TORONTO, Dec. 1, 2021 /CNW/ - H&R Real Estate
Investment Trust ("H&R" or "the REIT") (TSX: HR.UN) wishes to
provide unitholders with an update in respect of its management
information circular dated November 5,
2021 (the "Circular") relating to the unitholder meeting
(the "Meeting") to be held virtually on December 13, 2021 to consider the previously
announced proposed tax-free spin-off (the "Spin-Off") of the
REIT's Primaris properties including all of H&R's enclosed
malls into a new, completely independent, stand-alone, publicly
traded REIT ("Primaris REIT").
H&R wishes to clarify one provision with respect to the new
incentive unit plan and option plan to be adopted by Primaris REIT.
As described in the Circular, the value of incentive units or other
units or options granted to any one Primaris REIT Non-Executive
Trustee (as such term is defined in the Circular) within each
calendar year, under all security-based compensation arrangements
of Primaris REIT, will not, pursuant to such plans, exceed
$150,000. Primaris REIT's option plan
will further provide that the value of options granted to any one
Primaris REIT Non-Executive Trustee in any one calendar year shall
not exceed $100,000. A draft
copy of the unit option plan is available at www.sedar.com.
Unitholders are encouraged to review the Circular, which
provides a detailed discussion of the Spin-Off and related
resolutions to be considered at the Meeting. The Circular is
available at www.hr-reit.com and
www.sedar.com.
About H&R REIT
H&R REIT is one of Canada's
largest real estate investment trusts with total assets of
approximately $13.1 billion at
September 30, 2021. H&R REIT has
ownership interests in a North American portfolio of high-quality
office, retail, industrial and residential properties comprising
over 40 million square feet. H&R is currently undergoing a
five-year, transformational strategic repositioning to create a
simplified, growth-oriented company focusing on multi-residential
and industrial properties to surface significant value for
unitholders.
Forward-Looking Disclaimer
Certain information in this news release contains
forward-looking information within the meaning of applicable
securities laws (also known as forward-looking statements)
including, among others, statements made or implied relating to
H&R's objectives, beliefs, plans, estimates, projections and
intentions and similar statements concerning anticipated future
events, results, circumstances, performance or expectations that
are not historical facts, including the terms of Primaris REIT's
incentive unit plan and option plan. Forward-looking
statements generally can be identified by words such as "outlook",
"objective", "may", "will", "expect", "intend", "estimate",
"anticipate", "believe", "should", "plans", "project", "budget" or
"continue" or similar expressions suggesting future outcomes or
events. Such forward-looking statements reflect H&R's current
beliefs and are based on information currently available to
management.
Forward-looking statements are provided for the purpose of
presenting information about management's current expectations and
plans relating to the future and readers are cautioned that such
statements may not be appropriate for other purposes. These
statements are not guarantees of future performance and are based
on H&R's estimates and assumptions that are subject to risks,
uncertainties and other factors including those risks and
uncertainties in H&R's materials filed with the Canadian
securities regulatory authorities from time to time, which could
cause the actual results, performance or achievements of H&R to
differ materially from the forward-looking statements contained in
this news release. Material factors or assumptions that were
applied in drawing a conclusion or making an estimate set out in
the forward looking statements include that the general economy is
gradually recovering as a result of the COVID-19 pandemic, the
extent and duration of which is unknown; debt markets continue to
provide access to capital at a reasonable cost, notwithstanding the
ongoing economic downturn; the assumptions made in connection with
the anticipated benefits of the Spin-Off; the anticipated approval
of the Spin-Off by unitholders; the anticipated receipt of any
required consents, exemptions, approvals and rulings, including the
conditional approval of the TSX, of which there are no assurances;
the expectation that the parties to the arrangement agreement for
the Spin-Off will comply with its terms and conditions; and the
expectation that no event, change or other circumstance will occur
that could give rise to the termination of the arrangement
agreement for the Spin-Off. Additional risks and uncertainties
include, among other things, risks related to: real property
ownership; the current economic environment; COVID-19; credit risk
and tenant concentration; lease rollover risk; interest and other
debt-related risk; construction risks; currency risk; liquidity
risk; financing credit risk; cyber security risk; environmental and
climate change risk; co-ownership interest in properties; joint
arrangement and investment risks; unit price risk; availability of
cash for distributions; ability to access capital markets;
dilution; unitholder liability; redemption right risk; risks
relating to debentures and the inability of the REIT to purchase
senior debentures on a change of control; tax risk, and additional
tax risk applicable to unitholders. H&R cautions that these
lists of factors, risks and uncertainties are not exhaustive.
Although the forward-looking statements contained in this news
release are based upon what H&R believes are reasonable
assumptions, there can be no assurance that actual results will be
consistent with these forward-looking statements.
Readers are also urged to examine H&R's materials filed with
the Canadian securities regulatory authorities from time to time as
they may contain discussions on risks and uncertainties which could
cause the actual results and performance of H&R to differ
materially from the forward-looking statements contained in this
news release. All forward-looking statements in this news release
are qualified by these cautionary statements. These forward-looking
statements are made as of November 29,
2021 and the REIT, except as required by applicable Canadian
law, assumes no obligation to update or revise them to reflect new
information or the occurrence of future events or
circumstances.
Additional information regarding H&R is available at
www.hr-reit.com and on www.sedar.com.
SOURCE H&R Real Estate Investment Trust