Killam Properties Inc.
TSX : KMP

Killam Properties Inc.

November 30, 2015 09:57 ET

Killam Properties Inc. Reminds Shareholders to Vote In Favour of the Proposed REIT Conversion and Enhances Governance Policies

HALIFAX, NOVA SCOTIA--(Marketwired - Nov. 30, 2015) - Killam Properties Inc. (TSX:KMP) ("Killam") reminds shareholders to vote for the proposed plan of arrangement (the "Arrangement") to convert Killam from a corporation to a real estate investment trust ("REIT"). Killam's board of directors has unanimously voted in favour of the Arrangement and encourages its shareholders to vote in favour as well. The voting deadline for shareholders is December 3, 2015. The special meeting of shareholders will be held at 11:00 a.m. (Halifax time) on December 8, 2015, at the Courtyard by Marriott, 5120 Salter Street, Halifax, Nova Scotia. If approved by Killam shareholders, the Arrangement is expected to become effective on or about January 1, 2016.

On November 27, 2015, the board of directors approved amendments to the Declaration of Trust of the proposed Killam Apartment REIT to enhance its governance policies. These amendments enhance governance beyond the norm in the Canadian REIT sector to align with Canadian best practices. Specifically, Killam has increased the minimum number of trust units to reach quorum at its meetings of unitholders to 25 percent of eligible votes. In addition, Killam has amended its advance notice provisions to exclude an upper limit on the number of days prior to a unitholder meeting wherein a unitholder can provide notice of the nomination of a trustee and removed a provision providing that adjournments or postponements of a meeting of unitholders did not affect the period of time within which such a nomination can be made. The Declaration of Trust, a summary of which is included in Killam's information circular in respect of the Arrangement, is available to view in its entirety on SEDAR under Killam's profile and on Killam's website, at https://www.killamproperties.com/investor-relations/reit-information.

Cautionary Statement

Certain statements in this press release may constitute forward-looking statements including the intention to complete the Arrangement and the timing thereof; which are based on our expectations, estimates, forecast and projections, which we believe are reasonable as of the current date. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this press release. Such forward-looking statements are based on a number of assumptions that may prove to be incorrect, including, but not limited to, the ability of the REIT to satisfy the conditions necessary to complete the Arrangement, including the requirements of the Toronto Stock Exchange and shareholder and court approval, and the expected performance of the REIT following closing of the Arrangement. Additional, important factors that could cause actual results to differ materially from expectations include, among other things, general economic and market factors, local real estate conditions, including the development of properties in close proximity to Killam's properties, competition, availability and cost of additional real estate properties, changes in government regulation, dependence on tenants' financial condition, interest rates, the availability of equity and debt financing, environmental matters, tax related matters, and reliance on key personnel. There can be no assurances that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The factors identified above are not intended to represent a complete list of the factors that could affect Killam and the REIT. For more exhaustive information on these risks and uncertainties, you should refer to our most recently filed annual information form which is available at www.sedar.com. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, a forward-looking statement speaks only as of the date on which such statement is made and should not be relied upon as of any other date. Other than as required by law, Killam does not undertake to update any of such forward-looking statements.

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