Primaris and H&R Announce Unitholder Approvals and Proration Results
March 22 2013 - 11:36AM
Marketwired
H&R Real Estate Investment Trust ("H&R REIT") and H&R
Finance Trust ("H&R Finance Trust", collectively, "H&R")
(TSX:HR.UN)(TSX:HR.DB.C)(TSX:HR.DB.D)(TSX:HR.DB.E) and Primaris
Retail Real Estate Investment Trust (TSX:PMZ.UN) ("Primaris") are
pleased to announce that at special meetings held earlier today,
their respective unitholders approved the previously announced
transactions involving Primaris, H&R and a KingSett Capital-led
consortium. In addition, Primaris will be applying this afternoon
to the Court of Queen's Bench of Alberta for a final order
approving the plan of arrangement.
Primaris also announced the proration results contemplated by
the plan of arrangement. Unitholders who elected cash for their
Primaris units will receive $28 cash per unit for approximately 55%
of their units and will receive 1.166 H&R stapled units per
unit for the balance. All other Primaris unitholders will receive
1.166 H&R stapled units for each Primaris unit they hold.
Primaris and H&R currently expect to close the proposed
transactions on or about April 4, 2013.
About H&R
H&R REIT is an open-ended real estate investment trust,
which owns a North American portfolio of 41 office, 113 industrial
and 138 retail properties comprising over 44 million square feet
and 2 development projects, with a fair value of approximately $10
billion. The foundation of H&R's REIT success since inception
in 1996 has been a disciplined strategy that leads to consistent
and profitable growth. H&R REIT leases its properties long term
to creditworthy tenants and strives to match those leases with
primarily long-term, fixed-rate financing.
H&R Finance Trust is an unincorporated investment trust,
which primarily invests in notes issued by a U.S. corporation,
which is a subsidiary of H&R REIT. As at December 31, 2012, the
note receivable balance is U.S. $162.5 million. In 2008, H&R
REIT completed an internal reorganization, which resulted in each
issued and outstanding H&R REIT unit trading together with a
unit of H&R Finance Trust as a "Stapled Unit" on the Toronto
Stock Exchange.
About Primaris
Primaris is a TSX listed real estate investment trust that
specializes in owning and operating Canadian enclosed shopping
centres that are dominant in their local trade areas. Merchandising
for each property is dynamic in order to meet the unique needs of
its local customers and the community. Primaris maintains a high
occupancy rate at its shopping centres and has retail tenants that
offer new and exciting brands. Primaris owns 43 income-producing
properties comprising approximately 15.9 million square feet
located in Canada. As of February 28, 2013, Primaris had
100,743,915 units issued and outstanding (including exchangeable
units for which units have yet to be issued).
Forward Looking Information
This press release contains forward looking statements that
reflect current expectations of each of Primaris and H&R about
their future results, performance, prospects and opportunities,
including with respect to the closing, costs and benefits of the
proposed transaction and all other statements that are not
historical facts. The timing and completion of the proposed
transaction is subject to customary closing conditions, termination
rights and other risks and uncertainties. Accordingly, there can be
no assurance that the proposed transaction will occur, or that it
will occur on the timetable or on the terms and conditions
contemplated in this news release. The proposed transaction could
be modified, restructured or terminated. Readers are cautioned not
to place undue reliance on forward looking information. Each of
Primaris and H&R has tried to identify these forward looking
statements by using words such as "may", "will", "should" "expect",
"anticipate", "believe", "intend", "plan", "estimate",
"potentially" and similar expressions. By its nature, such forward
looking information necessarily involves known and unknown risks
and uncertainties that may cause actual results, performance,
prospects and opportunities in future periods of Primaris or
H&R to differ materially from those expressed or implied by
such forward looking statements.
Contacts: Primaris Unitholders: Kingsdale Shareholder Services
Inc. 1 (866) 581-1571 (English and Français) toll-free in North
America (416) 867-2272 outside of North America (collect calls
accepted)contactus@kingsdaleshareholder.com Primaris John Morrison
President & Chief Executive Officer (416) 642-7860 Primaris
Louis Forbes Executive Vice President & Chief Financial Officer
(416) 642-7810 Media Contact for Primaris Retail REIT NATIONAL
Public Relations Peter Block (416) 848-1431 Media Contact for
Primaris Retail REIT NATIONAL Public Relations Jennifer Lee (416)
848-1383 H&R Unitholders: CST Phoenix Advisors 1-866-822-1245
(toll-free within Canada/United States) 1-201-806-2222 (banks,
brokers and collect calls outside Canada and the United
States)inquiries@phoenixadvisorscst.com H&R Tom Hofstedter
President & Chief Executive Officer (416) 635-7520 H&R
Larry Froom Chief Financial Officer (416) 635-7520 Media Contact
for H&R REIT Longview Communications Louise Kozier (604) 644
6090
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