- Reduces MileSouth Ownership Interest in the REIT to Approximately 1.1% Down From 15.6% -
TORONTO / DALLAS, March 31, 2016 /CNW/ - Milestone Apartments Real Estate Investment Trust (TSX: MST.UN) (the "REIT") and MileSouth Apartment Portfolio LP, an affiliated entity of Invesco Ltd. ("MileSouth"), announced today that they have completed their previously announced secondary offering whereby MileSouth sold an aggregate of 11,000,000 trust units of the REIT ("Units") at a price of C$16.50 per Unit (including Units issued pursuant to the exercise in full of the over-allotment option granted to the underwriters by MileSouth), on a bought deal basis, for gross proceeds of C$181.5 million (the "Offering"). The Offering was co-led by BMO Capital Markets and CIBC, with BMO Capital Markets acting as the sole bookrunner. The net proceeds from the Offering were paid to MileSouth. The REIT did not receive any proceeds from the Offering.
MileSouth now owns 815,000 Units, representing an approximate 1.1% ownership interest in the REIT, down from 42.9% at the time of the REIT's initial public offering in March of 2013 and down from 15.6% before the Offering.
The gradual and planned liquidation of MileSouth's investment position in the REIT over the last two years is consistent with the REIT's message at IPO and with MileSouth's investment mandate. Since MileSouth now owns less than 10% of the outstanding Units on a fully-diluted basis, MileSouth no longer has the right to (i) require the REIT to include Units held by MileSouth in any future offering undertaken by the REIT by way of prospectus, (ii) require the REIT to use reasonable commercial efforts to file a prospectus qualifying Units held by MileSouth for distribution, and (iii) nominate one Trustee to the REIT's board of trustees (the "Board of Trustees"). Accordingly, Jay P. Hurley, MileSouth's nominee on the Board of Trustees, is not expected to stand for re-election as a Trustee at the REIT's upcoming Annual General Meeting on May 10, 2016.
The Units were offered in each of the provinces and territories of Canada pursuant to the REIT's base shelf prospectus dated August 27, 2014, as amended. The terms of the Offering are described in a prospectus supplement dated March 23, 2016 filed with Canadian securities regulators. A copy of the prospectus supplement is available under the REIT's profile on the SEDAR website at www.sedar.com.
The Units offered under the Offering 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.
About Milestone
Milestone is an unincorporated, open-ended real estate investment trust that is governed by the laws of Ontario. The REIT's portfolio consists of 72 multifamily garden-style residential properties, comprising 22,546 apartment units that are located in 14 major metropolitan markets throughout the Southeast and Southwest United States. Milestone is the largest real estate investment trust listed on the TSX focused solely on the United States multifamily sector. The REIT operates its portfolio through its internal property management company, Milestone Management, LLC, which has approximately 1,500 employees and manages more than 50,000 apartment units across the United States. Based in Dallas, TX, TMG Partners, L.P., an affiliate of The Milestone Group, LLC, is the external asset manager of the REIT. For more information, please visit www.milestonereit.com.
About The Milestone Group, LLC
The Milestone Group is a privately-held real estate investment management company with expertise and presence in major metropolitan markets throughout the United States. The firm has corporate offices in Dallas, Texas and New York, New York with regional acquisition and management offices across the United States. Founded in 2004, The Milestone Group has a strong track record of investing in the U.S. multifamily sector, including completion of approximately US$10 billion in multifamily transactions. For more information, please visit www.milestonegp.com.
Forward-looking Information
This news release may contain forward-looking statements (within the meaning of applicable securities laws) relating to the business of the REIT and the environment in which it operates. Forward-looking statements are identified by words such as "believe", "anticipate", "expect", "intend", "plan", "will", "may", "estimate" and other similar expressions. These statements are based on the REIT's expectations, estimates, forecasts and projections and include, without limitation, statements regarding the expectation that Jay P. Hurley will not stand for re-election as a Trustee at the REIT's upcoming Annual General Meeting in May 2016. They are not guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements, including, but not limited to, the factors discussed under the heading "Risk Factors" in the REIT's annual information form available at www.sedar.com. The forward-looking statements in this news release are based on certain assumptions. There can be no assurance that forward-looking statements will prove to be accurate as actual outcomes and results may differ materially from those expressed in these forward-looking statements. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, these forward-looking statements are made as of the date of this news release and, except as expressly required by applicable law, the REIT assumes no obligation to publicly update any such statement, whether as a result of new information, future events or otherwise.
SOURCE Milestone Apartments REIT
Image with caption: "Milestone Apartments REIT (CNW Group/Milestone Apartments REIT)". Image available at: http://photos.newswire.ca/images/download/20160331_C2284_PHOTO_EN_654641.jpg
Robert Debs, Investor Relations, Milestone Apartments REIT, Tel: 214.561.1215; Bruce Wigle, Investor Relations, Bay Street Communications, Tel: 647.496.7856
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