VICTORIA, Sept. 25 /CNW/ - British Columbia Investment Management
Corporation ("bcIMC") announced today that its indirect wholly-owned
subsidiary, BFO Acquisition Limited Partnership ("BFO LP"), has paid for and
completed the acquisition of 45,815,577 units of Canadian Hotel Income
Properties Real Estate Investment Trust ("CHIP REIT") (TSX: HOT.UN, HOT.DB.A)
(approximately 90.9% of the total issued and outstanding units) and
$11,130,000 aggregate principal amount of CHIP REIT 6.0% convertible
debentures (approximately 85.4% of the total issued and outstanding 6.0%
convertible debentures) that were tendered to the take-over bid made by BFO LP
prior to the initial expiry time of 5:00 p.m. (Toronto time) on September 20,
2007, as well as Units that were validly tendered to such take-over bid on
Friday, September 21, 2007 following bcIMC's and BFO LP's extension of the
offer. The offer, as extended, expires at 5:00 p.m. (Toronto time) on
October 2, 2007.
The units were acquired for cash consideration of Cdn. $19.10 per unit.
The 6.0% convertible debentures were acquired for cash consideration of Cdn.
$1,625.53 in cash per $1,000 principal amount of 6.0% convertible debentures,
plus an amount equal to accrued and unpaid interest on the principal amount of
the 6.0% convertible debentures up to, but excluding, September 20, 2007, the
initial expiry date of BFO LP's offer. As a result, BFO LP owns 45,815,577
units of CHIP REIT, representing approximately 90.9% of the issued and
outstanding units, and $11,130,000 principal amount of CHIP REIT 6.0%
convertible debentures, representing approximately 85.4% of the aggregate
principal amount of the outstanding 6.0% convertible debentures.
The purpose of BFO LP's offer is to enable it to acquire all of the units
and 6.0% convertible debentures of CHIP REIT. Since BFO LP has acquired not
less than 90% of the outstanding units under the offer, it intends to use the
compulsory acquisition provisions in CHIP REIT's declaration of trust to
acquire the remaining units. BFO LP expects to initiate such a compulsory
acquisition within 30 days following expiry of the offer, as extended.
In addition, since not less than 66 2/3% of the aggregate principal
amount of the 6.0% convertible debentures were acquired by BFO LP under the
offer, BFO LP intends to approve an extraordinary resolution to amend the
trust indenture governing the 6.0% convertible debentures to permit a
compulsory acquisition of the remaining 6.0% convertible debentures in such
circumstances. BFO LP expects to complete such a compulsory acquisition
promptly following expiry of the offer, as extended.
Previously, in connection with the offer, BFO LP, bcIMC, in its capacity
as trustee of the Realpool Investment Fund, and CHIP REIT entered into a
support agreement on August 1, 2007, pursuant to which, among other things,
CHIP REIT agreed to recommend that holders of units and 6.0% convertible
debentures accept BFO LP's offer. In addition, on August 1, 2007, BFO LP and
bcIMC, as trustee for the Realpool Investment Fund, entered into a Lock-Up
Agreement with Belkin Enterprises Ltd. and certain of its affiliates, under
which Belkin and those affiliates agreed, subject to certain conditions, to
tender all units and 6.0% convertible debentures held by them to the offer by
bcIMC has appointed Georgeson Shareholder Communications Canada Inc. as
information agent for the offer. Any questions and requests for assistance
with respect to the offer may be directed to Georgeson toll free in North
America at: 1-888-605-7640.
bcIMC is an investment management corporation based in Victoria, BC. With
over $83 billion in assets under administration with global exposure, and
supported by industry-leading expertise, bcIMC offers fund management services
for all major asset classes, including currency and infrastructure investment.
bcIMC's clients include public sector pension plans, the BC provincial
government, public trusts and insurance funds. For more information, visit
BFO LP's principal place of business is located at Sawmill Point, 3rd
Floor, 2940 Jutland Road, Victoria, British Columbia V8T 5K6.
About CHIP REIT
CHIP REIT is an integrated hotel real estate investment trust focused on
mid-market and upscale full-service hotels. Through its large, diversified
portfolio, CHIP REIT provides investors with stable income and growth
potential through acquisitions, repositioning and franchising under banners
that include Delta, Radisson, Marriott and Hilton. CHIP REIT currently owns
and manages 32 hotels with approximately 7,700 guestrooms. In 2006, CHIP REIT
was named "Hotel Company of the Year" by Hotelier Magazine, becoming the first
REIT to win a Pinnacle Award in the hospitality industry's national
recognition program. CHIP REIT units and convertible debentures trade on the
Toronto Stock Exchange under the symbols HOT.un and HOT.db.a.
This news release contains forward-looking information related to, but
not limited to, the offer by BFO LP to acquire the units and 6.0% convertible
debentures of CHIP REIT and possible future transactions, including a
subsequent acquisition transaction. Forward-looking information typically
contains statements with words such as "anticipate", "believe", "expect",
"plan" or similar words suggesting future outcomes. Such forward-looking
statements are subject to risks, uncertainties and other factors, which could
cause actual results to differ materially from future results expressed,
projected or implied by such forward-looking statements. Such factors include,
but are not limited to, the results of any extension of the offer and the
offeror's decision with respect to, or ability to implement, a compulsory
acquisition or subsequent acquisition transaction. bcIMC and BFO LP disclaim
any intention or obligation to update or revise any such forward-looking
statements, whether as a result of new information, future events or
otherwise, except as required by law.
For further information:
For further information: Gwen-Ann Chittenden, Manager Corporate
Initiatives, British Columbia Investment Management Corporation, Phone: (250)
507-0128, Fax: (250) 387-7874, firstname.lastname@example.org, www.bcimc.com; Kevin
Grayston, Executive Vice President and CFO, CHIP REIT, Phone: (604) 646-2447,
Fax: (604) 646-2404, www.chipreit.com