Whiterock REIT
TSX : WRK.UN

June 22, 2011 15:13 ET

Whiterock REIT Announces $75 Million Equity Offering

TORONTO, ONTARIO--(Marketwire - June 22, 2011) -

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES

Whiterock Real Estate Investment Trust ("Whiterock") (TSX:WRK.UN) is pleased to announce that it has entered into an agreement to sell 5,640,000 trust units ("Units") on a bought deal basis at a price of $13.30 per Unit to a syndicate of underwriters led by TD Securities Inc. for gross proceeds of $75,012,000. In addition, Whiterock has granted the syndicate an over-allotment option, exercisable for a period of 30 days following closing, to purchase up to an additional 846,000 Units which, if exercised in full, would increase the gross proceeds of the offering to $86,263,800. The offering is scheduled to close on or about July 5, 2011, and is subject to regulatory approval. The first distribution that purchasers of Units under this offering will be entitled to receive will be payable on or about August 15, 2011 to unitholders of record on July 31, 2011.

Whiterock intends to use the net proceeds of the offering to fund potential future acquisitions and for general trust purposes.

Consistent with its past practices and in the normal course, Whiterock is engaged in discussions with respect to potential acquisitions of new properties to add to its real estate portfolio. Whiterock currently has a pipeline of approximately $295 million (before closing costs) of acquisitions at various stages of negotiation and subject to certain conditions, including due diligence and/or financing. The largest of these potential acquisitions is a two-tower Class A multi-tenant office complex, with ancillary retail, located in Mississauga, Ontario, consisting of 657,503 square feet of rentable area. Whiterock intends to acquire certain of these new properties together with an established institutional investor; however, no assurance can be given that any of these potential acquisitions will be completed.

The Units will be offered by way of prospectus supplement to the short form base shelf prospectus of Whiterock dated October 29, 2010. The prospectus supplement will be filed with securities regulatory authorities in all provinces of Canada on or about June 24, 2011.

This press release is not an offer of securities for sale in the United States. The units being offered have not been and will not be registered under the United States Securities Act of 1933 and accordingly are not being offered for sale and may not be offered, sold or delivered, directly or indirectly within the United States, its possessions and other areas subject to its jurisdiction or to, or for the account or for the benefit of a U.S. person, except pursuant to an exemption from the registration requirements of that Act.

About Whiterock REIT

Whiterock REIT is a growth-oriented diversified commercial REIT with a significant presence in major Canadian markets. Whiterock's wholly-owned, co-owned, and managed aggregate real estate portfolio amounts to approximately 8.1 million square feet of gross leasable area across 76 properties and across 8 provinces.

Forward-Looking Statements

This news release contains "forward-looking statements" within the meaning of applicable securities legislation. These forward looking statements generally can be identified by the use of forward-looking terminology such as "may", "will", "expect" "estimate", "anticipate", "intend", "believe" or "continue", the negative forms thereof and similar expressions suggesting future outcomes or events. Such forward-looking statements reflect management's current beliefs and are based on information currently available to management. These statements are not guarantees of future events or performance and, by their nature, are based on Whiterock's estimates and assumptions, which are subject to known and unknown risks, uncertainties and other factors that may cause the actual events, results or prospects to be materially different from those expressed or implied herein. Readers are cautioned that a number of factors, including those discussed in the section entitled "Risk Factors" in Whiterock's Annual Information Form, which can be obtained at www.sedar.com, could cause actual events, results or prospects to differ materially from those stated or implied. These factors should be considered carefully, and a reader should not place undue reliance on forward-looking statements, as there can be no assurance that actual events, results or prospects will be consistent with such statements. Material factors or assumptions that were applied in drawing a conclusion or making an estimate set out in the forward-looking information may include, but are not limited to: a relatively stable leasing environment, stable interest costs, limited dilution from conversion of convertible debentures; stable acquisition capitalization rates and available access to equity and debt capital markets to fund, at acceptable costs, Whiterock's future growth plans, and to enable Whiterock to refinance its debt as it matures. In addition, historic performance is not necessarily indicative of future results. Except as specifically required by applicable law, Whiterock does not undertake, and specifically disclaims, any obligation to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise.

Contact Information

  • Whiterock REIT
    Jason Underwood
    CEO
    (416) 907-4861

    Whiterock REIT
    Kursat Kacira
    CFO
    (416) 572-0427
    www.whiterockreit.ca