486,000 Square Feet with
70% Government and Credit-Rated Tenantsin
Strategic Urban Markets Across Canada
True North Commercial Real Estate Investment Trust (the
"
REIT") (TSX:TNT.UN) is pleased to announce it has
entered into an agreement with a syndicate of underwriters led by
CIBC Capital Markets and Raymond James Ltd. (collectively, the
“
Underwriters”) to sell on a bought deal basis,
7,837,000 trust units of the REIT (“
Units”) at a
price of $6.38 per Unit for gross proceeds to the REIT of
approximately $50 million (the “
Offering”). The
Offering is being made under the REIT’s short form base shelf
prospectus dated June 1, 2018. The terms of the Offering will be
described in a prospectus supplement to be filed with Canadian
securities regulatory authorities.
The REIT has also granted the Underwriters an
option (the “Over-Allotment Option”), exercisable
for a period of 30 days following the closing of the Offering, to
purchase up to an additional 1,175,550 Units to cover
over-allotments, if any. The Offering is expected to close on or
about July 20, 2018 and is subject to certain conditions including,
but not limited to, the approval of the Toronto Stock Exchange and
other regulatory approvals.
The REIT intends to deploy the entire net
proceeds from the Offering to fund the potential acquisition of
seven high-quality office properties (the “Potential
Acquisition Properties”) located in strategic urban
markets across Canada featuring strong tenant profiles. The
Potential Acquisition Properties, all from arm’s length vendors,
are comprised of 486,000 leasable square feet with a combined
occupancy of 100%, a weighted average remaining lease term of 8.3
years, 70% of revenue generated from government and credit rated
tenants and an implied combined capitalization rate of 6.7%. Upon
the successful closing of the acquisition of the Potential
Acquisition Properties, the REIT expects that its portfolio will
have 3.8 million leasable square feet, be 95.2% occupied, have a
weighted average lease term of 4.6 years and 78% of its revenue
will be generated by government or credit rated tenants.
Key metrics of the Potential Acquisition
Properties are as follows:
Location |
Square Feet |
Weighted AverageLease Term (Years) |
Occupancy |
% Government/CreditRated |
GTA, ON |
122,000 |
15.0 |
100 |
% |
100% Multi-National Corporation |
GTA, ON |
61,000 |
11.0 |
100 |
% |
100% Credit Rated |
Victoria, BC |
27,000 |
2.5 |
100 |
% |
100% Government |
Abbotsford, BC |
52,000 |
6.4 |
100 |
% |
100% Credit Rated |
Ottawa, ON |
40,000 |
5.5 |
100 |
% |
100% Government |
Ottawa, ON |
36,000 |
2.5 |
100 |
% |
100% Government |
Calgary, AB |
148,000 |
5.5 |
100 |
% |
100% Credit Rated |
|
486,000 |
8.3 |
100 |
% |
70 |
% |
The REIT is currently conducting due diligence
in respect of the Potential Acquisition Properties but there can be
no assurance any or all of the acquisitions will close. The
Offering is not conditional on the closing of the acquisition of
any of the Potential Acquisition Properties, and in the event any
acquisition does not close, the net proceeds are expected to be
used to fund other potential future acquisitions. Until deployed
for these purposes, the REIT intends to repay existing outstanding
indebtedness on its credit facility.
“We are extremely pleased to announce the
expansion of our asset base in existing strategic urban markets and
the equity raise on a bought deal basis.” said Daniel Drimmer, the
REIT’s President and Chief Executive Officer. “These fully occupied
potential acquisitions could add approximately 15% to the REIT’s
gross leasable area and demonstrates our continued focus on
government and credit-rated tenants and our ability to capitalize
on opportunistic transactions as they arise.”
This news release shall not constitute an offer
to sell or a solicitation of any offer to buy nor shall there be
any sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful. The securities being
offered have not been, nor will they be, registered under the
United States Securities Act of 1933, as amended (the “U.S.
Securities Act”), and such securities may not be offered or sold
within the United States absent registration under the U.S.
Securities Act or an applicable exemption from the registration
requirements thereunder.
About the REIT
The REIT is an unincorporated, open-ended real
estate investment trust established under the laws of the Province
of Ontario. The REIT currently owns and operates a portfolio of 41
commercial properties consisting of approximately 3.3 million
square feet in urban and select secondary markets across Canada.
