QUÉBEC CITY, Dec. 21, 2021 /CNW
Telbec/ - Cominar Real Estate Investment Trust
("Cominar" or the "REIT") (TSX: CUF.UN) today
announced that holders (the "Unitholders") of units of
Cominar (the "Units") have approved the proposed arrangement
(the "Arrangement") pursuant to which all of Cominar's
issued and outstanding Units would be acquired for $11.75 per Unit in cash by a consortium led by an
affiliate of Canderel Management Inc.
At a special meeting of Cominar unitholders held earlier today
(the "Meeting"), Cominar Unitholders holding Units carrying
an aggregate of 137,785,799 votes, representing approximately
75.52% of votes entitled to be cast at the Meeting, were
represented in person or by proxy at the Meeting. The resolution
relating to the Arrangement was approved by 82.76% of the votes
cast by Cominar Unitholders.
"I would like to thank Cominar Unitholders for their support
over the years and in relation to the proposed Arrangement," said
René Tremblay, Chairman of
Cominar's Board of Trustees.
The Arrangement remains subject to customary closing conditions,
including the approval of the Superior Court of Québec and approval
under the Investment Canada Act in respect of the
acquisition by Blackstone of Cominar's industrial portfolio as part
of the Arrangement.
The REIT expects the transaction to be completed in the first
quarter of 2022.
As part of the Arrangement, the distribution for December 2021 (payable in January 2022) was suspended. If the Arrangement
does not close by January 15, 2022,
Cominar intends to reinstate the distribution of 3.00 cents per Unit in respect of the second half
of January, 2022 payable in February, 2022 to Cominar Unitholders
of record on January 31, 2022, and
for each month thereafter.
Information regarding the Arrangement can be found in the
management information circular filed by Cominar on November 24, 2021, which is available at
https://www.cominar.com/en/investors/publications/ and under
Cominar's profile on SEDAR at www.sedar.com.
About COMINAR
Cominar is one of the largest diversified real estate investment
trusts in Canada and is the
largest commercial property owner in the Province of Québec. Our
portfolio consists of 310 high-quality office, retail and
industrial properties, totalling 35.7 million square feet
located in the Montreal, Québec
City and Ottawa areas. Cominar's
primary objective is to maximize total return to Unitholders by way
of tax-efficient distributions and maximizing the Cominar value
through the proactive management of our portfolio. For additional
information, please visit www.cominar.com.
Caution Regarding Forward-Looking Statements
Certain statements made in this news release are forward-looking
statements within the meaning of applicable securities laws,
including, but not limited to, statements with respect to the
rationale of the Special Committee and the Board of Trustees for
entering into the arrangement agreement, the expected benefits of
the Arrangement, the timing of various steps to be completed in
connection with the Arrangement, and other statements that are not
material facts. Often, but not always, forward-looking statements
can be identified by the use of forward-looking terminology such as
"may", "will", "expect", "believe", "estimate", "plan", "could",
"should", "would", "outlook", "forecast", "anticipate", "foresee",
"continue" or the negative of these terms or variations of them or
similar terminology.
Although the REIT believes that the forward-looking statements
in this news release are based on information and assumptions that
are current, reasonable and complete, these statements are by their
nature subject to a number of factors that could cause actual
results to differ materially from management's expectations and
plans as set forth in such forward-looking statements, including,
without limitation, the following factors, many of which are beyond
the REIT's control and the effects of which can be difficult to
predict: (a) the possibility that the proposed Arrangement will not
be completed on the terms and conditions, or on the timing,
currently contemplated, and that it may not be completed at all,
due to a failure to obtain or satisfy, in a timely manner or
otherwise, required Unitholder, court and regulatory approvals and
other conditions of closing necessary to complete the Arrangement
or for other reasons; (b) risks related to tax matters, including
as regards the amount of ordinary income to be distributed by the
REIT; (c) the possibility of adverse reactions or changes in
business relationships resulting from the announcement or
completion of the Arrangement; (d) risks relating to the REIT's
ability to retain and attract key personnel during the interim
period; (e) the possibility of litigation relating to the
Arrangement; (f) credit, market, currency, operational, liquidity
and funding risks generally and relating specifically to the
Arrangement, including changes in economic conditions, interest
rates or tax rates; (g) business, operational and financial risks
and uncertainties relating to the COVID-19 pandemic; and (h) other
risks inherent to the REIT's business and/or factors beyond its
control which could have a material adverse effect on the REIT or
the ability to consummate the Arrangement.
Readers are cautioned not to place undue reliance on the
forward-looking statements and information contained in this news
release. Cominar disclaims any obligation to update any
forward-looking statements contained herein, whether as a result of
new information, future events or otherwise, except as required by
law.
SOURCE COMINAR REAL ESTATE INVESTMENT TRUST