TORONTO, Sept. 22, 2021 (GLOBE NEWSWIRE) — Slate Grocery REIT (TSX: SGR.U) (TSX: SGR.UN) (the “REIT”), an owner and operator of U.S. grocery-anchored real estate, announced today the closing of its previously announced acquisition (the “Acquisition”) of a US$390 million grocery-anchored portfolio (the “Portfolio”). The Portfolio comprises 25 properties and 3.1 million square feet in major metro markets across the United States.
The Acquisition significantly increases the size and scale of the REIT’s portfolio to an aggregate 13.0 million square feet and US$1.8 billion of critical real estate and is expected to be immediately accretive to the REIT’s funds from operations per unit and adjusted funds from operations per unit.
“We are pleased to close this compelling transaction to acquire US$390 million of quality grocery-anchored assets that generates immediate accretion for unitholders,” said David Dunn, Chief Executive Officer of Slate Grocery REIT. “We have increased our exposure to America’s largest metropolitan markets at an attractive cost basis and deepened our relationships with leading omnichannel grocers whose neighborhood stores will continue to serve as critical food distribution points for both in-store and online purchases.”
The Acquisition purchase price was partially funded by the proceeds of the sale of 11,420,000 subscription receipts of the REIT (the “Subscription Receipts”) at a price of C$11.65 per Subscription Receipt for gross proceeds of approximately C$133,043,000, which closed on March 31, 2021.
As a result of the completion of the Acquisition, each of the 11,420,000 outstanding Subscription Receipts will automatically be exchanged for one class U trust unit of the REIT (“Class U Units”) and a cash distribution-equivalent payment of US$0.072 per Subscription Receipt will be made in respect of each of the record dates that have occurred since the date of the closing of the Subscription Receipt offering, less any applicable withholding taxes (being equal to the aggregate amount of distributions paid by the REIT per Class U Unit in respect of such record dates). Trading in the Subscription Receipts on the Toronto Stock Exchange has been halted, and the Subscription Receipts are expected to be delisted immediately and the Class U Units issued in exchange for the Subscription Receipts will immediately commence trading on the Toronto Stock Exchange.
The REIT further expects that holders of Subscription Receipts will receive in the upcoming days the Class U Units and the distribution equivalent payment to which they are entitled.
Amendment of Management Agreement
The independent trustees of the REIT have approved amendments to the REIT’s Management Agreement with Slate Asset Management (“Slate”) effective October 1, 2021 (the “Amended Management Agreement”). Highlights of the Amended Management Agreement include:
- A new five-year term to October 1, 2026, with five-year renewal terms thereafter
- Reduction in asset management fees as the REIT grows from 0.40% of gross book value (“GBV”) to 0.35%
- Slate maintaining, at a minimum, its existing ownership of Class U Units throughout the term of Amended Management Agreement
About Slate Grocery REIT (TSX: SGR.U / SGR.UN)
Slate Grocery REIT is an owner and operator of U.S. grocery-anchored real estate. The REIT owns and operates approximately US$1.8 billion of critical real estate infrastructure across major U.S. metro markets that communities rely upon for their daily needs. The REIT’s resilient grocery-anchored portfolio and strong credit tenants provide unitholders with durable cash flows and the potential for capital appreciation over the longer term. Visit slategroceryreit.com to learn more about the REIT.
About Slate Asset Management
Slate Asset Management is a global alternative investment platform focused on real estate. We focus on fundamentals with the objective of creating long-term value for our investors and partners. Slate’s platform has a range of investment strategies, including opportunistic, value add, core plus and debt investments. We are supported by exceptional people and flexible capital, which enable us to originate and execute on a wide range of compelling investment opportunities. Visit slateam.com to learn more.
Certain information herein constitutes “forward-looking information” as defined under Canadian securities laws which reflect management’s expectations regarding objectives, plans, goals, strategies, future growth, results of operations, performance, business prospects and opportunities of the REIT. Some of the specific forward-looking statements contained herein include, but are not limited to the effect of the Acquisition and the related transactions contemplated herein on the financial performance of the REIT. The words “plans”, “expects”, “does not expect”, “scheduled”, “estimates”, “intends”, “anticipates”, “does not anticipate”, “projects”, “believes”, or variations of such words and phrases or statements to the effect that certain actions, events or results “may”, “will”, “could”, “would”, “might”, “occur”, “be achieved”, or “continue” and similar expressions identify forward-looking statements. Such forward-looking statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations.
Forward-looking statements are necessarily based on a number of estimates and assumptions that, while considered reasonable by management as of the date hereof, are inherently subject to significant business, economic and competitive uncertainties and contingencies. When relying on forward-looking statements to make decisions, the REIT cautions readers not to place undue reliance on these statements, as forward-looking statements involve significant risks and uncertainties and should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not the times at or by which such performance or results will be achieved. A number of factors could cause actual results to differ, possibly materially, from the results discussed in the forward-looking statements. Additional information about risks and uncertainties is contained in the filings of the REIT with securities regulators.
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