/NOT FOR DISSEMINATION IN THE UNITED STATES OR DISTRIBUTION THROUGH
UNITED STATES NEWS OR WIRE SERVICES./
MONTREAL, July 9, 2013 /CNW/ - PRO Real Estate Investment Trust
("PROREIT" or the "REIT") (TSXV: PRV.UN) today announced that it has
filed a preliminary short form prospectus with the securities
authorities in all provinces of Canada with respect to a proposed
offering of units, with the aggregate number of units to be issued and
the price per unit to be determined in the context of the market.
The offering is being made on an underwritten basis through a syndicate
of underwriters led by Canaccord Genuity Corp. and including TD
Securities Inc., BMO Nesbitt Burns Inc., CIBC World Markets Inc.,
National Bank Financial Inc., RBC Dominion Securities Inc., and Scotia
PROREIT has been established to own a portfolio of diversified
commercial real estate properties in Canada, with a focus on primary
and secondary markets in Québec, Atlantic Canada and Ontario.
Acquisition of Properties
The REIT has entered into agreements in connection with the potential
acquisition of a total of 24 commercial properties (collectively, the
"Acquisitions" and individually, an "Acquisition") from eight separate
and unrelated vendors.
Upon closing of the Acquisitions, the REIT's portfolio will be comprised
of 28 commercial properties (the "Initial Portfolio") totalling
approximately 1.6 million square feet of gross leasable area ("GLA").
The Initial Portfolio is diversified by property type and geography
across Eastern Canada, with significant clusters in the Greater
Montréal Area and certain urbanized areas of Atlantic Canada.
"We look forward to completing the various transactions detailed in our
preliminary prospectus as an important milestone in our previously
announced plans to build a new strong, diversified commercial REIT,"
said Jim Beckerleg, President and CEO. "These acquisitions conform to
our strategy of making high-quality, accretive acquisitions that are
well financed, in urban markets in Eastern Canada."
The Initial Portfolio will consist of seven office properties
representing 307,730 square feet of GLA, thirteen retail properties
representing 535,225 square feet of GLA, four industrial properties
representing 442,573 square feet of GLA, and four commercial mixed use
properties representing 291,114 square feet of GLA. The properties are
mostly situated in prime locations within their respective markets,
along major traffic arteries benefiting from high visibility and easy
access. Management believes the quality and diversity of the Initial
Portfolio will enable the REIT to attract new tenants and retain
existing tenants, providing a strong base on which to generate stable
and growing cash flows.
The aggregate purchase price (excluding closing costs) for the
properties to be acquired under the acquisition agreements is
anticipated to be approximately $155.6 million. The offering of units
is expected to close by the end of July 2013 and is subject to usual
closing conditions. The Acquisitions are subject to customary closing
conditions, including with respect to financing and regulatory
The net proceeds from the offering of units are expected to be used by
the REIT, along with cash on hand, an assumed mortgage, certain
committed mortgages, and a revolving credit facility to be established,
to fund the purchase of the Acquisitions. The REIT also intends to use
a portion of the net proceeds to repay existing indebtedness and for
general trust and working capital purposes.
For more information on the Acquisitions, please see the preliminary
short form prospectus.
The REIT has also agreed, subject to regulatory approval, to issue to
Canaccord Genuity Corp., in connection with the advance of a bridge
loan of $250,000 used by the REIT to make a deposit to a vendor of one
of the Acquisitions, warrants exercisable for a period of 12 months
from the date of issuance of the broker warrants to purchase up to
35,118 units of the REIT at an exercise price per unit equal to no less
than the offering price of the units offered pursuant to the proposed
public offering of the REIT.
PROREIT is managed by President and CEO James W. Beckerleg and CFO
Gordon G. Lawlor, accompanied by an experienced senior management team
with knowledge and relationships in the REIT's target markets. Messrs.
Beckerleg and Lawlor possess, in aggregate, over 50 years of experience
in acquiring, managing and financing Canadian real estate, totaling
approximately $4.2 billion of commercial real estate transactions.
Most recently (from May 2010 until March 2012), the REIT's management
team held senior management positions with CANMARC Real Estate
Investment Trust ("CANMARC"), a publicly-traded REIT with a nationally
diversified portfolio of 115 commercial properties totalling 9.4
million square feet of GLA, including a significant portfolio in
Eastern Canada. CANMARC was ultimately acquired by Cominar Real Estate
Investment Trust ("Cominar") in March 2012, generating a compounded
annualized total return of approximately 43% for CANMARC's unitholders.
