BROSSARD, QC,
Sept. 9, 2013 /CNW Telbec/ - BLF Real
Estate Investment Trust ("BLF REIT") (TSXV: BLF.UN),
announces that it filed on Friday a preliminary prospectus with the
securities regulatory authorities in each of the provinces of
Canada in connection with a
proposed initial public offering of its units (the
"Offering") as well as concurrent private placement by Fonds
immobilier de solidarité FTQ II, s.e.c. (the "Concurrent Private
Placement"). A copy of the preliminary prospectus is available
on SEDAR (www.sedar.com). The Offering is being made through a
syndicate of underwriters led by Scotiabank and National Bank
Financial Inc. and including BMO Capital Markets, TD Securities
Inc., Desjardins Securities Inc., Canaccord Genuity Corp. and
Laurentian Bank Securities (collectively the
"Underwriters").
The Offering
It is currently anticipated in the preliminary
prospectus that the offering price will be between $8.70 and $9.70 per unit (the "Offering
Price"). Based on that range and a total offering amount of
$100 million, it is anticipated that
between 10,309,278 and 11,494,253 units of BLF REIT will be
distributed under the Offering.
BLF REIT has granted to the Underwriters an
over-allotment option which is exercisable in whole or in part and
at any time up to 30-days after closing of the Offering to purchase
a number of additional units in a range currently estimated between
1,546,392 and 1,724,138 (representing 15% of the number of units
offered under the Offering) (the "Over-Allotment
Option").
The net proceeds of the Offering and the
Concurrent Private Placement are estimated to be approximately
$105.0 million after deduction of the
Underwriters' fee and the estimated expenses of the Offering and
the Concurrent Private Placement. BLF REIT will use the net
proceeds of the Offering together with the proceeds from the
Concurrent Private Placement described hereunder, to repay an
amount of approximately $9.5 million
outstanding on its term acquisition facility which was used to fund
the previously announced purchases of the Mézy Property on
June 14, 2013 and the Domaine
St-Martin Property on August 30,
2013, to indirectly acquire additional properties and any
remaining proceeds for working capital and for general trust
purposes. The net proceeds from the issue of units by BLF REIT on
exercise of the Over-Allotment Option, if exercised, will be used
by BLF REIT to fund future acquisitions and for general trust
purposes in accordance with its investment guidelines and operating
policies.
Mathieu Duguay,
President and Chief Executive Officer of BLF REIT, anticipates
subscribing for $1.3 million of units
in the Offering, bringing the total cost of his investment in units
of BLF REIT and Class B LP Units of BLF Limited Partnership to
$7 million.
Concurrent Private Placement
In accordance with a commitment letter dated
August 29, 2013, Fonds immobilier de
solidarité FTQ II s.e.c. has agreed to subscribe, on a private
placement basis, concurrently with the closing of the Offering, to
a number of units equal to an amount of 15% of the aggregate of the
total offering amount and the Concurrent Private Placement, subject
to a maximum of $12 million, at a
price equal to the Offering Price. The closing of the Concurrent
Private Placement is conditional upon the closing of the Offering.
No commission or other fee will be paid to the Underwriters in
connection with the sale of units pursuant to the Concurrent
Private Placement. The prospectus does not qualify the distribution
of the units issued pursuant to the Concurrent Private Placement.
The units purchased pursuant to the Concurrent Private Placement
will be subject to a statutory hold period.
It is expected that no new insider will result
from the closing of the Offering and the Concurrent Private
Placement.
The Additional Properties
The portfolio of properties to be acquired by
BLF REIT consists of seven multi-family residential properties
located in select target markets in Québec totaling 1,810 apartment
suites. The aggregate purchase price is anticipated to be
approximately $163.4 million to be
paid in cash for approximately $84.6
million, as well as with new and assumed mortgages totalling
approximately $78.8 million.
BLF REIT will pay a brokerage commission of approximately
$0.8 million, including applicable
taxes, upon the acquisition of one of the properties. The
vendors are all dealing at arm's length with BLF REIT.
About BLF REIT
The principal business of BLF REIT is acquiring,
holding, developing, maintaining, improving, leasing, managing or
otherwise dealing with income-producing multi-family residential
properties located throughout Québec. BLF REIT currently owns eight
properties located in greater Montreal, Sherbrooke and Québec City totaling 1,054
apartment units.
Forward-Looking Information
This press release contains forward-looking
statements. Often, but not always, forward-looking statements can
be identified by the use of words such as "plans", "expects" or
"does not expect", "is expected", "estimates", "intends",
"anticipates" or "does not anticipate", or "believes", or
variations of such words and phrases or state that certain actions,
events or results "may", "could", "would", "might" or "will" be
taken, occur or be achieved. Forward-looking statements involve
known and unknown risks, uncertainties and other factors which may
cause the actual results, performance or achievements expressed or
implied by the forward-looking statements. Accordingly, readers
should not place undue reliance on forward-looking statements. The
factors identified above including but not limited to the expected
completion of the Offering, the Concurrent Private Placement, or
the acquisitions of additional properties are not intended to
represent a complete list of the factors that could affect BLF
REIT. Management disclaims any intention or obligation to update or
revise any forward-looking statements whether as a result of new
information, future events or circumstances, except as required by
law.
No securities regulatory authority has either
approved or disapproved the contents of this press release. This
press release does not constitute an offer to sell or a
solicitation of an offer to buy any securities of BLF REIT in any
jurisdiction in which such offer, solicitation of sale would be
unlawful. These securities have not been 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 in the United
States except in compliance with the registration
requirements of the U.S. Securities Act and applicable U.S. state
securities laws or pursuant to an exemption therefrom.
Neither the TSX-V nor its Regulation Services
Provider (as that term is defined in policies of the TSX-V) accepts
responsibility for the adequacy or accuracy of this
release.
SOURCE BLF Real Estate Investment Trust