CALGARY, July 18 /CNW/ - LEBEN REAL ESTATE INVESTMENT TRUST ("Leben") is
pleased to announce that it has completed the sale of eight real estate
properties ("Properties") to WHITEROCK REAL ESTATE INVESTMENT TRUST
("Whiterock") for a total purchase price of approximately $80 million (subject
to closing adjustments).
The Properties total approximately 341,000 sq. ft. (approximately 54%
office, 30% industrial, and 16% retail) and are currently 99% leased with a
5.7 year average remaining lease term at rates which are 20% below market. The
purchase price, excluding closing and transaction costs, represents a going-in
capitalization rate of approximately 7.0%.
Pursuant to the terms of the Purchase and Sale Agreement dated May 29,
2008, $22,800,000 of the purchase price was paid by the issuance by Whiterock
of: (a) 991,304 trust units of Whiterock ("Whiterock Units") at a price of
$11.50 per Whiterock Unit; and (b) $11,400,000 principal amount 6.0% unsecured
redeemable subordinated convertible debentures due 2012 ("Debenture"). The
Debenture provides for quarterly interest payments, with the principal amount
and accrued unpaid interest to be paid at maturity. The principal amount
outstanding under the Debenture may be converted, in whole or in part, at any
time after July 16, 2009 into Whiterock Units at a price of $13.22 per
Whiterock Unit. The balance of the purchase price was paid in cash and the
assumption/retirement of debt secured against the Properties.
Neither Leben or its affiliates owned or controlled any Whiterock Units
prior to the transaction. The 991,304 Whiterock Units are owned by affiliates
of Leben over which Leben exercises control and direction, and constitute 8.4%
of the outstanding Whiterock Units. Assuming full conversion of the Debentures
(which are not convertible for a period of 12 months), an additional 862,330
Whiterock Units will be issued, which would represent 14.7% of the presently
outstanding Whiterock Units. The Units and Debenture were issued in reliance
upon the prospectus and registration exemptions set forth in section 2.12 of
National Instrument 45-106 and are subject to a 4 month restricted period
expiring on November 17, 2008.
The Whiterock Units are listed and posted for trading on the TSX.
Information on Whiterock REIT and the Whiterock Units (trading symbol: WRK.UN)
is available to the public at www.tsx.com. The continuous disclosure record of
Whiterock REIT, including the audited consolidated financial statements and
MD&A for the year ended December 31, 2007, the unaudited consolidated
financial statements and MD&A for the three months ended March 31, 2008, the
Annual Information Form dated March 20, 2008; the Management Information
Circular dated June 4, 2008, news releases, material change reports and
material agreements may be viewed at www.sedar.com. Whiterock REIT also posts
information on its website at www.whiterockreit.ca.
Leben would like to thank Canaccord Capital Corporation who were
instrumental throughout the process of selling its real estate portfolio.
Should any Leben Unitholder have any questions or concerns regarding the
sale, please do not hesitate to contact Leben at No. 910, 906 - 12 Avenue SW,
Calgary, Alberta T2R 1L7 at 403-209-0959 (telephone), 1-877-209-0959 (toll
free), 403-355-9125 (fax) or by email at firstname.lastname@example.org. A copy of the
early warning report filed by Leben can be obtained by request to Ryan
Robertson, General Counsel at the same telephone and fax numbers.
For further information:
For further information: No. 910, 906 - 12 Avenue SW, Calgary, Alberta,
T2R 1L7 at (403) 209-0959 (telephone), 1-877-209-0959 (toll free), (403)
355-9125 (fax) or by email at email@example.com