EARLY WARNING NEWS RELEASE PURSUANT TO SECTION 102.1 OF THE SECURITIES ACT (ONTARIO) AND NATIONAL INSTRUMENT 62-103
TORONTO, May 28, 2015 /CNW/ - Further to disclosure requirements of applicable securities laws, Mitchell Goldhar announces that he has, since the last early warning report dated September 12, 2014, acquired, directly or indirectly through controlled affiliates, beneficial ownership of equity and voting securities of Calloway Real Estate Investment Trust (renamed Smart Real Estate Investment Trust) (the "REIT") consisting of 5,467,437 exchangeable Class B limited partnership units (the "Class B Units") (exchangeable into REIT units on a one-for-one basis) of subsidiary partnerships of the REIT (the "Partnerships"), together with an equal number of associated non-participating special voting units (the "Special Voting Units"), as partial consideration for the sale of the SmartCentres platform and various properties by entities affiliated with Mitchell Goldhar to the REIT on May 28, 2015 and other previously disclosed arrangements (collectively, the "Unit Acquisitions").
After giving effect to the Unit Acquisitions, Mitchell Goldhar directly or indirectly, has beneficial ownership of 13,732,800 units of the REIT, representing approximately 10.9% of the 125,678,787 outstanding units of the REIT, which together with Mitchell Goldhar's beneficial ownership of 20,817,106 exchangeable Class B limited partnership units of the Partnerships, and 25,102,505 Special Voting Units, represents approximately 22.9% and 25% of all of the REIT's issued and outstanding equity securities and voting securities, respectively. The Unit Acquisitions represent approximately 3.6% and 3.5% of all of the REIT's issued and outstanding equity securities and voting securities, respectively. The Class B Units and Special Voting Units acquired as part of the Unit Acquisitions represent approximately 3.7% and 18.4% of the REIT's issued and outstanding equity securities and Special Voting Units, respectively.
The securities are being held by Mitchell Goldhar for investment purposes. In the future, Mitchell Goldhar may, whether individually or on a joint basis, directly or indirectly, increase or decrease his beneficial ownership in the securities of the REIT depending on factors including, but not limited to, the business and prospects of the REIT as well as market conditions, whether in the open market, by privately negotiated agreements, or otherwise.
This news release is being issued as required by National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues.
SOURCE Mitchell Goldhar
For further information: (including a copy of the early warning report to be filed on SEDAR) can be obtained at www.sedar.com under the REIT's company profile or by contacting Joseph Amato at 905-326-6400.