BROSSARD, QC, Sept. 9, 2013 /CNW Telbec/ - BLF Real Estate Investment
Trust ("BLF REIT") (TSXV: BLF.UN), announces that it filed on Friday a preliminary
prospectus with the securities regulatory authorities in each of the
provinces of Canada in connection with a proposed initial public
offering of its units (the "Offering") as well as concurrent private placement by Fonds immobilier de
solidarité FTQ II, s.e.c. (the "Concurrent Private Placement"). A copy of the preliminary prospectus is available on SEDAR (www.sedar.com). The Offering is being made through a syndicate of underwriters led by
Scotiabank and National Bank Financial Inc. and including BMO Capital
Markets, TD Securities Inc., Desjardins Securities Inc., Canaccord
Genuity Corp. and Laurentian Bank Securities (collectively the "Underwriters").
The Offering
It is currently anticipated in the preliminary prospectus that the
offering price will be between $8.70 and $9.70 per unit (the "Offering Price"). Based on that range and a total offering amount of $100 million, it
is anticipated that between 10,309,278 and 11,494,253 units of BLF REIT
will be distributed under the Offering.
BLF REIT has granted to the Underwriters an over-allotment option which
is exercisable in whole or in part and at any time up to 30-days after
closing of the Offering to purchase a number of additional units in a
range currently estimated between 1,546,392 and 1,724,138 (representing
15% of the number of units offered under the Offering) (the "Over-Allotment Option").
The net proceeds of the Offering and the Concurrent Private Placement
are estimated to be approximately $105.0 million after deduction of the
Underwriters' fee and the estimated expenses of the Offering and the
Concurrent Private Placement. BLF REIT will use the net proceeds of the
Offering together with the proceeds from the Concurrent Private
Placement described hereunder, to repay an amount of approximately $9.5
million outstanding on its term acquisition facility which was used to
fund the previously announced purchases of the Mézy Property on June
14, 2013 and the Domaine St-Martin Property on August 30, 2013, to
indirectly acquire additional properties and any remaining proceeds for
working capital and for general trust purposes. The net proceeds from
the issue of units by BLF REIT on exercise of the Over-Allotment
Option, if exercised, will be used by BLF REIT to fund future
acquisitions and for general trust purposes in accordance with its
investment guidelines and operating policies.
Mathieu Duguay, President and Chief Executive Officer of BLF REIT,
anticipates subscribing for $1.3 million of units in the Offering,
bringing the total cost of his investment in units of BLF REIT and
Class B LP Units of BLF Limited Partnership to $7 million.
Concurrent Private Placement
In accordance with a commitment letter dated August 29, 2013, Fonds
immobilier de solidarité FTQ II s.e.c. has agreed to subscribe, on a
private placement basis, concurrently with the closing of the Offering,
to a number of units equal to an amount of 15% of the aggregate of the
total offering amount and the Concurrent Private Placement, subject to
a maximum of $12 million, at a price equal to the Offering Price. The
closing of the Concurrent Private Placement is conditional upon the
closing of the Offering. No commission or other fee will be paid to the
Underwriters in connection with the sale of units pursuant to the
Concurrent Private Placement. The prospectus does not qualify the
distribution of the units issued pursuant to the Concurrent Private
Placement. The units purchased pursuant to the Concurrent Private
Placement will be subject to a statutory hold period.
It is expected that no new insider will result from the closing of the
Offering and the Concurrent Private Placement.
The Additional Properties
The portfolio of properties to be acquired by BLF REIT consists of seven
multi-family residential properties located in select target markets in
Québec totaling 1,810 apartment suites. The aggregate purchase price is
anticipated to be approximately $163.4 million to be paid in cash for
approximately $84.6 million, as well as with new and assumed mortgages
totalling approximately $78.8 million. BLF REIT will pay a brokerage
commission of approximately $0.8 million, including applicable taxes,
upon the acquisition of one of the properties. The vendors are all
dealing at arm's length with BLF REIT.
About BLF REIT
The principal business of BLF REIT is acquiring, holding, developing,
maintaining, improving, leasing, managing or otherwise dealing with
income-producing multi-family residential properties located throughout
Québec. BLF REIT currently owns eight properties located in greater
Montreal, Sherbrooke and Québec City totaling 1,054 apartment units.
Forward-Looking Information
This press release contains forward-looking statements. Often, but not
always, forward-looking statements can be identified by the use of
words such as "plans", "expects" or "does not expect", "is expected",
"estimates", "intends", "anticipates" or "does not anticipate", or
"believes", or variations of such words and phrases or state that
certain actions, events or results "may", "could", "would", "might" or
"will" be taken, occur or be achieved. Forward-looking statements
involve known and unknown risks, uncertainties and other factors which
may cause the actual results, performance or achievements expressed or
implied by the forward-looking statements. Accordingly, readers should
not place undue reliance on forward-looking statements. The factors
identified above including but not limited to the expected completion
of the Offering, the Concurrent Private Placement, or the acquisitions
of additional properties are not intended to represent a complete list
of the factors that could affect BLF REIT. Management disclaims any
intention or obligation to update or revise any forward-looking
statements whether as a result of new information, future events or
circumstances, except as required by law.
No securities regulatory authority has either approved or disapproved
the contents of this press release. This press release does not
constitute an offer to sell or a solicitation of an offer to buy any
securities of BLF REIT in any jurisdiction in which such offer,
solicitation of sale would be unlawful. These securities have not been
and will not be registered under the United States Securities Act of
1933, as amended (the "U.S. