BSR Real Estate Investment Trust Announces US$60 Million Bought Deal Equity Offering
/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
LITTLE ROCK, Ark. and TORONTO, Feb. 2, 2021 /CNW/ - BSR Real Estate Investment Trust ("BSR" or the "REIT") (TSX: HOM.U) (TSX: HOM.UN) announced today that it has entered into an agreement to sell to a syndicate of underwriters led by BMO Capital Markets, CIBC Capital Markets, and RBC Capital Markets (the "Underwriters"), on a bought deal basis, 5,480,000 trust units of the REIT ("Units") at a price of US$10.95 per Unit ("Offering Price") for gross proceeds to the REIT of approximately US$60 million (the "Public Offering").
In addition, the REIT has also granted the Underwriters an option (the "Over-Allotment Option"), exercisable at any time, in whole or in part, for a period of 30 days following the closing of the Public Offering to purchase up to an additional 822,000 Units at the Offering Price, which, if exercised in full, would increase the gross proceeds of the Public Offering to approximately US$69 million.
BSR intends to use the net proceeds from the Public Offering to repay a portion of amounts outstanding on its credit facility, to fund future acquisitions and for general trust purposes. Upon completion of the Public Offering (and assuming the Over-Allotment Option is exercised in full), BSR expects to have access to approximately US$155 million of available liquidity through unrestricted cash and borrowing capacity available under its credit facility.
John Bailey, BSR's Chief Executive Officer, commented that "Our recent acquisition and non-core asset disposition activities clearly demonstrates BSR's commitment and ability to execute on our portfolio enhancement and capital recycling program. The REIT has embarked upon this asset rotation growth strategy since the IPO, resulting in a reduction of the portfolio average age from 29 years old to 16 years old. BSR's 14 acquisitions post IPO added 4,191 apartment units with a weighted average year built of 2013 (seven years old) versus 32 dispositions totaling 6,399 apartment units with a weighted average year built of 1988 (32 years old). We continue to see a pipeline of acquisition opportunities across our core growth markets. The proceeds from the equity offering strengthen our liquidity position and enable us to pursue these opportunities."
The Units forming part of the Public Offering will be offered in Canada pursuant to a base shelf prospectus dated November 8, 2019. The terms of the Public Offering will be described in a prospectus supplement to the base shelf prospectus to be filed with securities regulators in all provinces and territories of Canada. Closing of the Public Offering is expected to take place on or about February 9, 2021 and is subject to the REIT receiving all necessary regulatory approvals, including approval of the Toronto Stock Exchange.
The Units 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 Units 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.
Additional information about the REIT is available at www.bsrreit.com or www.sedar.com.
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, the anticipated closing and proposed use of proceeds thereof, available liquidity and acquisition capacity. In some cases forward-looking information can be identified by such terms as "will", "would" and "expected". 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 the Public Offering and finance and complete future acquisitions, as well as that COVID-19 will not have a material impact on the REIT's operations, business and financial results. 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 nine months ended September 30, 2020 and under "Risk Factors" 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