Fronsac Announces the Signing of Protocols for the Acquisition of Interests in Two Real Estate Properties in Trois-Rivieres a...

Fronsac Real Estate Investment Trust (TSX VENTURE:GAZ.UN) (the "Trust" or
"Fronsac") announces the signing of protocols for the acquisition of interests
in two real estate properties located in Trois-Rivieres, Quebec.


"We are pleased to announce these agreements under which Fronsac acquires
interests in two prime real estate properties. The first property is leased to a
major player in the food industry which operates a convenience store with a gas
station. The second property is leased to another major player in the food
industry which operates a Shell gas station. Both of these acquisitions meet the
investment criteria established by the direction", stated Michel Lassonde,
President and CEO of Fronsac.


The first property is located at the intersection of Barkoff and Des Ormeaux
streets ("Property 1") in Trois-Rivieres (Cap-de-la-Madeleine). This represents
an ideal location on commercial street Barkoff and adjacent to Place des
Ormeaux. As part of the transaction, Fronsac will become General Partner of
Limited Partnership CDM-1 ("CDM-1"), the partnership owning Property 1, by
acquiring the units of two private investors (27)) and part of the units of
Plaza Z-Corp Properties Inc. ("Plaza Z") (23%), for an aggregate 50% interest in
CDM-1. Plaza Z and two private investors will retain 17% and 33% respectively of
CDM-1's units. The total consideration of $660,000 to be paid at the closing of
these acquisitions will be paid as follows:




1.  $184,800 will be paid in cash to one of the private investors;

2.  $475,200 will be paid by the issuance of 1,485,000 Preferred Units
    ("Units") of the Limited Partnership that will form Fronsac to acquire
    the interests of one of the private investors and Plaza Z in CDM-1,
    536,250 preferred units in favor of one of the private investors and
    948,750 preferred units in favor of Plaza Z. The units may be exchanged
    at any time for 1,485,000 units of Fronsac until December 31st, 2017.



Mr. Michael Zakuta, a trustee of Fronsac, is also an officer, director and
indirectly one of the shareholders of Plaza Z, and therefore this transaction
represents in part a related party transaction. Although some parties to the
transaction transacted at arm's length, the independent trustees of Fronsac have
commissioned an independent certified appraiser to obtain an external appraisal
of Property 1, which valued the property between $1,220,750 and $1,349,750. The
independent trustees approved the acquisitions since the price paid by Fronsac
values Property 1 at $1,320,000 (considering the Trust indirectly acquires 50%
of the property for a total consideration of $660,000), which is within the
price range established by the independent certified appraiser. Property 1
currently generates triple-net revenues of approximately $98,860 annually.

The second property is located at the intersection of Barkoff Street and Exit
202 of Highway 40 ("Property 2") in Trois-Rivieres (Cap-de-la-Madeleine). This
represents an ideal location since it is directly at the exit of Highway 40. In
accordance with the protocols, Fronsac will acquire the interest of a private
investor (44%) and a part of the interest of Plaza Z (21%), for a total interest
of 65% in Property 2. Plaza Z and another private investor will keep an interest
of 23% and 12% respectively in Property 2. The total consideration of $1,587,950
to be paid at the closing of these acquisitions will be paid as follows:




1.  $1,074,920 will be paid in cash to the private investor;

2.  $513,030 will be paid by the issuance, in favor of Plaza Z, of 1,603,200
    Preferred Units ("Units 2") of the Limited Partnership that will form
    Fronsac. Units 2 may be exchanged at any time for 1,603,200 units of
    Fronsac until December 31st, 2017.



As in the case of the acquisition of Property 1, this represents in part a
related party transaction since Michael Zakuta, a trustee of Fronsac, is also an
officer, director and indirectly one of the shareholders of Plaza Z. Although a
party to the transaction transacted at arm's length, the independent trustees of
Fronsac have again commissioned an independent certified appraiser to obtain an
external appraisal of Property 2, which valued the property between $2,329,875
and $2,575,125. The independent trustees approved the acquisitions since the
price paid by Fronsac values Property 2 at $2,443,000 (considering the Trust
indirectly acquires 65% of the property for a total consideration of
$1,587,950), which is within the price range established by the independent
certified appraiser. Property 2 currently generates triple-net revenues of
approximately $194,000 annually.


The closing of both transactions is scheduled before March 15th, 2013 with
effective date of transaction February 1st, 2013, and is subject to customary
conditions and the approval of the different competent authorities, including
the approval of the TSX Venture Exchange.


For more information regarding these acquisitions, which are, in part, related
party transactions under Regulation 61-101 respecting Protection of Miniority
Security Holders in Special Transactions, please refer to the Material Change
Report that will be available on SEDAR at www.sedar.com.


Fronsac is also pleased to announce the appointment of Mr. Etienne Lapointe as
Chief Financial Officer of the Trust, following the resignation of Mr. Martin
Grimard which takes effect on the same date.


Mr. Lapointe is a member of the Order of Chartered Accountants of Quebec and has
over five years of experience in various companies. Mr. Lapointe's expertise
includes investment analysis, financing structures, financial reporting and
analysis of internal controls.


Mr. Lapointe will serve as Chief Financial Officer of Fronsac on a consulting basis.

Michel Lassonde, CEO and President of the Trust, is pleased to welcome Mr. Lapointe.

It is with regret that Fronsac has accepted the resignation of Mr. Grimard and
wishes to express its gratitude for his dedication and commitment over the years
he served as Chief Financial Officer of the Trust. It is noteworthy that Mr.
Grimard will remain Secretary and Trustee of the Trust.


About Fronsac

Fronsac Real Estate Investment Trust is an open-ended trust that acquires and
owns high quality commercial real estate properties, rented to strong tenants
under long term, management free and net leases.


Forward-Looking Statements

This press release contains forward-looking statements and information as
defined by applicable securities laws, including statements relating to Fronsac
and expectations of the management regarding a proposed transaction and the
expected benefits thereof. There is no assurance that the proposed transaction
will be carried out and that the anticipated benefits will materialize. The
proposed transaction is subject to approval and consent of stakeholders and
there is no certainty that these will be achieved. Fronsac warns the reader that
actual events may differ materially from current expectations due to known and
unknown risks, uncertainties and other factors that could cause actual results
to differ materially from the results anticipated in such statements. Among
these include the risks related to economic conditions, the risks associated
with the local real estate market, the dependence to the financial condition of
tenants, the uncertainties related to real estate activities, the changes in
interest rates, the availability of financing in the form of debt or equity, the
effects related to the adoption of new standards, as well as other risks and
factors described from time to time in the documents filed by Fronsac with
securities regulators, including the management report. Fronsac does not update
or modify its forward-looking statements even if future events occur or for any
other reason, unless required by law or any regulatory authority.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Michel Lassonde
President and CEO
Fronsac Real Estate Investment Trust
[phone]