TSX SYMBOL: MRG.UN
/NOT FOR DISTRIBUTION IN THE UNITED
STATES OR OVER UNITED
STATES WIRE SERVICES/
MISSISSAUGA, ON, Jan. 24, 2018 /CNW/ - Morguard North American
Residential Real Estate Investment Trust ("Morguard NAR REIT" or
the "REIT") (TSX: MRG.UN), announced today that it 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 $70,000,000 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.
SOURCE Morguard North American Residential Real Estate
Investment Trust