Northern Property Real Estate Investment Trust

Northern Property Real Estate Investment Trust

February 29, 2012 16:22 ET

Northern Property Real Estate Investment Trust/NorSerCo Inc. Announce $66 Million Financing

CALGARY, ALBERTA--(Marketwire - Feb. 29, 2012) -


Northern Property Real Estate Investment Trust (TSX:NPR.UN) and NorSerCo Inc. (together, "NPR"), whose stapled units, each being comprised of one trust unit and one common share (the "Stapled Units"), today announced that they have agreed to sell on a bought deal basis, subject to regulatory approval, 2,000,000 Stapled Units at a price of $32.85 per Stapled Unit for aggregate proceeds of approximately $66 million to a syndicate of underwriters led by CIBC and including BMO Capital Markets, RBC Capital Markets, Scotiabank, Canaccord Genuity Corp., Desjardins Securities Inc., Dundee Securities Ltd., GMP Securities L.P., National Bank Financial Inc., and TD Securities Inc. (together, the "Underwriters"). The Underwriters have been granted an over‐allotment option to purchase up to an additional 300,000 Stapled Units at the same offering price, exercisable up to 30 days after the closing of the offering.

On or before March 6, 2012, NPR will file with the securities regulators in each of the provinces and territories of Canada, a preliminary short form prospectus to qualify the issuance of the Stapled Units. It is anticipated that a final prospectus will be filed on March 16, 2012. Closing of the offering is expected to take place on or about March 23, 2012. The net proceeds from the sale of the Stapled Units will be used for future acquisitions and developments, for debt repayment and for general trust purposes.

The first cash distribution to which purchasers of the Stapled Units under this offering will be entitled to receive will be for the month of March, with a record date of March 30, 2012 and a payment date of April 16, 2012. NPR's current monthly cash distribution is $0.1275 per Stapled Unit.

Seniors' Properties Strategic Review Update

In July, 2011, NPR announced that it was undertaking a strategic review of its master leased seniors' facilities in Western Canada and in Newfoundland. The strategic review is considering a broad range of alternatives for these facilities, for the benefit of Northern Property REIT, NorSerCo Inc. and stapled unitholders.

NPR is actively engaged in negotiations for the sale of its ten seniors' properties in Newfoundland to the enterprises that operate the facilities. Management has reached agreement on sale prices for most of the Newfoundland properties, subject to the operators obtaining suitable financing and meeting certain conditions required by NPR. NPR is also continuing its strategic review of its master leased seniors' facilities in Western Canada.

There can be no assurance as to the conclusions that will be reached through this strategic review process or whether the strategic review will result in any change in the ownership or status of any of NPR's seniors' facilities.

As part of NPR's fourth quarter earnings release, which is scheduled for March 13, 2012, NPR's seniors' properties business segment will be classified as discontinued operations. The assets related to this business segment account for approximately 18% of NPR's FFO and approximately 15% of NPR's total asset base.

The Stapled Units being offered have not been and will not be registered under the United States Securities Act of 1933, as amended or state securities laws and may not be offered or sold in the United States absent registration or applicable exemptions from the registration requirements of such Act. This release does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.


This news release contains forward‐looking statements relating to our distributions, the closing of the proposed offering of Stapled Units and the portion of our FFO and total assets represented by our seniors' properties business segment which are based on our expectations, estimates, forecasts or projections. These statements are not future guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. Therefore, actual outcomes and results may differ materially from those expressed in these forward‐looking statements. 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.

Contact Information

  • Northern Property Real Estate Investment Trust
    Mr. B. James Britton
    President and Chief Executive Officer
    (403) 531-0720

    Northern Property Real Estate Investment Trust
    Mr. David Leiman
    Chief Financial Officer
    (403) 531-0720