Morguard North American Residential REIT Announces Increase of Previously Announced Offering to $75 Million
25 Janvier 2018 - 5:08PM
NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER
UNITED STATES WIRE SERVICES
Morguard North American Residential Real Estate
Investment Trust (“Morguard NAR REIT” or the “REIT”) (TSX:MRG.UN),
announced today that, due to increased investor demand, it has
amended the terms of its previously announced public offering of
convertible unsecured subordinated debentures. The REIT has
entered into an agreement with a syndicate of underwriters, co-led
by RBC Capital Markets and TD Securities Inc., for the purchase by
the underwriters, on a bought deal basis, subject to regulatory
approval, of $75,000,000 aggregate principal amount of 4.50%
convertible unsecured subordinated debentures due March 31, 2023
(the “Debentures”). The Debentures are convertible, at the option
of the holder, into trust units of Morguard NAR REIT at $20.20 per
trust unit. Morguard NAR REIT has granted an over-allotment option
exercisable at any time up to 30 days after Closing, to acquire
additional Debentures up to the lesser of $10,500,000 aggregate
principal amount of Debentures and the Underwriters respective
“Over-Allocation Position” as at the closing date.
As part of the transaction, Morguard Corporation
has agreed to purchase $5,000,000 of the Debentures being
offered.
Morguard NAR REIT will, by January 30, 2018,
file with the securities commissions and other similar regulatory
authorities in each of the provinces and territories of Canada,
excluding Quebec, a preliminary short form prospectus relating to
the issuance of the Debentures. The offering is expected to
close on or about February 13, 2018.
The REIT intends to use the net proceeds from
the Offering to fund the redemption of all of the REIT’s 4.65%
convertible unsecured subordinated debentures (current outstanding
balance of $60.0 million) which mature on March 30, 2018 and which
have a par call date of April 1, 2017. The REIT intends to use the
remainder of the net proceeds, if any, to fund future acquisitions,
for debt repayment and for general trust purposes.
This press release does not constitute an offer
to sell, or the solicitation of an offer to buy, any securities in
any jurisdiction. The securities being offered have not been and
will not be registered under the U.S. Securities Act of 1933 and
state securities laws. Accordingly, the securities may not be
offered or sold to U.S. persons except pursuant to applicable
exemptions from registration requirements.
About Morguard North American
Residential REIT
The REIT is an unincorporated, open-ended real
estate investment trust which owns, through a limited partnership,
interests in a portfolio of 16 Canadian residential apartment
communities, located in Alberta and Ontario, and 30 U.S.
residential apartment communities located in Colorado, Texas,
Louisiana, Illinois, Georgia, Florida, North Carolina, Virginia and
Maryland consisting of approximately 13,000 residential suites.
For more information, please visit
Morguard.com.
Certain information in this press release may
constitute forward-looking statements that involve a number of
risks and uncertainties, including statements regarding the outlook
for the REIT’s business results of operations, proposed use of
proceeds from the offering (including any redemption) and the
timing thereof. Forward-looking statements use the words “believe,”
“expect,” “anticipate,” “may,” “should,” “intend,” “estimate” and
other similar terms, which do not relate to historical matters.
Such forward-looking statements involve known and unknown risks and
uncertainties and other factors that may cause the actual results
to differ materially from those indicated. Such factors include,
but are not limited to, general economic conditions, the
availability of new competitive supply of commercial real estate
that may become available either through construction or sublease,
the REIT’s ability to maintain occupancy and to lease or re-lease
space on a timely basis at current or anticipated rates, tenant
bankruptcies, financial difficulties and defaults, changes in
interest rates, changes in operating costs, the REIT’s ability to
obtain adequate insurance coverage at a reasonable cost, the
ability to complete potential acquisitions and the availability of
financing. The REIT believes that the expectations reflected in
forward-looking statements are based on reasonable assumptions;
however, the REIT can give no assurance that actual results will be
consistent with these forward-looking statements. Except as
required by applicable law, the REIT disclaims any intention or
obligation to update or revise any forward-looking statements
whether as a result of new information, future events or otherwise.
Readers should be cautioned not to place undue reliance on the
forward-looking statements.
For further information:
Mr. K. Rai Sahi, Chairman and Chief Executive OfficerMorguard
North American Residential Real Estate Investment Trust55 City
Centre DriveSuite 1000Mississauga, OntarioL5B 1M3Tel:
905-281-3800www.morguard.com
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