BSR Real Estate Investment Trust Announces Successful Closing of Bought Deal Public Offering of US$40 Million of Convertible Unsecured Subordinated Debentures
/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
LITTLE ROCK, Ark. and TORONTO, Sept. 3, 2020 /CNW/ - BSR Real Estate Investment Trust ("BSR" or the "REIT") (TSX: HOM.U) (TSX: HOM.UN) announced today that it has completed its previously announced public offering (the "Public Offering") whereby the REIT sold US$40 million aggregate principal amount of 5.00% convertible unsecured subordinated debentures due September 30, 2025 ("Debentures") to a syndicate of underwriters led by BMO Capital Markets (the "Underwriters") on a bought deal basis.
The REIT has granted the Underwriters the option to purchase up to US$6 million aggregate principal amount of additional Debentures at a price of US$1,000 per Debenture to cover over-allotments, if any, and for market stabilization purposes, exercisable in whole or in part anytime up to 30 days following the date hereof (the "Over-Allotment Option").
BSR intends to use the net proceeds from the Public Offering to repay a portion of amounts outstanding on its credit facility (current outstanding balance of US$193 million) and for general trust purposes. With today's closing of the Public Offering (and assuming the Over-Allotment Option is exercised in full), BSR expects to have access to approximately US$98 million of available liquidity through unrestricted cash and borrowing capacity available under its credit facility. BSR also expects to have acquisition capacity of approximately US$200 million to US$220 million to pursue its acquisition pipeline.
The Debentures were offered in each of the provinces and territories of Canada pursuant to the REIT's base shelf prospectus dated November 8, 2019. The terms of the Public Offering are described in a prospectus supplement dated August 31, 2020 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 Debentures 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 Debentures in the United States or to, or for the account or benefit of, U.S. persons.
ABOUT BSR REAL ESTATE INVESTMENT TRUST
BSR Real Estate Investment Trust is an internally managed, unincorporated, open-ended real estate investment trust established pursuant to a declaration of trust under the laws of the Province of Ontario. The REIT owns a portfolio of multifamily garden-style residential properties located in attractive primary and secondary markets in the Sunbelt region of the United States.
This news release contains forward-looking information within the meaning of applicable securities legislation, which reflects the REIT's current expectations regarding future events, including statements about the Public Offering and the proposed use of proceeds thereof available liquidity and acquisition capacity. In some cases forward-looking information can be identified by such terms as "intends" and "expects". Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the REIT's control that could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking information. The REIT's estimates, beliefs and assumptions, which may prove to be incorrect, including those relating to the REIT's ability to complete future acquisitions, as well as that COVID-19 will not have a material impact on the REIT's business. The risks and uncertainties that may impact such forward-looking information include, but are not limited to, the impact of COVID-19 on the REIT's operations, business and financial results and the factors discussed under "Risks and Uncertainties" in the REIT's Management's Discussion and Analysis for the three and six months ended June 30, 2020 and in the REIT's annual information form dated March 10, 2020, both of which are available on SEDAR (www.sedar.com). The REIT does not undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law. This forward-looking information speaks only as of the date of this news release.
SOURCE BSR Real Estate Investment Trust