Deal reached slam and armoyan on board TORONTO--(BUSINESS WIRE)-- Slate Office REIT (TSX: SOT.UN) (the "REIT"), an owner and operator of high-quality workplace real estate, and G2S2 Capital Inc. (“G2S2”), a unitholder of the REIT, today announced a settlement agreement pursuant to which they have mutually agreed to appoint G2S2 Chairman George Armoyan and Jean-Charles Angers to the Board, effective immediately.
Pursuant to the settlement agreement, G2S2 has withdrawn its previously announced requisition for a special meeting of unitholders to, among other items, elect new Trustees to the REIT’s Board. Instead, in connection with the appointment of Mr. Armoyan and Mr. Angers to the Board, G2S2 has agreed to support the election of all REIT Trustee nominees at the 2023 and 2024 Annual General Meetings. In light of the settlement, the REIT has canceled the unitholder meeting previously scheduled for March 28, 2023 and will instead announce a new date for the REIT’s 2023 Annual and General Meeting in due course.
“We are very pleased to have reached this agreement with G2S2 and welcome Mr. Armoyan and Mr. Angers to the Board of Trustees,” said Monty Baker, Interim Chair of the Board of Trustees. “By finding common ground, we have avoided the distraction of a prolonged proxy contest, and the REIT has gained two new independent Trustees who bring significant experience and expertise to the Board. This is a positive development for the REIT and its unitholders, as we move forward in the spirit of collaboration.”
As a result of the agreement, the REIT’s two largest unitholders – G2S2 which owns 13,297,000 units directly (approximately 15.56% of the outstanding units) and Slate Asset Management which holds 8,156,211 units (on an as converted basis, representing approximately 9.54% of the outstanding units) – each have representation on the Board of Trustees.
“After discussions with the Board, we have determined that the best path forward is for G2S2 to work with the existing Trustees and the REIT’s manager, Slate Asset Management, to enhance and grow unitholder value,” said George Armoyan, Executive Chairman of G2S2. “Given significant headwinds in the office real estate sector, we must work collectively and constructively in the interest of all unitholders. Together with Jean-Charles, I look forward to working with the other Trustees and bringing a new perspective to the Board”.
New Trustee Biographies
George Armoyan is the Executive Chairman of G2S2 Capital Inc., a multi-strategy value-oriented investment company focused on identifying undervalued companies, and the Chairman, President & CEO of Clarke Inc.
- Entrepreneur with more than 40 years of extensive experience in real estate investing and development, M&A, and turnaround & distressed investing
- Successfully founded and grew numerous businesses in a variety of industries with a proven track record of creating shareholder value at several public companies through restructuring operations
- Also serves on the Board of Clarke Inc., Calfrac Well Services, and Bonavista Energy
- Founding Partner of Creative Destruction Labs Atlantic, a non-profit organization focused on scalable seed-stage science and technology-based companies
- Mr. Armoyan holds a Bachelor of Engineering from Dalhousie University
Jean-Charles Angers joined RBC Capital Markets Real Estate Group in 1986 andwas a Managing Director of RBC Capital Markets Real Estate Group in Quebec from 2003 to 2022.
- Executive with over 40 years of experience in the sale and financing of real estate businesses and properties
- Demonstrated strong leadership qualities while playing a pivotal role in developing the RBC Capital Markets Real Estate Group into the real estate industry’s dominant institutional investment bank in Quebec
- Also serves as a member of the Board of the Resources for Children with Diabetes Foundation; previously sat on the Board of Institut de Dveloppement Urbain
- Mr. Angers holds a bachelor’s degree from McGill University in Civil Engineering and an MBA from Western University
The settlement agreement will be filed on the System for Electronic Document Analysis and Retrieval.
About Slate Office REIT (TSX: SOT.UN)
Slate Office REIT is a global owner and operator of high-quality workplace real estate. The REIT owns interests in and operates a portfolio of strategic and well-located real estate assets in North America and Europe. The majority of the REIT’s portfolio is comprised of government and high-quality credit tenants. The REIT acquires quality assets at a discount to replacement cost and creates value for unitholders by applying hands-on asset management strategies to grow rental revenue, extend lease term and increase occupancy. Visit slateofficereit.com to learn more.
About G2S2
G2S2 Capital Inc. is a privately held investment holding company focused on creating value across a variety of businesses with a long term horizon. G2S2 is incorporated under the laws of Canada and is controlled by George & Sim Armoyan.
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