/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
STELLARTON, NS, Oct. 24, 2013 /CNW/ - Crombie Real Estate Investment Trust (TSX: CRR.UN) announced today that it has entered into an agency agreement with a syndicate of agents, co-led by Scotia Capital Inc., BMO Nesbitt Burns Inc., CIBC World Markets Inc. and including RBC Dominion Securities Inc. and TD Securities Inc., to sell on a private placement "best efforts" agency basis $175 million aggregate principal amount of 3.986 percent Series A Notes (senior unsecured) with a five-year term. The offering is expected to close on or about October 31, 2013 and is subject to customary closing conditions, including receipt of necessary consents and approvals and the Series A Notes receiving a rating of at least BBB (low) with a stable trend from DBRS.
Upon completion of the offering, the net proceeds from the sale of the Series A Notes will be held in escrow by an escrow agent pending the satisfaction of the conditions to closing, among other things, in connection with Crombie's previously announced acquisition agreement to purchase a portfolio of retail properties from a wholly-owned subsidiary of Sobeys Inc.. Upon release from escrow, Crombie will use the net proceeds from the offering to, directly or indirectly, partially fund the acquisition. If the escrow release conditions are not satisfied on or before March 12, 2014 or if the acquisition has been terminated, the Series A Notes will be subject to a special mandatory redemption. The redemption price for any special mandatory redemption would be 100 percent of the aggregate principal amount of the Series A Notes, together with accrued and unpaid interest from the date of settlement up to but not including the date of the special mandatory redemption.
The Series A Notes will be sold in Canada on a private placement basis pursuant to certain prospectus exemptions. The offer and sale of the Series A Notes will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act") or any state securities laws, and the Series A Notes may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons, absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any offer, solicitation or sale of the securities in any state in which such offer, solicitation or sale would be unlawful.
Crombie Real Estate Investment Trust is an unincorporated, open-ended real estate investment trust established under, and governed by, the laws of the Province of Ontario. The trust invests in income-producing retail, office and mixed-use properties in Canada, with a future growth strategy focused primarily on the acquisition of retail properties. Crombie currently owns a portfolio of 180 commercial properties in nine provinces, comprising approximately 14.6 million square feet of gross leasable area. More information about Crombie can be found at www.crombiereit.com.
This news release may contain forward looking statements that reflect the current expectations of management of Crombie about Crombie's future results, performance, achievements, prospects and opportunities. Wherever possible, words such as "continue", "may", "will", "estimate", "anticipate", "believe", "expect", "intend" and similar expressions have been used to identify these forward looking statements. These statements reflect current beliefs and are based on information currently available to management of Crombie, and include, without limitation, statements regarding the expected amount and timing of the offering which remains subject to the sale by the agents and may be impacted by market conditions. There is no assurance that the offering will be completed.
Readers are cautioned that such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from these statements. Crombie can give no assurance that actual results will be consistent with these forward-looking statements. A number of factors, including those discussed in the 2012 annual Management Discussion and Analysis under "Risk Management", could cause actual results, performance, achievements, prospects or opportunities to differ materially from the results discussed or implied in the forward-looking statements. These factors should be considered carefully and a reader should not place undue reliance on the forward looking statements. There can be no assurance that the expectations of management of Crombie will prove to be correct.
SOURCE: Crombie REIT
For further information:
Mr. Glenn Hynes, FCA
Chief Financial Officer and Secretary