MORGUARD NORTH AMERICAN RESIDENTIAL REIT ANNOUNCES COMPLETION OF ITS PREVIOUSLY ANNOUNCED PUBLIC OFFERING OF $50 MILLION OF CONVERTIBLE DEBENTURES

/NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES WIRE SERVICES/

MISSISSAUGA, ON, March 9, 2023 /CNW/ - Morguard North American Residential Real Estate Investment Trust (the "REIT") (TSX: MRG.UN) announced today that it has completed its previously announced public offering (the "Offering") with a syndicate of underwriters, co-led by RBC Capital Markets, TD Securities Inc. and Scotiabank, with RBC Capital Markets and TD Securities Inc. acting as bookrunners, on a bought deal basis, of $50 million aggregate principal amount of 6.00% convertible unsecured subordinated debentures due March 31, 2028 (the "Debentures"). The Debentures are convertible, at the option of the holder, into trust units of the REIT (the "Units") at $24.15 per Unit. As part of the transaction, Morguard Corporation purchased $5 million aggregate principal amount of the Debentures at the offering price. Morguard Corporation currently holds an approximate 44.7% effective interest in the REIT through ownership of Units and exchangeable Class B LP Units.

The REIT intends to use the net proceeds from the Offering, together with existing liquidity, to fund the redemption of all of the REIT's 4.50% convertible unsecured subordinated debentures (the "2018 Debentures") (current outstanding principal balance of $85.5 million) on March 24, 2023 (the "Redemption Date"). The redemption price has been determined in accordance with the provisions of the trust indenture and the supplemental indenture related to the 2018 Debentures. The redemption price will be paid in cash and is $1,000 per 2018 Debenture together with accrued and unpaid interest on the 2018 Debentures up to, but excluding, the Redemption Date.

Copies of the REIT's short form prospectus are available on SEDAR at www.sedar.com.

The securities offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, 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 United States Securities Act of 1933, as amended). This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the Units in the United States or to, or for the account or benefit of, U.S. Persons.

About Morguard North American Residential REIT 

The REIT is an unincorporated, open-ended real estate investment trust which owns, through a limited partnership, interests in Canadian residential apartment communities, located in Alberta and Ontario, and U.S. residential apartment communities located in Colorado, Texas, Louisiana, Illinois, Georgia, Florida, North Carolina, Virginia and Maryland.

For more information, please visit Morguard.com.

Certain information in this press release may constitute forward-looking statements that involve a number of risks and uncertainties, including statements regarding the outlook for the REIT's business results of operations, proposed use of proceeds from the offering (including any redemption) and the timing thereof. Forward-looking statements use the words "believe," "expect," "anticipate," "may," "should," "intend," "estimate" and other similar terms, which do not relate to historical matters. Such forward-looking statements involve known and unknown risks and uncertainties and other factors that may cause the actual results to differ materially from those indicated. Such factors include, but are not limited to, general economic conditions, both nationally and in the regions in which the REIT operates; changes in business strategy or development/acquisition plans; environmental exposures; financing risk; existing governmental regulations and changes in, or the failure to comply with, governmental regulations; liability and other claims asserted against the REIT, and other factors referred to in the REIT's filings with Canadian securities regulators. The REIT believes that the expectations reflected in forward-looking statements are based on reasonable assumptions; however, the REIT can give no assurance that actual results will be consistent with these forward-looking statements. Except as required by applicable law, the REIT disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise. Readers should be cautioned not to place undue reliance on the forward-looking statements.

SOURCE Morguard North American Residential Real Estate Investment Trust

Morguard North American Residential Real Estate Investment Trust, K. Rai Sahi, Chief Executive Officer, Tel: [phone]; Christopher A. Newman, Chief Financial Officer, Tel: [phone]