Milestone Apartments REIT completes $200 million initial public offering

TORONTO, March 6, 2013 /CNW/ - Milestone Apartments Real Estate Investment Trust (the "REIT") (TSX: MST.UN) announced today that it has completed its initial public offering of 20,000,000 units at a price of $10.00 per unit (all dollar amounts are in Canadian dollars, unless otherwise indicated).  The offering raised gross proceeds of $200 million and was underwritten by a syndicate of underwriters co-led by BMO Capital Markets and CIBC.  BMO Capital Markets was the sole bookrunner on the transaction. The units will begin trading on the Toronto Stock Exchange today under the symbol "MST.UN".

The REIT has granted the underwriters an over-allotment option, exercisable at any time up to 30 days following the closing, to purchase up to an additional 3,000,000 units at a price of $10.00 per unit which, if exercised in full, would increase the total gross proceeds of the offering to $230 million.

The net proceeds of the Offering were used by the REIT to indirectly acquire an interest in Milestone Multifamily Investors L.P. (the "Partnership") from MileSouth Apartment Portfolio LP ("MileSouth"), an affiliated entity of Invesco Ltd. The Partnership indirectly owns and operates a portfolio of 52 multifamily properties in the United States.

Following closing, MileSouth will hold 14,000,000 units of the REIT and 10,200,590 class B limited partnership units ("Class B Units") of the Partnership (each of which are redeemable for REIT units) while MST Investors, LLC ("MST Investors"), an affiliate of The Milestone Group, LLC, will hold 5,513,675 Class B Units, representing an approximate 48.7% and 11.1% retained interest for MileSouth and MST Investors, respectively. TMG Partners, L.P., an affiliate of The Milestone Group, LLC, is the external asset manager of the REIT.

The REIT intends to make monthly cash distributions to its unitholders. The first cash distribution, which will be for the period from the date of closing of the offering to March 31, 2013, is expected to be paid on or about April 15, 2013 to unitholders of record on March 31, 2013. The amount of the first distribution will be $0.04543 per unit. The REIT intends to make subsequent monthly distributions of $0.05417 per unit.

The units have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered, sold or delivered, directly or indirectly, in the United States or to, or for the account or benefit of, "U.S. persons" (as defined in Regulation S under the United States Securities Act of 1933, as amended). This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the units in the United States or to, or for the account or benefit of, U.S. Persons.

About Milestone Apartments Real Estate Investment Trust

Milestone Apartments Real Estate Investment Trust is an unincorporated, open-ended real estate investment trust established pursuant to a declaration of trust under the laws of the Province of Ontario.   Concurrent with the completion of the offering and related transactions, the REIT will acquire a portfolio of 52 multifamily garden-style residential properties, comprising 16,944 units that are located throughout the Southeast and Southwest United States.

The REIT's goals are to generate stable and growing cash distributions to its unitholders while enhancing the value of its assets through active management and expanding the REIT's asset base of multifamily properties in the United States through accretive acquisitions.

About The Milestone Group

The Milestone Group is a privately held real estate investment management company that acquires and manages multifamily real estate assets in the United States on behalf of its clients.  Founded in 2004, The Milestone Group has completed nearly US$3.2 billion of multifamily acquisitions and over US$1.3 billion of dispositions on behalf of leading institutional investors globally, including a sovereign wealth fund and a number of public and private pensions funds.  The Milestone Group currently acts as the asset manager for each of the properties that will be acquired by the REIT in connection with the initial public offering and will become the asset manager of the REIT thereafter.

Forward-Looking Statements

This press release may contain forward-looking statements which reflect management's current expectations regarding future events, including those relating to the offering.  The forward-looking statements involve risks and uncertainties.  Actual results could differ materially from those projected herein.  The REIT disclaims any obligation to update these forward-looking statements.

SOURCE: Milestone Apartments Real Estate Investment Trust

Robert P. Landin, CEO
Milestone Apartments Real Estate Investment Trust
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