The REIT is focused on growing its portfolio principally through
acquisitions across Canada and such other jurisdictions where
opportunities exist.
For complete financial statements and
management's discussion and analysis for the period, and any other
information relating to the REIT, please visit www.sedar.com or the
REIT's website at www.truenorthreit.com.
Forward-looking Statements
Certain statements contained in this news
release constitute forward-looking information within the meaning
of Canadian securities laws. Forward-looking statements are
provided for the purposes of assisting the reader in understanding
the REIT’s financial performance, financial position and cash flows
as at and for the periods ended on certain dates and to present
information about management’s current expectations and plans
relating to the future and readers are cautioned such statements
may not be appropriate for other purposes. Forward-looking
information may relate to future results, performance,
achievements, events, prospects or opportunities for the REIT or
the real estate industry, outlook and anticipated events or
results, and may include statements regarding the closing date of
the Offering, the use of proceeds from the Offering including the
acquisition of the Potential Acquisition Properties, the repayment
and re-borrowing of indebtedness by the REIT, the completion of
future acquisitions or investments by the REIT, as well as the
financial position, business strategy, budgets, projected costs,
capital expenditures, financial results, financing rates and costs,
taxes, plans and objectives of or involving the REIT. In some
cases, forward-looking information can be identified by such terms
as “may”, “might”, “will”, “could”, “should”, “would”, “occur”,
“expect”, “plan”, “anticipate”, “believe”, “intend”, “seek”,
“aim”, “estimate”, “target”, “goal”, “project”, “predict”,
“forecast”, “potential”, “continue”, “likely”, “schedule” or the
negative thereof or other similar expressions concerning matters
that are not historical facts.
Forward-looking statements necessarily involve
known and unknown risks and uncertainties, which may be general or
specific and which give rise to the possibility that expectations,
forecasts, predictions, projections or conclusions will not prove
to be accurate, assumptions may not be correct and objectives,
strategic goals and priorities may not be achieved. A variety of
factors, many of which are beyond the REIT’s control, affect the
operations, performance and results of the REIT and its business,
and could cause actual results to differ materially from current
expectations of estimated or anticipated events or results. These
factors include, but are not limited to, risks related to the trust
units and risks related to the REIT’s Annual Information Form for
the year ended December 31, 2017, annual MD&A at “Risks and
Uncertainties” and the risks discussed in the REIT’s materials
filed with Canadian securities regulatory authorities from time to
time on www.sedar.com. The reader is cautioned to consider
these and other factors, uncertainties and potential events
carefully and not to put undue reliance on forward-looking
statements as there can be no assurance actual results will be
consistent with such forward-looking statements.
Information contained in forward-looking
statements is based upon certain material assumptions that
were applied in drawing a conclusion or making a forecast or
projection, including management’s perceptions of historical
trends, current conditions and expected future developments, as
well as other considerations that are believed to be appropriate in
the circumstances, including the following: all regulatory
approvals in connection with the Offering are received on a timely
basis; the REIT will acquire all of the Potential Acquisition
Properties; the Canadian economy will remain stable over the next
12 months; inflation will remain relatively low; interest rates
will remain stable; conditions within the real estate market,
including competition for acquisitions, will be consistent with the
current climate; the Canadian capital markets will continue to
provide the REIT with access to equity and/or debt at reasonable
rates when required; a wholly-owned subsidiary of Starlight Group
Property Holdings Inc. will continue its involvement as asset
manager of the REIT in accordance with its current asset management
agreement; and the risks identified or referenced above,
collectively, will not have a material impact on the REIT. While
management considers these assumptions to be reasonable based on
currently available information, they may prove to be
incorrect.
The forward-looking statements made in this news
release are dated and relate only to events or information as of
the date of this news release. Except as specifically required by
applicable law, the REIT undertakes no obligation to update
or revise publicly any forward-looking statements, whether as a
result of new information, future events or otherwise, after the
date on which the statements are made or to reflect the occurrence
of unanticipated events.
For further information:
Daniel Drimmer President and Chief Executive Officer (416)
234-8444
or
Tracy Sherren Chief Financial Officer (416) 234-8444
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