MONTREAL, June 2, 2015 /CNW Telbec/ – (TSXV: NEL.UN) Nobel Real Estate Investment Trust (“Nobel REIT” or the “REIT“) is pleased to announce the closing of its brokered private placement (the “Private Placement“) previously announced on April 23, 2015. The Private Placement consisted of 15,000,000 units (the “Units“) of the REIT, with each Unit consisting of one trust unit (the “Trust Units“) and one-tenth of a warrant; each warrant will be exercisable for a period of five years from issuance at an exercise price of $1.00 per Trust Unit. The Units were issued at a purchase price of $0.80 each, for gross proceeds of $12,000,000.
RFA Nobel Limited Partnership (“RFA“), an existing insider, related party, and control person of the REIT under the policies of the TSX Venture Exchange (the “Exchange“) and applicable securities laws, participated for $7,050,000 of the Private Placement (the “RFA Investment“).
RFA’s participation in the Private Placement is considered a related party transaction under Regulation 61-101 respecting Protection of Minority Security Holders in Special Transactions (QuÃ©bec) (“Regulation 61-101“). The REIT relied upon sections 5.5(a) and 5.7(1)(a) of Regulation 61-101 for exemptions from the formal valuation and minority approval requirements, respectively, under Regulation 61-101, as neither the fair market value of the Trust Units issued to RFA nor the amount of the RFA Investment exceeded 25% of the REIT’s market capitalization at the time the transaction was agreed to by the parties.
The Trust Units are subject to a four-month plus one day hold period ending on October 2, 2015, pursuant to securities legislation and the policies of the Exchange. The Trust Units have not been nor will they be registered under the United States Securities Act of 1933, as amended, or state securities laws, and may not be offered or sold in the United States or to an account for the benefit of U.S. persons, absent such registration or an exemption from registration. The Private Placement remains subject to the final approval of the Exchange.
A cash commission equal to 6% of the gross proceeds raised under the Private Placement, was paid to the Dundee Securities Ltd., as lead agent and sole bookrunner (the “Lead Agent“) in connection with the Private Placement, except for the gross proceeds raised by entities or subscribers introduced by or affiliated to RFA, for which a fee equal to 2% of such gross proceeds raised was paid to Realty Financial Advisors Inc., an exempt market dealer, in connection with the Private Placement. In addition the REIT paid a financial advisory fee of $125,000 to the Lead Agent.
As previously announced on April 23, 2015, the gross proceeds of the Private Placement will be used to complete the acquisition of investment properties totalling approximately $30,000,000, and for working capital purposes, including the acquisition of additional properties. The closing of the acquisition of the investment property located at 1901 Dickson / 5780 Ontario East is scheduled for tomorrow; other acquisitions will follow.
About Nobel REIT
Nobel REIT is an unincorporated open-ended real estate investment trust governed by the laws of the Province of QuÃ©bec. Nobel REIT has been created for the purpose of acquiring and owning income producing properties. The REIT will focus on acquiring commercial retail, mixed-used retail, and industrial and suburban office properties in the primary and secondary markets in the Province of QuÃ©bec. Nobel REIT currently owns nine properties located in QuÃ©bec, comprising 422,904 square feet of gross leasable area.
Disclaimer â Safe Harbour ForwardâLooking Statements
Forward-looking statements contained in this press release involve known and unknown risks, uncertainties and other factors that may cause actual results, performance and achievements of the REIT to be materially different from any future results, performance or achievements expressed or implied by the said forward-looking statements.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE Nobel Real Estate Investment Trust