NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES FOR IMMEDIATE RELEASE
TORONTO, Feb. 20, 2013 /CNW/ - Daniel Drimmer announced today that in
connection with the acquisition (the "Acquisition") by True North Apartment Real Estate Investment Trust (the "REIT") of a portfolio of 17 properties located in Ontario, Québec, Alberta
and British Columbia, as part of the purchase price paid by the REIT,
Mr. Drimmer, through D.D. Acquisitions Partnership, acquired beneficial
ownership of 3,512,878 class B limited partnership units ("Class B LP Units of Rocky LP") of Rocky (2013) Limited Partnership, a limited partnership now
controlled by the REIT. The deemed issuance price was $4.27 per Class B
LP Unit of Rocky LP. Following the completion of the Acquisition, Mr.
Drimmer transferred the 3,512,878 Class B LP Units of Rocky LP to a
number of wholly-owned subsidiaries, namely, TransGlobe Pool 2A Ltd.,
TransGlobe Pool 2A Ltd., TransGlobe Pool 2B, Ltd., TransGlobe Pool 2C
Ltd., TransGlobe Pool 2D Ltd., TransGlobe Pool 2E Ltd., and TransGlobe
Pool 2F Ltd. Each of these entities, together with Mr. Drimmer and
D.D. Acquisitions Partnership, act jointly and in concert and are
collectively referred to herein as the "Acquiror".
After giving effect to the Acquisition and the completion of the
conversion of 15,950,500 subscription receipts of the REIT issued in
connection with the Acquisition into trust units of the REIT ("Units"), the Acquiror, together with the entities listed below, shall
beneficially own 9,085,753 Units (including an aggregate of 8,744,506
Units that may be acquired upon the exchange of Class B LP Units of
Rocky LP, class B limited partnership units of Blue-Starlight LP, a
limited partnership controlled by the REIT, and True North Limited
Partnership, a limited partnership controlled by the REIT, which are
accompanied by an aggregate of 8,744,506 special voting units of the
REIT ("Special Voting Units")) representing approximately 15.96% of the outstanding Units (based on
56,926,427 Units stated to be outstanding as of February 20, 2013 in
the REIT's news release issued on February 20, 2013 and after giving
effect to the exchange of all outstanding class B limited partnership
units for Units on a one-for-one basis).
Pursuant to an exchange agreement dated June 5, 2012, between REIT,
Starlight Investments Ltd. ("Starlight"), affiliates of Starlight, True North General Partner Corp. and
limited partnerships controlled by the REIT, each Class B LP Unit of
Rocky LP and each class B limited partnership unit of Blue-Starlight LP
and True North Limited Partnership may be exchanged for one Unit
without further consideration at which time a corresponding Special
Voting Unit will be cancelled.
The 3,512,878 Class B LP Units of Rocky LP acquired pursuant to the
Acquisition were acquired for investment purposes. The Acquiror,
together with the entities listed below, may from time to time acquire
additional securities of the REIT and its controlled entities (whether
pursuant to property acquisition transactions or otherwise), dispose of
some or all of the securities of any such entity or maintain its
current securities position in the entity.
This press release is being issued pursuant to National Instrument
62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting
Issuers which requires a report to be filed under the REIT's profile on SEDAR (www.sedar.com) containing additional information respecting the foregoing matters. A copy of such report may be obtained
by contacting Daniel Drimmer at (416) 234-8444.
SOURCE: Daniel Drimmer
For further information:
The names and addresses of the persons filing the report are:
D.D. Acquisitions Partnership
Drimmer Holdings Ltd.,
Transglobe Apartment Pool 1,
Transglobe Apartment Pool 2,
Transglobe Apartment Pool 5,
Transglobe Apartment Pool 12,
Transglobe Apartment Pool 17,
Transglobe Apartment Pool 18,
Transglobe Apartment Master LP
TransGlobe Pool 2A Ltd.
TransGlobe Pool 2A Ltd.
TransGlobe Pool 2B Ltd.
TransGlobe Pool 2C Ltd.
TransGlobe Pool 2D Ltd.
TransGlobe Pool 2E Ltd.
TransGlobe Pool 2F Ltd.
401 The West Mall,
Toronto, ON M9C 5J5