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Choice Properties Announces $300 Million Bought Deal Equity Offering of Trust Units

April 30, 2019

/NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES WIRE SERVICES/

TORONTO, April 30, 2019 /CNW/ - Choice Properties Real Estate Investment Trust ("Choice Properties" or the "Trust") (TSX: CHP.UN) announced today that it has entered into an agreement to sell 22,815,000 trust units (the "Offered Units"), on a bought deal basis, at a price of $13.15 per Offered Unit, (the "Offer Price") to a syndicate of underwriters co-led by TD Securities Inc., RBC Capital Markets, BMO Capital Markets and CIBC Capital Markets acting as joint bookrunners, for gross proceeds of approximately $300 million (the "Offering").

Choice Properties REIT (CNW Group/Choice Properties Real Estate Investment Trust)

In addition, Choice Properties has granted to the underwriters an over-allotment option, exercisable in whole or in part at any one time up to 30 days after closing of the Offering, to purchase an additional 3,422,250 Offered Units at the Offer Price, which if exercised in full, would increase the gross size of the Offering to approximately $345 million.

Pursuant to its pre-emptive rights, George Weston Limited (TSX: WN), Choice Properties' largest unitholder, has agreed to purchase approximately $50 million of the Offered Units, being 3,805,000 Offered Units, at the Offer Price as part of the Offering. GWL currently holds an approximate 65.3% effective interest in the Trust through ownership of trust units and Class B LP Units. Upon closing of the Offering, GWL will hold an approximate 63.3% effective interest in the Trust through ownership of trust units and Class B LP Units (or 63.0% assuming the exercise in full of the underwriters' over-allotment option).

Choice Properties intends to use the net proceeds from the Offering to repay debt creating additional capacity to fund its previously announced residential development program and for other general business purposes. The Offering is scheduled to close on or about May 9, 2019, subject to Choice Properties obtaining customary regulatory approvals, including the approval of the Toronto Stock Exchange.

The Offered Units will be offered pursuant to a prospectus supplement of Choice Properties under its short form base shelf prospectus dated January 9, 2018. The prospectus supplement will be filed with securities regulatory authorities in all provinces of Canada.

The Offered Units have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or under any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell, or a solicitation of an offer to buy, any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. 

About Choice Properties

Choice Properties, Canada's premier diversified real estate investment trust, is the owner, manager and developer of a high-quality portfolio comprising 756 properties totaling approximately 67.7 million square feet of gross leasable area. The portfolio is comprised of retail properties, predominantly leased to necessity-based tenants, industrial, office and residential assets concentrated in attractive markets and offers an unmatched development pipeline. Choice Properties' strategic alliance with its principal tenant, Loblaw Companies Limited, the country's leading retailer, is a key competitive advantage providing long-term growth opportunities. For more information, visit Choice Properties' website at www.choicereit.ca and Choice Properties' issuer profile at www.sedar.com.

Forward-Looking Statements

This press release may contain forward-looking statements within the meaning of applicable securities legislation, which reflect Choice Properties' current expectations regarding future events, including but not limited to, the intended use of proceeds of the Offering and the date the Offering is expected to close. Forward-looking statements are typically identified by words such as "expect", "anticipate", "believe", "foresee", "could", "estimate", "goal", "intend", "plan", "seek", "strive", "will", "may" and "should" and similar expressions. Forward-looking statements reflect current estimates, beliefs and assumptions, which are based on Choice Properties' perception of historical trends, current conditions and expected future developments, as well as other factors management believes are appropriate in the circumstances. Choice Properties' estimates, beliefs and assumptions are inherently subject to significant business, economic, competitive and other uncertainties and contingencies regarding future events and as such, are subject to change. Choice Properties can give no assurance that such estimates, beliefs and assumptions will prove to be correct.

Numerous risks and uncertainties could cause Choice Properties' actual results to differ materially from the estimates, beliefs and assumptions expressed or implied in those forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect Choice Properties' expectations only as of the date of this press release. Choice Properties disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

SOURCE Choice Properties Real Estate Investment Trust