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TORONTO, Dec. 23, 2021 (GLOBE NEWSWIRE) — Slate Office REIT (TSX: SOT.UN) (the “REIT”), an owner and operator of office real estate, announces today that the Scheme of Arrangement1 in respect of the REIT’s Firm Offer2 to acquire all of the issued and outstanding shares of Yew Grove REIT plc (an Irish-incorporated real estate investment trust that is dual-listed on Euronext Dublin (Ireland) and the AIM market of the London Stock Exchange) (“Yew Grove”), for cash consideration of €1.017 per share (the “Proposed Acquisition”), together with certain related matters, were approved at the specially convened meetings of the shareholders of Yew Grove held on 23 December 2021 (GMT).
The Proposed Acquisition would see the REIT acquire a portfolio of 23 modern, fit-for-purpose properties, which are located in strong markets across Ireland. 95% of the Portfolio’s income is secured by investment grade, FDI and government tenants.
“We are very pleased to have reached a vote of approval from the Yew Grove shareholders to complete this transformative acquisition,” said Steve Hodgson, Chief Executive Officer of Slate Office REIT. “This transaction will add to our portfolio of high-quality, well-located office and lite-industrial assets and increase our exposure to blue-chip tenants in technology and life sciences industries at very attractive pricing that is uniquely available in this market.”
Brady Welch, a Trustee of the Board of the REIT and a London-based Founding Partner of Slate Asset Management (“Slate”), the REIT’s manager, added: “We’ve identified Ireland as an attractive new market with strong economic drivers and a robust acquisition pipeline that aligns with the REIT’s investment criteria. This transaction will give us a platform for external and organic growth in the region so we can continue to enhance the scale, diversity and stability of our portfolio for our investors.”
A copy of the announcement made by Yew Grove today in respect of the results of the meetings can be found on the REIT’s website: https://www.slateofficereit.com/regulatory-filings.
The Scheme of Arrangement is expected to become effective in the first quarter of 2022, subject to the satisfaction of customary terms set out in the Scheme Document3 dated 30 November 2021 (including the sanction of the High Court of Ireland).
Upon completion of the Proposed Acquisition, Slate will onboard the existing Yew Grove team, which has a strong track record of growth in Ireland and deep local market knowledge and relationships that will enable the REIT’s continued growth in the region.
About Slate Office REIT (TSX: SOT.UN)
Slate Office REIT is an owner and operator of office real estate. The REIT owns interests in and operates a portfolio of 32 strategic and well-located real estate assets across Canada’s major population centres and includes two assets in downtown Chicago, Illinois. 61% of the REIT’s portfolio is comprised of government or credit rated tenants. The REIT acquires quality assets and creates value for unitholders by applying hands-on asset management strategies to grow rental revenue, extend lease term and increase occupancy. Visit slateofficereit.com to learn more.
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 spans a range of investment strategies, including opportunistic, value add, core plus and debt investments. We are supported by exceptional people and flexible capital, which enables us to originate and execute on a wide range of compelling investment opportunities. Visit slateam.com to learn more.
Statements required by the Irish Takeover Rules
The trustees of the REIT accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the trustees of the REIT (who have taken all reasonable care to ensure that this is the case) the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.
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, statements with respect to the completion of the Proposed Acquisition and the expected timing for completion of the Proposed Acquisition. 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.
For Further Information
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1 Scheme of Arrangement is defined herein as the proposed scheme of arrangement under the Irish Companies Act 2014 to effect the Proposed Acquisition.
2 Firm Offer is defined herein as a firm intention to make an offer under Rule 2.5 of the Irish Takeover Rules.
3 Scheme Document is defined herein as the document published by Yew Grove setting out, amongst other things, the terms of the Scheme of Arrangement.