TORONTO, April 6 /CNW/ - InnVest Real Estate Investment Trust ("InnVest")
(TSX:INN.UN) today announced that RiskMetrics Group, a leading North American
independent proxy advisory firm, has recommended that InnVest Unitholders vote
in favour of the nominees to the Board of Trustees proposed by management and
reject the slate nominated by dissident unitholder Royal Host Real Estate
Investment Trust. RiskMetrics recommends that InnVest Unitholders vote in
support of the Board and management on all proposals presented on the BLUE
proxy, including the adoption of the Second Amended and Restated Unitholders
Rights Plan (the "Rights Plan").
RiskMetrics Group, through its subsidiary ISS Governance Services, is
Canada's leading provider of corporate governance and proxy voting solutions
and provides proxy research, voting services and corporate governance advisory
services to financial institutions and corporations worldwide.
In making its recommendation to its clients, RiskMetrics noted that Royal
Host has provided no reasons for seeking to replace the independent trustees
nor any plans should it succeed in gaining control of InnVest. It also noted
that the limited information provided by Royal Host indicates that its
nominees all have "close relationships" with Royal Host Chairman and fellow
nominee George Armoyan. Regarding the Rights Plan, RiskMetrics has noted that
the plan adopted by InnVest meets RiskMetrics' new generation guidelines for
rights plans and therefore its adoption is recommended for the benefit of all
InnVest Unitholders. A copy of the Rights Plan is available on SEDAR.
"We welcome the independent and positive recommendations from
RiskMetrics," said Kenneth D. Gibson, InnVest's President and Chief Executive
Officer. "It confirms our view that InnVest's experienced nominees are best
suited to serving the long-term interests of Unitholders. We believe that it
is inappropriate for Royal Host, as a competitor in our industry, to have
access to InnVest Board deliberations, much less to control InnVest through
the majority of the Board positions. We urge InnVest Unitholders to follow the
recommendations of RiskMetrics and vote only the BLUE proxy in favour of the
InnVest nominees and the adoption of the Rights Plan."
Unitholders are advised to discard any proxy which may be received in
connection with the annual and special meeting other than the BLUE proxy that
was provided with the Management Information Circular issued by InnVest and
dated March 4, 2009.
InnVest's annual and special meeting of Unitholders will be held on
Tuesday, April 14, 2009 at 4:00 p.m. (Toronto time) at the St. Andrew's Club &
Conference Centre, 150 King Street West, 16th Floor, Toronto. Unitholders who
cannot attend the Meeting in person are asked to complete the BLUE proxy and
return it to Computershare Investor Services Inc., 100 University Avenue, 9th
Floor, Toronto, Ontario M5J 2Y1 no later than 5:00 p.m. (Toronto time) on
Thursday, April 9, 2009.
Unitholders with questions or who need assistance in voting their proxy
are encouraged to contact Kingsdale Shareholder Services Inc., InnVest's proxy
solicitor, toll-free at 1-866-879-7644.
InnVest REIT holds Canada's largest hotel portfolio together with an
interest in Choice Hotels Canada Inc. the largest franchisor of hotels in
Canada. The hotel portfolio currently comprises 146 hotel properties, with
over 19,000 guest rooms, operated under internationally recognized franchise
brands such as Comfort Inn(R), Holiday Inn(R), Quality Suites/Inn(R),
Radisson(R), Delta(R), Travelodge(R), Hilton(R) Staybridge Suites(R), Fairmont
Hotels(R), Sheraton Suites(R) and Best Western(R). InnVest's trust units and
outstanding convertible debentures trade on the Toronto Stock Exchange under
the symbols INN.UN, INN.DB.A, INN.DB.B and INN.DB.C, respectively.
(*)Note: Permission to quote from the RiskMetrics report was neither sought
For further information:
For further information: Kingsdale Shareholder Services: 1-866-879-7644;
InnVest Contact: Kenneth D. Gibson, President and Chief Executive Officer,
Tamara L. Lawson, Chief Financial Officer and Corporate Secretary, Tel: (905)
206-7100, Fax: (905) 206-7114 Fax: (905) 206-7114, Website: