Marwest Apartment REIT Announces Closing of Qualifying Transaction and Provides an Update on Potential Acquisition Pipeline

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Highlights:

• Marwest Apartment REIT (the "REIT") closes its previously announced qualifying transaction, indirectly acquiring two multi-family apartment properties totaling 251 multi-family units in Winnipeg, Manitoba.

• The REIT closes its previously announced brokered private placement of Class A trust units ("Trust Units") conducted by its agent, Canaccord Genuity Corp. (the "Agent") pursuant to which the REIT sold 1,000,000 Trust Units for gross proceeds of $1,000,000.

• The REIT intends to actively pursue additional acquisition opportunities.

• The Trust Units are anticipated to recommence trading on the TSX Venture Exchange on or about May 5, 2021.

WINNIPEG, MB, April 30, 2021 /CNW/ - Marwest Apartment Real Estate Investment Trust ("Marwest Apartment REIT" or the "REIT") (TSXV: MAR.P) is pleased to announce today the closing of its previously announced qualifying transaction (the "Qualifying Transaction") under TSXV Policy 2.4 – Capital Pool Companies and the identification of two potential acquisition opportunities.

Closing of Qualifying Transaction

Pursuant to the Qualifying Transaction, the REIT indirectly acquired entities owning 251 multi-family residential suites located in Winnipeg, Manitoba. At the annual and special meeting (the "Meeting") held today, the holders ("Unitholders") of Class A trust units ("Trust Units") of the REIT passed all of the resolutions considered at the Meeting, including: (i) the re-election of the incumbent trustees of the REIT; (ii) the re-appointment of the REIT's auditors; (iii) the resolution approving the Qualifying Transaction by a "majority of the minority"; (iv) the resolution approving the equity incentive plan of the REIT by a majority of disinterested Unitholders; (v) the resolution approving the right of Marwest Asset Management Inc. ("Marwest") to elect to receive REIT Units or securities exchangeable for REIT Units in satisfaction of certain fees and payments under its asset management and property management agreement by a majority of disinterested Unitholders; and (vi) the resolution approving amendments to the declaration of trust of the REIT, all as more particularly described in the management information circular of the REIT dated April 1, 2021.

Closing of Private Placement

In connection with the closing of the Qualifying Transaction, the REIT also completed its previously announced brokered private placement of Trust Units conducted by its agent Canaccord Genuity Corp., pursuant to which the REIT issued 1,000,000 Trust Units at a price of $1.00 per Trust Unit for gross proceeds of $1,000,000. As a result, following the Qualifying Transaction there are an aggregate of 4,559,673 Trust Units and an aggregate of 9,812,063 Class B limited partnership units ("Exchangeable Units") of MAR REIT L.P. Each Exchangeable Unit is exchangeable for one Trust Unit and is accompanied by a special voting unit of the REIT entitling the holder to receive notice of, attend at and vote at any meeting of voting securityholders of the REIT.

The REIT has requested final acceptance of the Qualifying Transaction by the TSXV and a request that the trading halt imposed on the Trust Units be lifted. The Trust Units are anticipated to recommence trading on the TSX Venture Exchange on or about May 5, 2021.

Acquisition Opportunities

The REIT also announced today that it intends to actively pursue additional acquisition opportunities, including a potential acquisition opportunity in northeast Winnipeg, Manitoba and another potential opportunity in southwest Winnipeg, Manitoba.

Forward-looking Statements 

The information in this news release includes certain information and statements about management's views of future events, expectations, plans and prospects that constitute forward– looking statements. These statements are based upon assumptions that are subject to significant risks and uncertainties. Because of these risks and uncertainties and as a result of a variety of factors, the actual results, expectations, achievements or performance may differ materially from those anticipated and indicated by these forward–looking statements. Forward–looking statements in this news release include, but are not limited to, potential future acquisitions. A number of factors could cause actual results to differ materially from these forward–looking statements as well as future results, including the fact that there is no assurance that the REIT will complete additional property acquisitions. Although management of the REIT believes that the expectations reflected in forward– looking statements are reasonable, it can give no assurances that the expectations of any forward– looking statements will prove to be correct. Except as required by law, the REIT disclaims any intention and assumes no obligation to update or revise any forward–looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward–looking statements or otherwise.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release.

The Trust Units are not registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and may not be offered or sold within the United States or to or for the account or benefit of U.S. persons, except in certain transactions exempt from the registration requirements of the U.S. Securities Act. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, securities of the REIT in the United States or in any other jurisdiction.

SOURCE Marwest Apartment Real Estate Investment Trust

please contact Mr. William Martens, Chief Executive Officer, Telephone: [phone].