/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES/
STELLARTON, NS, Oct. 24, 2013 /CNW/ – Crombie Real Estate Investment
Trust (TSX: CRR.UN) announced today that it has entered into an agency
agreement with a syndicate of agents, co-led by Scotia Capital Inc.,
BMO Nesbitt Burns Inc., CIBC World Markets Inc. and including RBC
Dominion Securities Inc. and TD Securities Inc., to sell on a private
placement "best efforts" agency basis $175 million aggregate principal
amount of 3.986percent Series A Notes (senior unsecured) with a five-year term. The
offering is expected to close on or about October 31, 2013 and is
subject to customary closing conditions, including receipt of necessary
consents and approvals and the Series A Notes receiving a rating of at
least BBB (low) with a stable trend from DBRS.
Upon completion of the offering, the net proceeds from the sale of the
Series A Notes will be held in escrow by an escrow agent pending the
satisfaction of the conditions to closing, among other things, in
connection with Crombie's previously announced acquisition agreement to
purchase a portfolio of retail properties from a wholly-owned
subsidiary of Sobeys Inc.. Upon release from escrow, Crombie will use
the net proceeds from the offering to, directly or indirectly,
partially fund the acquisition. If the escrow release conditions are
not satisfied on or before March 12, 2014 or if the acquisition has
been terminated, the Series A Notes will be subject to a special
mandatory redemption. The redemption price for any special mandatory
redemption would be 100 percent of the aggregate principal amount of
the Series A Notes, together with accrued and unpaid interest from the
date of settlement up to but not including the date of the special
mandatory redemption.
The Series A Notes will be sold in Canada on a private placement basis
pursuant to certain prospectus exemptions. The offer and sale of the
Series A Notes will not be registered under the United States
Securities Act of 1933, as amended (the "Securities Act") or any state securities laws, and the Series A Notes may not be
offered or sold in the United States or to, or for the account or
benefit of, U.S. persons, absent registration or an applicable
exemption from the registration requirements of the Securities Act and
applicable state securities laws.
This news release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any offer,
solicitation or sale of the securities in any state in which such
offer, solicitation or sale would be unlawful.
About Crombie
Crombie Real Estate Investment Trust is an unincorporated, open-ended
real estate investment trust established under, and governed by, the
laws of the Province of Ontario. The trust invests in income-producing
retail, office and mixed-use properties in Canada, with a future growth
strategy focused primarily on the acquisition of retail properties.
Crombie currently owns a portfolio of 180 commercial properties in nine
provinces, comprising approximately 14.6 million square feet of gross
leasable area. More information about Crombie can be found at www.crombiereit.com.
This news release may contain forward looking statements that reflect
the current expectations of management of Crombie about Crombie's
future results, performance, achievements, prospects and opportunities.
Wherever possible, words such as "continue", "may", "will", "estimate",
"anticipate", "believe", "expect", "intend" and similar expressions
have been used to identify these forward looking statements. These
statements reflect current beliefs and are based on information
currently available to management of Crombie, and include, without
limitation, statements regarding the expected amount and timing of the
offering which remains subject to the sale by the agents and may be
impacted by market conditions. There is no assurance that the offering
will be completed.
Readers are cautioned that such forward-looking statements are subject
to certain risks and uncertainties that could cause actual results to
differ materially from these statements. Crombie can give no assurance
that actual results will be consistent with these forward-looking
statements. A number of factors, including those discussed in the 2012
annual Management Discussion and Analysis under "Risk Management",
could cause actual results, performance, achievements, prospects or
opportunities to differ materially from the results discussed or
implied in the forward-looking statements. These factors should be
considered carefully and a reader should not place undue reliance on
the forward looking statements. There can be no assurance that the
expectations of management of Crombie will prove to be correct.
Additional information relating to Crombie can be found on Crombie's web
site at www.crombiereit.com or on the SEDAR web site for Canadian regulatory filings at www.sedar.com.
SOURCE Crombie REIT