KEYreit advises unitholders to take NO ACTION in respect of revised Huntingdon Offer

TORONTO, March 28, 2013 /CNW/ - KEYreit (TSX: KRE.UN) today advised unitholders not to take any action at this time with respect to the announced proposal by Huntingdon Capital Corp. ("Huntingdon") to amend its take-over bid offer for all of the units of KEYreit (the "Huntingdon Offer").

In a news release issued on March 26, 2013, Huntingdon announced that it intends to amend the Huntingdon Offer to increase the consideration for each unit of KEYreit to $8.00 in cash or a combination of cash and Huntingdon common shares.  The Special Committee and the Board of Trustees (the "Board") of KEYreit will review the terms and conditions of the amended Huntingdon Offer if and when it is made.  Until such time, the Board advises unitholders not to tender to the Huntingdon Offer and to withdraw any units that have already been tendered.

"Given our leadership in small-box retail, there is enormous value in KEYreit," said Donald Biback, the Chairman of the Board, "Clearly, by the amount of interest we are witnessing now, others agree."

As announced on March 25, 2013, KEYreit has entered into a support agreement with Plazacorp Retail Properties Ltd. ("Plazacorp") pursuant to which Plazacorp will make an offer to acquire 100% of the KEYreit units (the "Plazacorp Offer").  The Plazacorp Offer is expected to be made to unitholders in early April 2013. Further information on the Plazacorp Offer can be found on KEYreit's website.

About KEYreit

KEYreit (TSX: KRE.UN) is Canada's premier small-box retail property owner with 226 properties in nine provinces across Canada. KEYreit's properties are well located and geographically diverse across Canada with the majority of all properties containing long-term quadruple net leases.

To find out more about KEYreit (TSX: KRE.UN), visit our website at www.keyreit.com.

Forward-Looking Statements

This press release contains certain information or statements that may constitute forward-looking information within the meaning of securities laws, which reflect the current view of KEYreit with respect to KEYreit's objectives, plans, goals, strategies, future growth, results of financial and operating performance and business prospects and opportunities. In some cases, forward-looking information can be identified by the use of terms such as "may", "will", "should", "expect", "plan", "anticipate", "believe", "intend", "estimate", "forecast", "predict", "potential", "continue" or other similar expressions concerning matters that are not historical facts. In particular, forward-looking information included in this press release includes, but is not limited to, statements with respect to the Plazacorp offer, KEYreit's ability to lease vacant property units, execute planned acquisitions, collect minimum rents, diversify its tenant base, undertake land intensification projects, refinance loans and mortgages at their maturity, complete accretive acquisitions, and maintain or grow monthly cash distribution levels, and also with respect to the timing of such events. Forward-looking information should not be read as guarantees of future events, performance or results, and will not necessarily be accurate indications of whether, or the times at which, such events, performance or results will be achieved. All of the statements and information in this press release containing forward-looking information are qualified by these cautionary statements.

Forward-looking statements are based on information available at the time they are made, underlying estimates and assumptions made by management and management's good faith belief with respect to future events, performance and results, and are subject to inherent risks and uncertainties surrounding future expectations generally which could cause actual results to differ materially from what is currently expected. Such risks and uncertainties include, but are not limited to, KEYreit's value maximizing process, reliance on key tenants, risks associated with investment in real property, competition, reliance on key personnel, financing and refinancing risks, distributions, environmental matters, tenant risks, risks related to current economic conditions and other risk factors more particularly described in KEYreit's most recent Annual Information Form available on SEDAR at www.sedar.com. Additional risks and uncertainties not presently known to KEYreit or that KEYreit currently believes to be less significant may also adversely affect KEYreit.

KEYreit cautions readers that the list of factors is not exhaustive and that should certain risks or uncertainties materialize, or should underlying estimates or assumptions prove incorrect, actual events, performance and results may vary significantly from those expected. There can be no assurance that the actual results, performance, events or activities anticipated by KEYreit will be realized or, even if substantially realized, that they will have the expected consequences to, or effect on, KEYreit. The reader should not place undue importance on forward-looking information and should not rely upon this information as of any other date.

KEYreit disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required under applicable securities laws.

SOURCE: KEYreit

For further information:

Investor relations, please contact: 
Teresa Neto
Chief Financial Officer
416-361-9953
teresa.neto@keyreit.com

KEYreit unitholders, please contact:
Kingsdale Shareholder Services Inc.
1-888-518-1562 toll-free in North America
1-416-867-2272 outside of North America (collect calls accepted)
contactus@kingsdaleshareholder.com

Media, please contact: 
Longview Communications Inc.
Alan Bayless 604-694-6035, abayless@longviewcomms.ca
Olena Lobach 416-649-8009, olobach@longviewcomms.ca



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