/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
This news release constitutes a "designated news release" for the purposes of the REIT's prospectus supplement dated December 8, 2021, to its short form base shelf prospectus dated December 1, 2021.
LITTLE ROCK, Ark. and TORONTO, April 12, 2022 /CNW/ - BSR Real Estate Investment Trust ("BSR" or the "REIT") (TSX: HOM.U) (TSX: HOM.UN) announced today that it has entered into an agreement to sell to a syndicate of underwriters led by BMO Capital Markets, RBC Capital Markets and CIBC Capital Markets (the "Underwriters"), on a bought deal basis, 5,120,000 trust units of the REIT ("Units") at a price of US$19.55 per Unit ("Offering Price") for gross proceeds to the REIT of approximately US$100 million (the "Public Offering").
In addition, the REIT has also granted the Underwriters an option (the "Over-Allotment Option"), exercisable at any time, in whole or in part, for a period of 30 days following the closing of the Public Offering to purchase up to an additional 768,000 Units at the Offering Price, which, if exercised in full, would increase the gross proceeds of the Public Offering to approximately US$115 million.
BSR intends to use the net proceeds from the Public Offering to repay outstanding indebtedness, to fund future acquisitions and for general trust purposes. Upon completion of the Public Offering (without giving effect to the Over-Allotment Option), BSR expects to have a debt-to-gross book value of approximately 40.4% including the convertible debentures and 37.8% excluding the convertible debentures and access to approximately US$138.3 million of available liquidity through unrestricted cash and borrowing capacity available under its credit facility.
Daniel Oberste, BSR's President and Chief Executive Officer commented that "In 2021, we continued to demonstrate our ability to execute BSR's strategic objectives by weighting our portfolio towards higher growth markets, which contributed to a 61% year-over-year increase in our Net Asset Value per unit by December 31, 2021. We continue to see the positive momentum in multi-residential fundamentals across our target markets and believe the runway for our strategy remains robust. The equity offering fortifies our balance sheet and positions the REIT to continue to take advantage of these positive dynamics and execute on our growth plan."
The Units forming part of the Public Offering will be offered in Canada pursuant to a short form prospectus to be filed with the securities commissions and other similar regulatory authorities in each of the provinces of Canada, pursuant to National Instrument 44-101 – Short Form Prospectus Distribution. The Public Offering is subject to customary conditions and receipt of all necessary approvals, including the approval of the Toronto Stock Exchange. The Public Offering is expected to close on or about April 29, 2022.
The Units have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, (the "1933 Act") 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 1933 Act), except pursuant to an exemption from the registration requirements of the 1933 Act. This press release does not constitute an offer to sell or a solicitation of an offer to buy any Units in the United States or to, or for the account or benefit of, U.S. persons.
BSR Real Estate Investment Trust is an internally managed, unincorporated, open-ended real estate investment trust established pursuant to a declaration of trust under the laws of the Province of Ontario. The REIT owns a portfolio of multifamily garden-style residential properties located in attractive primary and secondary markets in the Sunbelt region of the United States.
This news release contains forward-looking information within the meaning of applicable securities legislation, which reflects the REIT's current expectations regarding future events, including statements about the Public Offering, the anticipated closing and proposed use of proceeds thereof, anticipated leverage, available liquidity, positive industry dynamics and continued execution of the REIT's growth plan. In some cases forward-looking information can be identified by such terms as "will", "would" and "expected". 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 the REIT'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. The REIT's estimates, beliefs and assumptions, which may prove to be incorrect, include those relating to the REIT's ability to complete the Public Offering and finance and complete future acquisitions, as well as that COVID-19 will not have a material impact on the REIT's operations, business and financial results. The risks and uncertainties that may impact such forward-looking information include, but are not limited to, the impact of COVID-19 on the REIT's operations, business and financial results and the factors discussed under "Risk Factors" in the REIT's Management's Discussion and Analysis for the three months and year ended December 31, 2021 and under "Risk Factors" in the REIT's annual information form dated March 8, 2022, both of which are available on SEDAR (www.sedar.com). There can be no assurance that forward-looking statements will prove to be accurate as actual outcomes and results may differ materially from those expressed in these forward-looking statements. Readers, therefore, should not place undue reliance on any such forward-looking statements. The REIT does not undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law. This forward-looking information speaks only as of the date of this news release.
SOURCE BSR Real Estate Investment Trust
For further information: Susan Koehn, Chief Financial Officer, BSR Real Estate Investment Trust, Tel: 501.371.6335, Fax: 501.374.3383