HALIFAX, NOVA SCOTIA–(Marketwired – March 13, 2017) –
NOT FOR DISTRIBUTION TO THE UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Killam Apartment REIT (TSX:KMP.UN) (“Killam”) is pleased to announce that it has closed its previously announced public offering (the “Offering”), on a bought-deal basis, of trust units (the “Units”) to the public at a price of $12.65 per Unit (the “Offering Price”). Killam issued 6,088,500 Units, including 553,500 Units on the exercise of an Over-Allotment Option (as defined below), for gross proceeds of approximately $77 million.
The Offering was made pursuant to an underwriting agreement with a syndicate of underwriters led by RBC Capital Markets and including BMO Nesbitt Burns Inc., CIBC World Markets Inc., Scotia Capital Inc., TD Securities Inc., Canaccord Genuity Corp., National Bank Financial Inc., Raymond James Ltd., GMP Securities L.P., Industrial Alliance Securities Inc., Brookfield Financial Securities LP and Eight Capital (collectively, the “Underwriters”). The Underwriters were granted the option (the “Over-Allotment Option”) to purchase up to an additional 553,500 Units at the Offering Price to cover over-allotments, if any, and for market stabilization purposes, which they exercised in full.
Killam intends to use the net proceeds from the Offering to redeem the entire principal amount of its $46.0 million 5.45% convertible subordinated debentures (the “Debentures”), to repay Killam’s credit facility that was used to partially fund the previously announced $49 million apartment acquisition in Ottawa that closed on March 1, 2017, and to fund future property acquisitions and for general trust purposes.
The Units have not and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), and state securities laws. Accordingly, the Units may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the U.S. Securities Act.
Redemption of 5.45% Convertible Debentures
With the closing of the Offering, Killam announced that it is exercising its right to redeem all of the outstanding Debentures pursuant to the trust indenture (the “Indenture”) dated as of November 30, 2010 between Killam and Computershare Trust Company of Canada, as supplemented by a first supplemental indenture dated as of June 2, 2011.
The redemption date for the Debentures will be April 13, 2017 (the “Redemption Date”). The redemption payment amount will be $1,015.379 for each $1,000 principal amount of Debentures, being equal to the aggregate of (i) $1,000, and (ii) all accrued and unpaid interest thereon to but excluding the Redemption Date (collectively, the ” Redemption Price”), will be paid in cash on the Redemption Date.
The Redemption Price will be payable upon presentation and surrender of the Debentures at the following corporate trust office:
|Computershare Trust Company of Canada|
|100 University Avenue|
|8th Floor, North Tower|
The interest upon the principal amount of Debentures called for redemption shall cease to be payable from and after the Redemption Date.
About Killam Apartment REIT
Killam Apartment REIT, based in Halifax, Nova Scotia, is one of Canada’s largest residential landlords, owning, operating and developing multi-family apartments and manufactured home communities. Killam’s current portfolio includes $2 billion in real estate assets. Killam’s strategy to maximize its value and long-term profitability includes concentrating on three key areas of growth: 1) increasing the earnings from its existing portfolio, 2) expanding its portfolio and diversifying geographically through accretive acquisitions, with an emphasis on newer properties, and 3) developing high-quality properties in its core markets.
Note: The Toronto Stock Exchange has neither approved nor disapproved of the information contained herein. Certain statements in this report may constitute forward-looking statements relating to the anticipated use of the net proceeds of the Offering and the redemption of the 5.65% Debentures. Such forward-looking statements involve risks, uncertainties and other factors which may cause actual results, performance or achievements of Killam to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. For more exhaustive information on these risks and uncertainties, you should refer to our most recently filed annual information form which is available at www.sedar.com. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, a forward-looking statement speaks only as of the date on which such statement is made and should not be relied upon as of any other date. Other than as required by law, Killam does not undertake to update any of such forward-looking statements.
Dale Noseworthy, CPA, CA, CFA
Vice President, Investor Relations and Corporate Planning