TORONTO, March 26, 2018 (GLOBE NEWSWIRE) -- Canadian Real Estate Investment Trust (“CREIT”) (TSX:REF.UN) announced today that Institutional Shareholder Services Inc. (“ISS”) and Glass Lewis and Co., LLC (“Glass Lewis”), two pre-eminent proxy advisory firms, have recommended that unitholders of CREIT vote FOR the plan of arrangement (the “Arrangement”) relating to the combination transaction with Choice Properties Real Estate Investment Trust (“Choice Properties”) previously announced on February 15, 2018.
Under the Arrangement, Choice Properties will acquire all of CREIT’s assets and assume all of its liabilities, including long-term debt and all residual liabilities (other than certain credit facilities of CREIT that will be repaid in connection with the Arrangement). CREIT will then redeem all of its outstanding units for an aggregate of $22.50 in cash and 2.4904 Choice Properties units per CREIT unit, on a fully prorated basis.
The ISS report states that “the proposed transaction makes strategic sense as the resulting issuer will become Canada’s largest real estate investment trust with an enterprise value of about $16 billion, a significant development pipeline, and a diversified portfolio comprising 752 properties.” The ISS report also noted a number of expected benefits of the proposed Arrangement, including the following:
- The combined entity will gain access to greater scale development opportunities and an increase in cash flow from investment-grade tenants.
- The combined entity will also benefit from the strategic relationship with Loblaw Companies Limited, which will provide stability of income while also allowing growing cash flows.
- Unitholders choosing Choice Properties units as a consideration type (subject to proration) are expected to benefit from continued ownership in the combined entity and a 70% increase in distributions as compared to the current level of annual distribution on a CREIT unit.
In its report, Glass Lewis states that “we find the proposed transaction to be compelling and structured in a manner which imparts a fair and acceptable valuation for CREIT unitholders. The board appears to have adequately considered the Trust's strategic and transaction alternatives and reasonably determined that, following a long track record of success, pursuing a transformative combination with Choice [Properties] represents the best alternative to enhance unitholder value going forward. The combination represents a unique opportunity to create a more diversified portfolio which will be better positioned to capitalize on growth initiatives and potentially generate superior returns and distributions for unitholders.”
The Board of Trustees recommends that CREIT unitholders vote FOR the special resolution approving the Arrangement (the “Arrangement Resolution”).
Your vote is very important. CREIT unitholders should vote FOR the Arrangement Resolution using the form of proxy or voting instruction form in advance of the voting deadline at 5:00 p.m. on Monday April 9, 2018.
Unitholders who have questions about the Arrangement or need assistance voting may contact Laurel Hill Advisory Group, CREIT’s proxy solicitation agent at:
Laurel Hill Advisory Group
North America Toll Free: 1-877-452-7184
Collect Calls Outside North America: 1-416-304-0211
Email: assistance@laurelhill.com
About Canadian Real Estate Investment Trust
CREIT is a real estate investment trust focused on accumulating and aggressively managing a portfolio of high-quality real estate assets and delivering the benefits of real estate ownership to unitholders. The primary benefit is a reliable and, over time, increasing monthly cash distribution. CREIT owns a diversified portfolio of retail, industrial and office properties.
For further information
Canadian Real Estate Investment Trust
Mario Barrafato
Executive Vice President and Chief Financial Officer
416-628-7872
mbarrafato@creit.ca
For additional information, visit www.creit.ca or www.sedar.com.