The REIT's management team has an extensive network of relationships and
contacts in the Canadian real estate industry, with particular
experience within the REIT's target markets, which management believes
will assist in the REIT's growth.
Senior Management Appointments
PROREIT is pleased to announce two senior appointments to the PROREIT
Mark O'Brien joins PROREIT as Director of Acquisitions. Mr. O'Brien has
more than 18 years of experience in the commercial real estate
business, in acquisitions, financing and leasing. Immediately prior to
joining PROREIT, Mark was Director of Acquisitions for Eastern Canada
at First Capital Realty Inc. Prior to holding that position, he was
the most senior non-executive employee at CANMARC, where he was
responsible for sourcing, underwriting and closing all acquisitions.
Alison Schafer, CPA, CA joins the REIT as Director of Finance. Ms.
Schafer has more than 12 years of experience as a financial
professional, with expertise in financial reporting, due diligence,
liquidity assessment and taxation. She worked most recently at
Cominar, where she held the position of Director of Accounting, and
previously with CANMARC. Prior to CANMARC, Alison was Senior Manager,
Assurances, with a major accounting firm.
"Mark and Alison are two highly valuable additions to our team," added
Jim Beckerleg. "They have both worked with us in the past as important
members of the team that built CANMARC. We are pleased to have them
join us at PROREIT."
The securities offered have not and will not be registered under the
United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any U.S. State securities laws and may not be offered or sold,
directly or indirectly, within the United States or its territories or
possessions or to or for the account of any U.S. person (as defined in
Regulation S under the U.S. Securities Act) other than pursuant to an
available exemption from the registration requirements of the U.S.
Securities Act. This press release does not constitute an offer to sell
or a solicitation of an offer to buy any such securities within the
United States, or its territories or possessions, or to or for the
account of any U.S. person.
A preliminary prospectus containing important information relating to
the securities has been filed with securities commissions or similar
authorities in all of the provinces of Canada. The preliminary
prospectus is still subject to completion or amendment. Copies of the
preliminary prospectus may be obtained from one of the underwriters
noted above and are available on SEDAR at www.sedar.com under the REIT's profile. There will not be any sale or any acceptance
of an offer to buy the securities until a receipt for the final
prospectus has been issued.
PROREIT is an unincorporated open-ended real estate investment trust
established pursuant to a declaration of trust under the laws of the
Province of Ontario.
This news release may contain forward-looking information within the
meaning of applicable securities legislation. Forward-looking
information is based on a number of assumptions and is subject to a
number of risks and uncertainties, many of which are beyond PROREIT's
control, that could cause actual results and events to differ
materially from those that are disclosed in or implied by such
Forward-looking information contained in this press release includes,
without limitation, statements pertaining to the proposed offering of
units, the proposed acquisitions of PROREIT and the financing of such
acquisitions. PROREIT's objectives and forward-looking statements are
based on certain assumptions, including that (i) PROREIT will receive
financing on favourable terms; (ii) the future level of indebtedness of
PROREIT and its future growth potential will remain consistent with
PROREIT's current expectations; (iii) there will be no changes to tax
laws adversely affecting PROREIT's financing capacity or operations;
(iv) the impact of the current economic climate and the current global
financial conditions on PROREIT's operations, including its financing
capacity and asset value, will remain consistent with PROREIT's current
expectations; (v) the performance of PROREIT's investments in Canada
will proceed on a basis consistent with PROREIT's current expectations;
and (vi) capital markets will provide PROREIT with readily available
access to equity and/or debt.
The forward-looking statements contained in this news release are
expressly qualified in their entirety by this cautionary statement. All
forward-looking statements in this press release are made as of the
date of this press release. PROREIT does not undertake to update any
such forward-looking information whether as a result of new
information, future events or otherwise, except as required by law.
Additional information about these assumptions and risks and
uncertainties is contained in PROREIT's preliminary prospectus dated
July 8, 2013 under "Risk Factors", which is available on SEDAR at www.sedar.com.
Neither the TSX Venture Exchange nor its Regulation Services Provider
(as that term is defined in the policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this release.
SOURCE: PRO Real Estate Investment Trust
For further information:
PRO Real Estate Investment Trust
James W. Beckerleg
President and Chief Executive Officer
PRO Real Estate Investment Trust
Gordon G. Lawlor, CA
Chief Financial Officer