TORONTO, ONTARIO--(Marketwired - June 20, 2017) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Summit Industrial Income REIT ("Summit" or the "REIT") (TSX:SMU.UN) announced today that it has entered into an agreement with a syndicate of underwriters co-led by BMO Capital Markets and CIBC Capital Markets (collectively, the "Underwriters") to sell, on a bought deal basis, 8,490,000 units of the REIT (the "Units") at a price of $7.07 per Unit for gross proceeds to Summit of approximately $60 million (the "Offering"). In addition, Summit has granted the Underwriters an over-allotment option to purchase up to an additional 1,273,500 Units on the same terms and conditions, exercisable at any time, in whole or in part, up to 30 days after the closing of the Offering. BMO Capital Markets is the sole bookrunner on the Offering. The Offering is expected to close on or about June 30, 2017 and is subject to customary conditions, including the approval of the Toronto Stock Exchange.
The REIT intends to use the net proceeds from the Offering to reduce outstanding indebtedness, which may be subsequently redrawn and applied as needed for funding of future acquisitions, and for general trust purposes. The REIT is currently in negotiations in connection with opportunities that may be suitable for the potential acquisition of several light industrial properties located in the REIT's main target markets. If such opportunities are to materialize, their completion will be subject to a number of conditions consistent with the REIT's ordinary acquisition practices, including the execution of purchase and sale agreements and completion of due diligence.
The Units will be offered by way of a prospectus supplement to the REIT's short form base shelf prospectus dated April 26, 2017, which prospectus supplement is expected to be filed with the securities commissions and other similar regulatory authorities in each of the provinces and territories of Canada on June 22, 2017.
The Units have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, (the "1933 Act") and may not be offered, sold or delivered, directly or indirectly, in the United States, or to, or for the account or benefit of, "U.S. persons" (as defined in Regulation S under the 1933 Act), except pursuant to an exemption from the registration requirements of the 1933 Act. This press release does not constitute an offer to sell or a solicitation of an offer to buy any Units in the United States or to, or for the account or benefit of, U.S. persons.
Summit Industrial Income REIT is an unincorporated open-end trust focused on growing and managing a portfolio of light industrial properties across Canada. Summit's units are listed on the TSX and trade under the symbol SMU.UN. For more information, please visit our web site at www.summitIIreit.com.
Caution Regarding Forward Looking Information
This news release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", "objective", "ongoing", "may", "will", "project", "should", "believe", "plans", "intends", "goal" and similar expressions are intended to identify forward-looking information or statements. Forward-looking information may relate to future results, performance, achievements, events, prospects or opportunities for the REIT or the real estate industry, outlook and anticipated events or results. Some of the specific forward-looking statements contained herein include statements with respect to the following: the use of the proceeds of the Offering; the intention of the REIT to complete the Offering on the terms and conditions described herein; the date on which the closing of the Offering is expected to occur; the REIT's pursuit and completion of future acquisitions; and the timing for the filing of the prospectus supplement.
Forward-looking statements necessarily involve known and unknown risks and uncertainties, which may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, assumptions may not be correct and objectives, strategic goals and priorities may not be achieved. A variety of factors, many of which are beyond the REIT's control, affect the operations, performance and results of the REIT and its business, and could cause actual results to differ materially from current expectations of estimated or anticipated events or results. These factors include, but are not limited to, the risks discussed in the REIT's materials filed with Canadian securities regulatory authorities from time to time on www.sedar.com. The readers are cautioned to consider these and other factors, uncertainties and potential events carefully as there can be no assurance actual results will be consistent with such forward-looking statements.
Information contained in forward-looking statements is based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including management's perceptions of historical trends, current conditions and expected future developments, as well as other considerations that are believed to be appropriate in the circumstances, including the following: all regulatory approvals in connection with the Offering are received on a timely basis; conditions within the real estate market, including competition for acquisitions, will be consistent with the current climate; and the risks identified or referenced above, collectively, will not have a material impact on the REIT. While management considers these assumptions to be reasonable based on currently available information, they may prove to be incorrect.
Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date hereof, and to not use such forward looking information for anything other than its intended purpose. Summit undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.