TORONTO, Feb. 25 /CNW/ - Canadian Storage Partners, ULC ("CSP") and
InStorage Real Estate Investment Trust ("InStorage") (TSX: IS.UN) jointly
announced today that CSP intends to extend its offer (the "Offer") to acquire
all of the outstanding units (the "Units") of InStorage for C$4.00 in cash for
each Unit until 5:00 p.m. (Toronto time) on March 13, 2009.
It is a condition to CSP's obligation to complete the Offer that consents
be obtained from certain lenders or servicers of mortgage loans to InStorage
that form part of collateralized mortgage-backed securities pools. This
condition will not be satisfied by the original expiry time of the Offer.
However, CSP is working very hard with the relevant lenders and servicers and
anticipates that the required consents will be obtained by the expiry date of
the extended Offer.
CSP has already received the approval of the Minister of Industry for the
Offer and the Commissioner of Competition has issued a no-action letter,
confirming that grounds do not exist at this time to initiate proceedings
before the Competition Tribunal under the merger provisions of the Competition
Act with respect to the Offer. As such, CSP requires no further regulatory
approvals under either the Competition Act (Canada) or the Investment Canada
Act in respect of the Offer.
CSP has been advised by CIBC Mellon Trust Company, in its capacity as
depositary under the Offer, that as of 2:00 pm today 16,110,379 Units have
been tendered to the Offer, representing approximately 64% of the issued and
outstanding Units. When added together with the 4,763,900 Units currently
owned by CSP and its affiliates, this represents an aggregate of 20,874,279
Units and approximately 83% of the Units. As a result, the minimum tender
condition of at least 66 2/3% of the outstanding voting units of InStorage
would have been satisfied had the Offer expired today.
CSP will provide additional details regarding the proposed extension of
its offer shortly following the current expiry time on February 25, 2009, when
a notice of extension of the Offer will be mailed to unitholders. The Offer is
not being varied in any other respect.
Recent Developments regarding InStorage
InStorage previously reported that certain legal claims had recently been
made against it, none of which it considers material. Since InStorage reported
on these claims, a request for an injunction that was brought as part of one
claim by a business partner has been abandoned by the claimant.
About the Offer
CSP's offer and circular dated December 22, 2008 and related documents
were filed with Canadian regulatory authorities on December 22, 2008.
Unitholders of InStorage are urged to read the offer and circular and related
materials, as amended and supplemented by CSP's notice of extension to be
dated February 26, 2009. As previously announced, InStorage's Board of
Trustees has unanimously determined that the Offer is in the best interests of
InStorage and its unitholders and unanimously recommends that InStorage's
unitholders accept the Offer and tender their Units to the Offer.
Canadian Storage Partners, ULC
CSP is a member of the TKG-StorageMart group of affiliated companies. The
TKG-StorageMart group owns, operates and is developing 67 self-storage
facilities throughout North America totalling approximately 4.6 million square
feet of gross rentable area.
InStorage Real Estate Investment Trust
InStorage is an unincorporated open-ended real estate investment trust
that invests primarily in self-storage properties throughout Canada. InStorage
is the largest owner operator of self-storage facilities in Canada and is the
country's leading self-storage industry consolidator, with a current portfolio
of 60 owned self-storage properties located in British Columbia, Alberta,
Saskatchewan, Ontario and Quebec. InStorage's units are listed on the Toronto
Stock Exchange under the symbol IS.UN.
Additional information concerning InStorage may be obtained on its
website, www.instoragereit.ca, and on the SEDAR website at www.sedar.com,
under InStorage's profile.
BMO Capital Markets and Banc of America Securities LLC acted as financial
advisors to CSP. CSP's legal advisors are Davies Ward Phillips & Vineberg LLP
in Canada and Van Matre, Harrison, Volkert & Hollis P.C. in the U.S.
Brookfield Financial Corp. and RBC Dominion Securities Inc. acted as
financial advisors to InStorage. InStorage's legal advisors are McCarthy
This press release contains forward-looking statements, which are subject
to certain risks, uncertainties and assumptions. A number of factors could
cause actual results to differ materially from the results discussed in such
statements, and there is no assurance that actual results will be consistent
with them. Such forward-looking statements are made as at the date of this
news release, and neither CSP nor InStorage assumes any obligation to update
or revise them, either publicly or otherwise, to reflect new events,
information or circumstances, except as may be required under applicable
For further information:
For further information: Canadian Storage Partners, ULC, Michael G.
Burnam, Chief Executive Officer, Tel: (573) 449-0091; InStorage Real Estate
Investment Trust, T. James Tadeson, Chief Executive Officer, Tel: (416)