TORONTO, Feb. 15, 2018 /CNW/ - Loblaw Companies Limited (TSX:L, "Loblaw" or the "Company") announced today that Choice Properties Real Estate Investment Trust (TSX:CHP.UN, "Choice Properties"), an entity controlled by Loblaw, has entered into an agreement pursuant to which Choice Properties will acquire all of Canadian Real Estate Investment Trust's (TSX:REF.UN, "CREIT") assets and assume all of its liabilities, including long-term debt and all residual liabilities. CREIT will then redeem all of its outstanding units for $22.50 in cash plus 2.4904 Choice Properties units per CREIT unit, on a fully prorated basis (the "Transaction"). Loblaw, Choice Properties' controlling unitholder, has entered into a voting agreement in support of the transaction. Together, Choice Properties and CREIT will form Canada's largest REIT with an enterprise value of approximately $16B. The resulting enterprise will have industry leading operating and development capabilities as well as an unparalleled diversified portfolio comprising 752 properties with 69 million square feet of GLA.
To facilitate Choice Properties' financing for the transaction, Loblaw has agreed to convert all of its outstanding Class C LP units of Choice Properties Limited Partnership with a face value of $925 million ("Class C LP units") into Class B LP units of Choice Properties Limited Partnership ("Class B LP units") on closing. The Class C LP units are convertible by their terms into Class B LP units commencing in 2027 and the conversion of the Class C LP units on closing of the Transaction will be effected in accordance with those terms. Each Class C LP unit will be valued at $10.00 and the Class B LP units issuable will be valued at the 20-day VWAP of Choice Properties units on the TSX at closing. Choice Properties plans to issue a maximum of approximately 70.9 million Class B LP units upon the conversion and, if required, to pay any shortfall in value on closing in cash.
The Transaction will be carried out by a court-approved plan of arrangement and will require the approval of at least 66 2/3% of the votes cast by unitholders of CREIT at a special meeting expected to take place in April 2018. In addition to CREIT unitholder approval and court approvals, the transaction is subject to compliance with the Competition Act and certain other closing conditions customary in transactions of this nature. The Transaction is anticipated to close in the second quarter of 2018.
More information on the Transaction is available through Choice Properties Investor Relations. Choice Properties and CREIT will host an investor conference call and webcast on February 15, 2018 at 8am EDT, (647) 427- 7450 or (888) 231-8191. Senior management of Choice Properties and CREIT will be available to discuss the details of the transaction. A playback will be made available two hours after the event at (416) 849-0833; access code: 4295779. To access the conference call via webcast, a link is available at www.choicereit.ca in the "Events and Webcast" section under "News and Events". An investor presentation will be made available on the Choice Properties and CREIT respective websites immediately prior to the call (please visit: www.choicereit.ca or www.creit.ca).
About Loblaw Companies Limited
Loblaw is Canada's food and pharmacy leader, the nation's largest retailer, and the majority unit holder of Choice Properties. Loblaw provides Canadians with grocery, pharmacy, health and beauty, apparel, general merchandise, financial services, and wireless mobile products and services. With nearly 2,500 corporate, franchised and Associate-owned locations, Loblaw, its franchisees, and Associate-owners employ approximately 200,000 full- and part-time employees, making it one of Canada's largest private sector employers.
Loblaw's purpose – Live Life Well® – puts first the needs and well-being of Canadians who make one billion transactions annually in the companies' stores. Loblaw is positioned to meet and exceed those needs in many ways: convenient locations; more than 1,050 grocery stores that span the value spectrum from discount to specialty; full-service pharmacies at more than 1,300 Shoppers Drug Mart® and Pharmaprix® locations and more than 500 Loblaw locations; PC Financial® financial services; affordable Joe Fresh® fashion and family apparel; and three of Canada's top consumer brands in Life Brand®, no name® and President's Choice®.
About Choice Properties Real Estate Investment Trust
Choice Properties REIT is an owner, manager and developer of well-located retail and commercial real estate across Canada. Choice Properties' portfolio spans approximately 44.1 million sq. ft. of GLA and consists of 546 properties primarily focused on supermarket and drug store anchored shopping centres and stand-alone supermarkets and drug stores. Choice Properties' strategy is to create value by enhancing and optimizing its portfolio through accretive acquisitions, strategic development and active property management. Choice Properties' principal tenant and largest unitholder is Loblaw, Canada's largest retailer. Choice Properties' strong alliance with Loblaw positions it well for future growth.
About Canadian Real Estate Investment Trust
CREIT is a real estate investment trust focused on accumulating and aggressively managing a portfolio of high-quality real estate assets and delivering the benefits of real estate ownership to unitholders. The primary benefit is a reliable and, over time, increasing monthly cash distribution. CREIT owns a diversified portfolio of retail, industrial and office properties.
This News Release contains forward-looking statements about the Company's, Choice Properties' and the resulting REIT entity's objectives, plans, goals, aspirations, strategies, financial condition, results of operations, cash flows, performance, prospects, opportunities and legal and regulatory matters. Specific forward-looking statements in this News Release include, but are not limited to, statements with respect to the Company's, Choice Properties' or the resulting REIT entity's anticipated future results, events and plans, strategic initiatives and restructuring, future liquidity, and planned capital investments. Forward-looking statements are typically identified by words such as "expect", "anticipate", "believe", "foresee", "could", "estimate", "goal", "intend", "plan", "seek", "strive", "will", "may", "should" and similar expressions, as they relate to the Company and its management.
Forward-looking statements reflect the Company's estimates, beliefs and assumptions, which are based on management's perception of historical trends, current conditions and expected future developments, as well as other factors it believes are appropriate in the circumstances. The Company's estimates, beliefs and assumptions are inherently subject to significant business, economic, competitive and other uncertainties and contingencies regarding future events, and as such, are subject to change. The Company can give no assurance that such estimates, beliefs and assumptions will prove to be correct.
Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect the Company's expectations only as of the date of this News Release. Except as required by law, the Company does not undertake to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
SOURCE Loblaw Companies Limited
For further information: Media Enquiries, contact: Kevin Groh, Loblaw Companies Limited, Vice President Corporate Affairs and Communication, 905-861-2437, firstname.lastname@example.org; Investors Enquiries, contact: Roy MacDonald, Loblaw Companies Limited, Vice President Investor Relations, 905-861-2243,email@example.com