/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S./
TORONTO, Dec. 20 /CNW/ - GT Canada Medical Properties Real Estate Investment Trust (the "REIT") announced that it has filed a final prospectus in Canada in connection with its previously disclosed marketed public offering (the "Offering") . The Offering will consist of the issuance by the REIT of a minimum of 12,500,000 investment units (the "Investment Units") at a price of $2.00 per Investment Unit. Each Investment Unit will consist of one trust unit of the REIT (each a "Unit" and, collectively, the "Units") and one-half of a Unit purchase warrant (each whole Unit purchase warrant being referred to as a "Warrant" and collectively, the "Warrants"). Each Warrant will entitle the holder thereof to purchase one Unit at any time prior to 5:00 p.m. (Toronto time) on or before the date that is 24 months from the completion of the Offering at a price of $2.25.
The Offering is being led by a syndicate of agents consisting of Raymond James Ltd., HSBC Securities (Canada) Inc., Dundee Securities Corporation, Desjardins Securities Inc. and M Partners Inc. (collectively, the Agents"). Concurrently with the filing of the final prospectus, the REIT entered into an agency agreement with the Agents pursuant to which the REIT appointed the Agents to offer the Investment Units for sale on a commercially reasonable "best efforts" basis. In consideration for their services in connection with the Offering, the REIT has agreed to pay the Agents a fee equal to $0.12 per Investment Unit.
The REIT will use the net proceeds of the Offering to fund the cash portion of the purchase price payable to acquire a portfolio of five medical office buildings, including one substantially pre-leased property currently under construction (the "Acquisition"), with any remaining proceeds being used for working capital purposes.
The Offering and the Acquisition are expected to close concurrently on or about December 24, 2010.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States or any other jurisdiction outside of Canada, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The Units offered have not been, and will not be, registered under the 1933 Act, or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration.
This news release may contain "forward-looking statements" within the meaning of applicable securities laws relating to the proposal to complete the proposed transaction, including statements regarding the terms and conditions of the proposed transaction. Readers are cautioned not to place undue reliance on forward-looking statements. Actual results and developments may differ materially from those contemplated by these statements depending on, among other things, the risks that the REIT will not proceed with the Offering, that the ultimate terms of the Offering will differ from those that currently are contemplated, and that the Offering will not be successfully completed for any reason (including the failure to obtain TSXV acceptance).
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
For further information: For further information:
Andrew Shapack, Chief Executive Officer
GT Canada Medical Properties REIT