Summit Industrial Income REIT announces terms of public offering and files a final short form prospectus
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TORONTO, Feb. 14, 2013 /CNW/ - Summit Industrial Income REIT ("Summit II") (TSXV: SMU.UN) announced today that it has, in connection with its previously announced marketed public offering, entered into an underwriting agreement (the "Underwriting Agreement") with a syndicate of underwriters led by BMO Capital Markets which includes CIBC World Markets Inc., RBC Dominion Securities Inc., National Bank Financial Inc., Scotia Capital Inc., TD Securities Inc. and Canaccord Genuity Corp. (collectively, the "Underwriters") to sell 11,120,000 units of Summit II (the "Units") at price of $6.75 per Unit for gross proceeds of $75,060,000 (the "Offering").
Summit II has also granted the Underwriters an over-allotment option exercisable, in whole or in part, to purchase up to an additional 1,668,000 Units at a price of $6.75 per unit (for estimated additional aggregate gross proceeds to Summit II of $11,259,000 if the over-allotment option is exercised in full) for a period of 30 days from the closing date of the Offering, to cover over-allotments, if any, and for market stabilization purposes.
Summit II has filed a final short form prospectus dated February 13, 2013 with securities authorities in all provinces and territories of Canada (the "Prospectus"). A copy is available under Summit II's profile on SEDAR at www.sedar.com, once a receipt for the final short form prospectus has been issued.
The Offering is scheduled to close on or about February 26, 2013 and is subject to standard closing conditions, as provided in the Underwriting Agreement, including approval by the TSX Venture Exchange.
As previously disclosed, Summit II has entered into agreements in connection with five potential acquisitions (the ''Acquisitions'') of industrial properties (the "Acquisition Properties"). Three of the Acquisitions are in the Greater Toronto Area (the ''GTA''), one is in Moncton, New Brunswick, and one is in Edmonton, Alberta. One of the Acquisitions in the GTA is for a portfolio of eight properties in Brampton (the "Brampton Portfolio"). The Acquisitions will be completed pursuant to various purchase and sale agreements between a subsidiary of Summit II and the vendors of the various properties. None of the Acquisitions are conditional on any of the other Acquisitions except that the acquisition of the properties that make up the Brampton Portfolio are conditional upon the acquisition of all, but not less than all, of the properties that make up the Brampton Portfolio. The aggregate purchase price (including closing costs) for the Acquisitions is anticipated to be approximately $177 million. The net proceeds from the Offering are expected to be used by Summit II, along with cash on hand, an assumed mortgage, certain committed mortgages, certain pending mortgages and a bridge facility from an affiliate of BMO Capital Markets (if and to the extent required), to fund the purchase of the Acquisition Properties. Certain of the Acquisitions may close prior to the closing of the Offering or shortly thereafter and may be funded initially without using proceeds from the Offering such that the proceeds of the Offering will be used to pay down indebtedness of Summit II. In the event that Summit II is unable to complete all of the Acquisitions, Summit II may, in its discretion, elect to acquire less than all of the Acquisition Properties. For more information on the Acquisition Properties, please see the final short form prospectus available on SEDAR at www.sedar.com.
The securities offered have not and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any U.S. State securities laws and may not be offered or sold, directly or indirectly, within the United States or its territories or possessions other than pursuant to an available exemption from the registration requirements of the U.S. Securities Act. This press release does not constitute an offer to sell or a solicitation of an offer to buy any such securities within the United States, or its territories or possessions, or to or for the account of any U.S. person.
About Summit II
Summit Industrial Income REIT is an open-ended mutual fund trust focused on growing and managing a portfolio of light industrial properties across Canada. Summit II's units are listed on the TSX Venture Exchange and trade under the symbol SMU.UN.
Caution Regarding Forward Looking Information
This news release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", "objective", "ongoing", "may", "will", "project", "should", "believe", "plans", "intends", "goal" and similar expressions are intended to identify forward-looking information or statements. More particularly and without limitation, this news release contains forward looking statements and information concerning the closing of the Offering , the completion and financing of the Acquisitions (including the receipt of any approvals and consents required to complete the Acquisitions). The forward-looking statements and information are based on certain key expectations and assumptions made by Summit II, including identifying qualified candidates. Although Summit II believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward looking statements and information because Summit II can give no assurance that they will prove to be correct. By its nature, such forward-looking information is subject to various risks and uncertainties, which could cause the actual results and expectations to differ materially from the anticipated results or expectations expressed. These risks and uncertainties include, but are not limited to, market conditions, tenant risks, current economic environment, environmental matters, general insured and uninsured risks and Summit II being unable to obtain any required financing and approvals. Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date hereof, and to not use such forward looking information for anything other than its intended purpose. Summit II undertake no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release
SOURCE: Summit Industrial Income REITFor further information:
Paul Dykeman, CEO at (902) 448-8044