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VANCOUVER, Oct. 1, 2012 /CNW/ - Pure Industrial Real Estate Trust ("PIRET" or the "REIT") (TSX: AAR.UN) announced today that its board of trustees adopted a unitholders' rights plan (the "Rights Plan"), subject to unitholder ratification and regulatory acceptance. The Rights Plan is designed to ensure the fair treatment of unitholders in any transaction involving a change of control of PIRET and will provide the board of trustees and unitholders with sufficient time to properly consider any take-over bid made for the REIT and to allow enough time for competing bids and alternate proposal to emerge.
The Rights Plan was not adopted by PIRET in response to any specific proposal to acquire control of PIRET and the board of trustees is not aware of any such proposal. Although the Rights Plan takes effect immediately, unitholders will be asked to ratify the Rights Plan at a meeting of unitholders. Subject to unitholder approval, the Rights Plan would be in effect for a ten year period unless terminated in accordance with its terms.
The Rights Plan is similar to other security holder rights plans adopted by other Canadian real estate investment trusts, income trusts and corporations. Until the occurrence of certain specified events, the rights will trade with the class A trust units ("Units") of PIRET and certificates representing the rights will not be sent to unitholders. The rights become exercisable only when a person (including a related party and joint actor of such person) acquires or announces its intention to acquire twenty (20%) or more of the outstanding Units without complying with the "permitted bid" provisions of the Rights Plan. As soon as practicable thereafter, separate certificates evidencing the rights will be mailed to unitholders. Should a non-permitted acquisition occur, each right would entitle the holder of Units (other than the acquiring person and related persons and joint actors of such acquiring person) to purchase additional Units at a fifty (50%) percent discount to the market price at the time.
The Rights Plan permits a "permitted bid", which is a take-over bid made to all unitholders on identical terms and conditions that is open for acceptance for a period of at least 60 days. If at the end of the 60 day period at least 50% of the outstanding Units (other than those owned by the offeror and related parties and joint actors of the offeror) have been tendered under the bid, the offeror may take up and pay for the tendered Units but must extend the bid for a further 10 days to allow all unitholders to tender to the bid.
About Pure Industrial Real Estate Trust
PIRET is an unincorporated, open-ended investment trust established for the purposes of acquiring, owning and operating a diversified portfolio of income-producing industrial properties in primary markets across Canada. PIRET focuses exclusively on investing in industrial properties and is the only publicly traded vehicle in Canada that offers investors exclusive exposure to Canada's industrial asset class. PIRET's Units are listed on the TSX under the symbol AAR.UN.
The Toronto Stock Exchange has not reviewed nor approved the contents of this press release and does not accept responsibility for the adequacy or accuracy of this press release.
SOURCE: Pure Industrial Real Estate Trust (PIRET)
For further information:
Director of Investor Relations
Pure Industrial Real Estate Trust
Suite 910, 925 West Georgia Street
Vancouver, BC V6C 3L2
Phone: (604) 681-5959 or (888) 681-5959
E-mail: [email protected]
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