/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR
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TORONTO,
Dec. 2, 2013 /CNW/ - NorthWest
International Healthcare Properties Real Estate Investment Trust
(TSXV: MOB.UN) (the "REIT") announced today that it has filed and
received a receipt for a preliminary short form prospectus in each
of the provinces and territories in Canada with respect to an offering of units of
the REIT (the "Offering"). It is currently anticipated that the
price per unit will be $2.00 per unit
and that approximately $15 million to $25
million aggregate gross proceeds will be raised pursuant to
the Offering. The Offering will be led on behalf of the REIT by GMP
Securities L.P. and National Bank Financial Inc. (collectively, the
"Underwriters"). Additionally, the REIT will grant to the
Underwriters an option to purchase up to that number of additional
units equal to 15% of the number of units sold at the closing of
the Offering to cover over-allotments, if any, and for market
stabilization purposes.
The net proceeds from the Offering are expected
to be used to fund future acquisitions (including the Rede D'Or
Hospital Portfolio Acquisition, as defined and detailed in the
REIT's press release dated September 30,
2013), for repayment of debt and for general trust and
working capital purposes.
The REIT has also announced that it will
increase the amount of the monthly distribution payable to
unitholders following completion of the Offering and the Rede D'Or
Hospital Portfolio Acquisition from $0.0133 per unit ($0.16 per unit annualized) to $0.0183 per unit ($0.22 per unit annualized). The increased
distribution will take effect on the first day of the month
following completion of the Offering and the Rede D'Or Acquisition.
For clarity, the proposed increase in the REIT's monthly
distribution will not be effected if the Offering is not
completed.
In addition, the REIT has announced proposed
changes (conditional on closing of the Offering) to the terms of
its external management arrangements with affiliates of NorthWest
Value Partners Inc. ("NWVP"). The changes comprise (a) the
implementation of a three-year trailing high water mark on "net
asset value" as it relates to the calculation of the Class C Amount
(as defined in the Limited Partnership Agreement of NWI Healthcare
Properties LP); and (b) the elimination of the 0.50% base annual
management fee payable under the REIT's Asset Management Agreement
as it relates to the REIT's indirect minority interest in NorthWest
Healthcare Properties REIT ("NWH") for a period of two years from
June 21, 2013 (being the effective
date of the REIT's acquisition of a strategic 26% interest in NWH),
provided that the 0.50% base annual management fee may, at the
option of the REIT's external manager, be restored in the event
that, during such two year period, the REIT assumes a majority
control position in NWH. Copies of the current Limited Partnership
Agreement and Asset Management Agreement may be obtained under the
REIT's profile on the SEDAR website.
The Offering is expected to close on or about
December 18, 2013, following
satisfaction of all conditions precedent (other than delivery of
the net proceeds of the Offering) to the Rede D'Or Hospital
Portfolio Acquisition, and is subject to certain conditions
including, but not limited to, the receipt of all necessary
regulatory and stock exchange approvals, including the approval of
the TSX Venture Exchange and applicable Canadian securities
regulatory authorities. It shall also be a condition of the closing
of the Offering that NWVP shall subscribe for a minimum of
$2 million of Units pursuant to the
Offering. NWVP may, under certain conditions, be required to
increase its investment to up to $5
million.
The securities being offered have not been, nor
will they be, registered under the United
States Securities Act of 1933, as amended, and may
not be offered or sold in the United
States or to, or for the account or benefit of, U.S. persons
absent registration or an applicable exemption from the
registration requirements. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy
nor shall there be any sale of the securities in any State in which
such offer, solicitation or sale would be unlawful.
About NorthWest International Healthcare
Properties Real Estate Investment Trust
The REIT is an unincorporated, open-ended real
estate investment trust established under the laws of the Province
of Ontario. The REIT's
objectives are to: (i) provide its unitholders with stable and
growing cash distributions from investments focused on
international healthcare properties, on a tax efficient basis; (ii)
enhance the value of the REIT's assets and maximize long-term unit
value; and (iii) expand the asset base of the REIT.
Forward Looking Information
This news release contains "forward-looking
statements" within the meaning of applicable securities laws,
including statements regarding the Offering, the proposed increase
in the REIT's monthly distribution and the proposed changes to the
REIT's external management arrangements. These forward-looking
statements are subject to a number of risks and uncertainties that
could cause actual results or events to differ materially from
current expectations, including risks that the Rede D'Or Hospital
Portfolio Acquisition and the Offering will not be completed on the
terms proposed, or at all. The statements in this news release are
made as of the date of this release. Although the REIT believes
that the assumptions inherent in the forward-looking statements are
reasonable, forward-looking statements are not guarantees of future
performance and, accordingly, readers are cautioned not to place
undue reliance on such statements due to the inherent uncertainty
therein. A discussion of the risk factors applicable to the REIT is
contained under the heading "Risk Factors" in the short-form
prospectus of the REIT dated November 29, 2013, the
REIT's annual information form
dated March 11, 2013 and audited consolidated
financial statements and management's discussion and analysis for
the year ended December 31, 2012, a copy of which
may be obtained on the SEDAR website at www.sedar.com.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in policies
of the TSX Venture Exchange) accepts responsibility for the
adequacy or accuracy of this release.
SOURCE NorthWest International Healthcare Properties Real Estate
Investment Trust