Cominar announces $100 million issue of convertible debentures



    
    /NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE
    U.S./
    

    QUEBEC CITY, Sept. 1 /CNW Telbec/ - Cominar Real Estate Investment Trust
("Cominar") (TSX: CUF.UN) announces today that it has entered into an
agreement to sell, on a bought deal basis, $100,000,000 aggregate principal
amount of convertible unsecured subordinated debentures of Cominar (the
"Debentures") to a syndicate of underwriters led by National Bank Financial
Inc. and BMO Capital Markets. The proceeds from the sale of the Debentures
will be used to pay down debt outstanding under current credit facilities,
which was used to finance Cominar's ongoing acquisition and development
pipeline, and will be used to finance future acquisitions and developments.
The Debentures will be offered in all provinces of Canada by way of a
short-form prospectus.
    The Debentures bear an interest rate of 6.5% per annum payable
semi-annually in arrears on September 30 and March 31 in each year commencing
on March 31, 2010, and will mature on September 30, 2016 (the "Maturity
Date"). The Debentures will be convertible at the holder's option into units
of Cominar (the "Units") at any time prior to the earlier of the Maturity Date
and the date fixed for redemption at a conversion price of $20.50 per Unit
(the "Conversion Price"), being a ratio of approximately 48.781 Units per
$1,000 principal amount of Debentures. The Debentures will not be redeemable
before September 30, 2012. On and after September 30, 2012 and prior to
September 30, 2014, the Debentures may be redeemed in whole or in part from
time to time at Cominar's option provided that the volume weighted average
trading price for the Units is not less than 125% of the Conversion Price. On
and after September 30, 2014 and prior to the Maturity Date, the Debentures
may be redeemed in whole or in part from time to time at Cominar's option at a
price equal to their principal amount plus accrued interest. Subject to
regulatory approval, Cominar may satisfy its obligation to repay the principal
amount of the Debentures on redemption or at maturity, in whole or in part, by
delivering that number of Units equal to the amount due divided by 95% of the
market price for the units at that time, plus accrued interest in cash.
    Cominar has also granted the underwriters an over-allotment option to
purchase an additional number of Debentures equal to 15% of the size of the
offering. The over-allotment option may be exercised until 30 days following
the closing of the offering.
    The Debentures and the underlying Units have not been and will not be
registered under the United States Securities Act of 1933 and accordingly will
not be offered, sold or delivered, directly or indirectly within the United
States, its possessions and other areas subject to its jurisdiction or to, or
for the account or for the benefit of a U.S. person, except pursuant to
applicable exemptions from the registration requirements. The offering is
subject to normal regulatory approvals including approval of the Toronto Stock
Exchange and is expected to close on or before September 22, 2009.
    
    Portfolio as at September 1, 2009
    ---------------------------------
    
    Cominar is the largest commercial property owner and manager in the
Province of Québec. Cominar owns a real estate portfolio of 215 high quality
properties, consisting of 38 office, 38 retail and 139 industrial and
mixed-use buildings that cover a total area of over 18.5 million square feet
in the Greater Québec City, Montreal and Ottawa areas. Cominar's objectives
are to deliver growing cash distributions to its unitholders and to maximize
unitholder value through proactive management and the growth of its portfolio.
    
    Forward-Looking Statements
    --------------------------
    
    This press release may contain forward-looking statements with respect to
Cominar Real Estate Investment Trust and its operations, strategy, financial
performance and condition. These statements generally can be identified by use
of forward looking words such as "may", "will", "expect", "estimate",
"anticipate", "intends", "believe" or "continue" or the negative thereof or
similar variations. The actual results and performance of Cominar Real Estate
Investment Trust could differ materially from those expressed or implied by
such statements. Such statements are qualified in their entirety by the
inherent risks and uncertainties surrounding future expectations. Some
important factors that could cause actual results to differ materially from
expectations include, among other things, general economic and market factors,
competition, changes in government regulation and the factors described under
"Risk Factors" in the annual information form of Cominar Real Estate
Investment Trust. The cautionary statements qualify all forward-looking
statements attributable to Cominar Real Estate Investment Trust and persons
acting on its behalf. Unless otherwise stated, all forward-looking statements
speak only as of the date of this press release and Cominar Real Estate
Investment Trust has no obligation to update such statements.
    %SEDAR: 00010204EF




For further information:

For further information: Mr. Michel Dallaire, P.Eng., President and
Chief Executive Officer, Cominar Real Estate Investment Trust, (418) 681-8151

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Cominar Real Estate Investment Trust

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