/NOT FOR DISSEMINATION IN THE
UNITED STATES OR DISTRIBUTION THROUGH UNITED STATES NEWS OR WIRE SERVICES./
MONTRÉAL, Aug. 16, 2019 /CNW
Telbec/ - PRO Real Estate Investment Trust ("PROREIT"
or the "REIT") (TSX: PRV.UN) is pleased to announce the
closing of its previously announced public offering of trust units
of the REIT (the "Units") on a bought deal basis (the
"Offering"). Pursuant to the Offering, the REIT issued
8,222,500 Units at a price of $7.00
per Unit for total gross proceeds of $57,557,500, including 1,072,500 Units issued
pursuant to the full exercise of the over-allotment option.
The Offering was conducted through a syndicate of underwriters
including TD Securities Inc. and Scotiabank as joint
bookrunners and Canaccord Genuity Corp., collectively as co-lead
underwriters, as well as BMO Nesbitt Burns Inc., CIBC World Markets
Inc., National Bank Financial Inc., Haywood Securities Inc.,
Industrial Alliance Securities Inc., Raymond James Ltd., Laurentian
Bank Securities Inc. and Leede Jones Gable Inc.
The Units were issued pursuant to a prospectus supplement dated
August 9, 2019 (the "Prospectus
Supplement") to the REIT's base shelf prospectus dated
July 5, 2019 (the "Base Shelf
Prospectus"), filed with securities regulatory authorities in
all provinces and territories of Canada. A copy of the Prospectus Supplement
and the Base Shelf Prospectus is available under the REIT's profile
on SEDAR at www.sedar.com.
The REIT intends to use the net proceeds from the Offering to
partially fund the Acquisitions (as defined below), to repay
certain indebtedness which may be subsequently redrawn, and the
balance if any to fund future acquisitions and for general business
and working capital purposes.
Property Acquisitions
The REIT announced on August 7,
2019 that it had entered into three separate agreements to
acquire seven properties for $97.8
million (the "Acquisitions"), representing a total of
696,000 square feet of gross leasable area ("GLA"). The
properties include a boutique office tower in the central business
district in Ottawa and a Class-A
mixed-used industrial property located in Kanata, Ontario, in addition to a 5-property
light industrial portfolio in Halifax,
Nova Scotia.
Upon completion of the Acquisitions, the REIT's portfolio will
be comprised of 91 income producing commercial properties
representing approximately 4.4 million square feet of GLA and
$625 million of gross book
value1 with a weighted average lease term of 5.7 years.
The addition of these properties will improve portfolio balance by
increasing PROREIT's portfolio exposure to the Ontario market and to the industrial and
mixed-use asset classes. The Acquisitions are subject to customary
due diligence and closing conditions, including with respect to
financing and regulatory approvals, and are expected to close in
the third quarter of 2019.
The completion of the Acquisitions together with the Offering
and the repayment of certain indebtedness under the intended use of
proceeds of the Offering is expected to be immediately accretive to
AFFO per unit1 and to reduce the REIT's AFFO payout
ratio1 and debt to gross book value1.
For more information on the Offering, PROREIT's intended use of
the net proceeds of the Offering and the Acquisitions, please refer
to the Prospectus Supplement.
The securities have not and will not be registered under the
United States Securities Act of 1933, as amended (the "U.S.
Securities Act"), or any U.S. State securities laws and may not
be offered or sold, directly or indirectly, within the United States or its territories or
possessions or to or for the account of any U.S. person (as defined
in Regulation S under the U.S. Securities Act) other than pursuant
to an available exemption from the registration requirements of the
U.S. Securities Act. This press release does not constitute an
offer to sell or a solicitation of an offer to buy any such
securities within the United
States, or its territories or possessions, or to or for the
account of any U.S. person.
________________________
|
1
|
Non-IFRS
measure. See "Non-IFRS and Operational Key Performance
Indicators".
|
Non-IFRS and Operational Key Performance Indicators
PROREIT's consolidated financial statements are prepared in
accordance with International Financial Reporting Standards
("IFRS"). In this press release, as a complement to results
provided in accordance with IFRS, PROREIT discloses and discusses
certain non-IFRS financial measures, including adjusted funds from
operations or AFFO, AFFO payout ratio, gross book value, and debt
to gross book value. These non-IFRS measures are not defined by
IFRS, do not have a standardized meaning and may not be comparable
with similar measures presented by other issuers. PROREIT has
presented such non-IFRS measures as management of the REIT believes
they are relevant measures of PROREIT's underlying operating
performance and debt management. Non-IFRS measures should not be
considered as alternatives to net income, cash generated from
(utilized in) operating activities or comparable metrics determined
in accordance with IFRS as indicators of PROREIT's performance,
liquidity, cash flow, and profitability. For a full description of
these measures and, where applicable, a reconciliation to the most
directly comparable measure calculated in accordance with IFRS,
please refer to the "Non-IFRS and Operational Key Performance
Indicators" section in PROREIT's management's discussion and
analysis for the three months ended June 30,
2019, available under PROREIT's profile on SEDAR at
www.sedar.com.
Forward-Looking Statements
This news release contains forward-looking statements within the
meaning of applicable securities legislation. Forward-looking
statements are based on a number of assumptions and are subject to
a number of risks and uncertainties, many of which are beyond
PROREIT's control, that could cause actual results and events to
differ materially from those that are disclosed in or implied by
such forward-looking statements.
Forward-looking statements contained in this press release
include, without limitation, statements pertaining to the closing
of the Acquisitions, the use of the net proceeds of the Offering,
the impact of the Acquisitions on the REIT's future financial
performance, the gross book value of the REIT following the closing
of the transaction, the debt to gross book value of the REIT
following the closing of the transaction, the impact of the
transaction on the REIT's AFFO per unit and AFFO payout ratio, and
the ability of the REIT to executive its growth strategy. PROREIT's
objectives and forward-looking statements are based on certain
assumptions, including management's perceptions of historical
trends, current conditions and expected future developments.
The forward-looking statements contained in this news release
are expressly qualified in their entirety by this cautionary
statement. All forward-looking statements in this press release are
made as of the date of this press release. PROREIT does not
undertake to update any such forward-looking information whether as
a result of new information, future events or otherwise, except as
required by law.
Additional information about these assumptions and risks and
uncertainties is contained under "Risk Factors" in PROREIT's latest
annual information form and in the Prospectus Supplement, both of
which are available under the REIT's profile on SEDAR at
www.sedar.com.
About PROREIT
PROREIT (www.proreit.com) is an unincorporated open-ended real
estate investment trust owning a diversified portfolio of 84
commercial properties across Canada representing over 3.7 million square
feet of GLA, which following the completion of the Acquisitions
will increase to 91 commercial properties representing over 4.4
million square feet of GLA. Established in March 2013, PROREIT is mainly focused on strong
primary and secondary markets in Québec, Atlantic Canada and Ontario, with selective exposure in
Western Canada.
Neither the TSX nor its Regulation Services Provider (as that
term is defined in the policies of the TSX) accepts responsibility
for the adequacy or accuracy of this release.
SOURCE PROREIT