's website.

The proposed arrangement will not result in a change to First Capital's overall strategy, portfolio or operations. After completing the arrangement, unitholders will continue to hold the same number and percentage of outstanding trust units as they held immediately before the arrangement and the total number of trust units outstanding immediately following the arrangement will be the same as before. The REIT's trust units will continue to be listed on the Toronto Stock Exchange and retain the same Cusip number.

The arrangement will be effected pursuant to a plan of arrangement under the Business Corporations Act (Ontario) Trustee Act and is subject to the approval of 66-2/3rds per cent of the votes cast by unitholders at the meeting. 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.

Unitholders who vote in favour of the arrangement at the meeting will also be authorizing and approving the adoption of an amended and restated declaration of trust of the REIT, which includes amendments to the REIT's current declaration of trust necessary to effect the arrangement.

If approved by unitholders, the arrangement is expected to become effective on or around Nov. 30, 2025.

About First Capital Real Estate Investment Trust

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

We seek Safe Harbor.