VANCOUVER, May 11, 2018 /CNW/ - Pure Multi-Family REIT LP
("Pure Multi-Family") (TSXV: RUF.U, RUF.UN, RUF.DB.U; OTCQX: PMULF)
announced today the leading independent proxy advisory firms, which
provide voting recommendations to institutional shareholders, have
advised their subscribers to vote "FOR" all current
directors and the amendments to the Restricted Unit Plan.
In their reports, Institutional Shareholder Services, Inc.
("ISS") and Glass, Lewis & Co., LLC ("Glass Lewis"), have
recommended that unitholders ("Unitholders") of Pure Multi-Family
vote "FOR" all seven members of Pure Multi-Family's current
Board of Directors and the adoption of the proposed amendments to
the Restricted Unit Plan at Pure Multi-Family's upcoming annual and
special meeting (the "Meeting") of Unitholders currently scheduled
for May 24, 2018.
CURRENT BOARD OF DIRECTORS
ISS and Glass Lewis have recommended that Unitholders vote
"FOR" all seven members of Pure Multi-Family's current Board
of Directors.
PROPOSED RESTRICTED UNIT PLAN
In making its recommendation that Unitholders vote in favour of
the adoption of the proposed amendments to the Restricted Unit
Plan, Glass Lewis advised(1):
"On balance, we believe that
this plan will serve to strengthen the alignment of executive and
shareholder interests. Accordingly, we recommend that shareholders
vote FOR this proposal."
ISS stated the following regarding its recommendation that
Unitholders vote in favour of the adoption of the proposed
amendments to the Restricted Unit Plan(1).
"Vote FOR this full-value
award plan as the total potential dilution (5 percent) and average
burn rate (0 percent) under all equity-based incentive plans are
acceptable for a Venture-listed issuer."
Robert King, Pure Multi-Family's
Chair commented: "The support of ISS and Glass Lewis is an
important endorsement of management's recommendation that our
Unitholders vote to approve Pure Multi-Family's current Board of
Directors and the proposed amendments to the Restricted Unit
Plan.
"As previously announced on April 5,
2018, Pure Multi-Family's special committee of independent
directors, as part of its review of strategic options, has
initiated a formal process to explore strategic options, including
the potential sale of Pure Multi-Family. Further, on April 24, 2018, as part of the comprehensive sale
process, Pure Multi-Family announced that it had entered into
confidentiality agreements with multiple interested parties.
"As a board, we follow a high standard of corporate governance
and we fully understand our obligations to maximize value for all
Unitholders. Any change to our current board members at this time
is counterproductive to maximizing value for our Unitholders, and
will negatively impact timing for, and may derail, the process.
"The Board of Directors of Pure Multi-Family unanimously
recommends that Unitholders vote in favour of all of the proposals
at the Meeting. I would also like to take this opportunity to thank
you in advance for your support."
For more details, Unitholders are encouraged to read Pure
Multi-Family's management information circular dated April 9, 2018, available on SEDAR at sedar.com
and at puremultifamily.com under the Investor Information tab.
The proxy voting deadline is Tuesday, May
22, 2018 at 11:00 a.m.
(Vancouver Time).
Unitholders who have questions may contact Laurel Hill Advisory
Group, Pure Multi-Family's proxy solicitation agent, at:
North America Toll Free: 1-877-452-7184
Email: assistance@laurelhill.com
About Pure Multi-Family REIT LP
Pure Multi-Family is a Canadian based, publicly traded vehicle
which offers investors exclusive exposure to attractive,
institutional quality U.S. multi-family real estate assets.
Additional information about Pure Multi-Family is available at
sedar.com and at puremultifamily.com.
Forward-Looking Information:
Certain statements in this news release may constitute
"forward-looking information" within the meaning of applicable
securities laws. Forward-looking information involves known and
unknown risks, uncertainties and other factors, and it may cause
actual results, performance or achievements or industry results, to
be materially different from any future results, performance or
achievements or industry results expressed or implied by such
forward-looking information. Forward-looking information generally
can be identified by the use of terms and phrases such as
"anticipate", "believe", "could", "estimate", "expect", "feel",
"intend", "may", "plan", "predict", "project", "subject to",
"will", "would", and similar terms and phrases, including
references to assumptions. Some of the specific
forward-looking information referred to in this news release
includes, but is not limited to, a statement that the Meeting is
currently scheduled for May 24, 2018;
and any change to the current board of directors at the Meeting
will negatively impact timing for, and may derail, the sale
process.
The forward-looking information contained in this news release
are based on certain key expectations and assumptions made by Pure
Multi-Family, including: the existence of highly credible parties
willing and capable of participating in the sale process; and
reasonably stable economies in the markets in which Pure
Multi-Family operates.
Although Pure Multi-Family believes that the expectations and
assumptions on which the forward-looking information are based are
reasonable, undue reliance should not be placed on the
forward-looking information because Pure Multi-Family can give no
assurance that they will prove to be correct. Since forward-looking
information addresses future events and conditions, by their very
nature they involve inherent risks and uncertainties. Actual
results could differ materially from those currently anticipated
due to a number of factors and risks. These include, without
limitation, the risk that the strategic review process may not
result in a transaction and those factors that can be found under
"Risk Factors" in Pure Multi-Family's Annual Information Form dated
March 21, 2018 and under "Risks and
Uncertainties" in Pure Multi-Family's Management's Discussion and
Analysis dated March 7, 2018, both of
which are available on SEDAR at sedar.com.
The forward-looking information contained in this news release
represent Pure Multi-Family's expectations as of the date hereof,
and are subject to change after such date. Pure Multi-Family
disclaims any intention or obligation to update or revise any
forward-looking information except as required by law.
NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES
PROVIDER (AS THAT TERM IS DEFINED IN POLICIES OF THE TSX VENTURE
EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF
THIS RELEASE.
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(1)
Permission to use quotations neither sought nor
obtained.
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SOURCE Pure Multi-Family REIT LP