Slate Office REIT Closes $120 Million Subscription Receipt Offering
TORONTO, ON – Slate Office REIT (TSX: SOT.UN) (the “REIT”), a leading owner of office properties in Canada, announced today that it has closed its previously announced offering of 14,820,000 subscription receipts (the “Subscription Receipts”) of the REIT at a price of $8.10 per Subscription Receipt for gross proceeds of approximately $120 million (the “Offering”). The Offering was completed on a bought deal basis through a syndicate of underwriters co-led by BMO Nesbitt Burns Inc., CIBC World Markets Inc. and TD Securities Inc. The Subscription Receipts will commence trading on the Toronto Stock Exchange today under the ticker symbol SOT.R.
The REIT intends to use the net proceeds from the sale of the Subscription Receipts to finance, in part, the purchase price for the REIT’s previously announced acquisition of three office properties located in the Greater Toronto Area and Fredericton for an aggregate purchase price of $165 million (collectively, the “Acquisitions”).
On closing of the Acquisitions: (i) one unit of the REIT (“Unit”) will be automatically issued in exchange for each Subscription Receipt (subject to customary anti-dilution protection), without payment of additional consideration or further action by the holder thereof, (ii) an amount per Subscription Receipt equal to the amount per Unit of any cash distributions made by the REIT for which record dates have occurred during the period from and including March 8, 2017, to and including the date immediately preceding the date Units are issued to holders, net of any applicable withholding taxes, will become payable in respect of each Subscription Receipt, and (iii) the net proceeds from the sale of the Subscription Receipts will be released from escrow to the REIT.
If any of the Acquisitions fail to close by July 31, 2017, or any of the Acquisitions are terminated at an earlier time, the gross proceeds of the Offering and pro rata entitlement to interest earned or deemed to be earned on the Subscription Receipts, net of any applicable withholding taxes, will be paid to holders of the Subscription Receipts and the Subscription Receipts will be cancelled. The Acquisitions are expected to close by mid-May 2017.
Certain information herein constitutes “forward-looking information” as defined under Canadian securities laws which reflect management’s expectations regarding objectives, plans, goals, strategies, future growth, results of operations, performance, business prospects and opportunities of the REIT. The words “plans”, “expects”, “does not expect”, “scheduled”, “estimates”, “intends”, “anticipates”, “does not anticipate”, “projects”, “believes”, or variations of such words and phrases or statements to the effect that certain actions, events or results “may”, “will”, “could”, “would”, “might”, “occur”, “be achieved”, or “continue” and similar expressions identify forward-looking statements. Some of the specific forward-looking statements contained herein include, but are not limited to statements with respect to the following: the intention of the REIT and the vendors to complete the Acquisitions on the terms and conditions described herein; and the date on which the closings of the Acquisitions are expected to occur. Such forward-looking statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations, including that the transactions contemplated herein are completed.
Forward-looking statements are necessarily based on a number of estimates and assumptions that, while considered reasonable by management as of the date hereof, are inherently subject to significant business, economic and competitive uncertainties and contingencies. When relying on forward-looking statements to make decisions, the REIT cautions readers not to place undue reliance on these statements, as forward-looking statements involve significant risks and uncertainties and should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not the times at or by which such performance or results will be achieved. A number of factors could cause actual results to differ, possibly materially, from the results discussed in the forward-looking statements. Additional information about risks and uncertainties is contained in the filings of the REIT with securities regulators, including the REIT’s base shelf prospectus dated September 7, 2016 and the REIT’s annual information form dated March 6, 2017.
About Slate Office REIT (TSX: SOT.UN, SOT.R)
Slate Office REIT is an open-ended real estate investment trust. The REIT's portfolio currently comprises 35 strategic and well-located real estate assets located primarily across Canada's major population centres. The REIT is focused on maximizing value through internal organic rental and occupancy growth and strategic acquisitions. Visit slateofficereit.com to learn more.
About Slate Asset Management L.P.
Slate Asset Management L.P. (“Slate”) is a leading real estate investment platform with approximately $4.0 billion in assets under management. Slate is a value-oriented manager and a significant sponsor of all of its private and publicly-traded investment vehicles, which are tailored to the unique goals and objectives of its investors. The firm's careful and selective investment approach creates long-term value with an emphasis on capital preservation and outsized returns. Slate is supported by exceptional people, flexible capital and a proven ability to originate and execute on a wide range of compelling investment opportunities. Visit slateam.com to learn more.
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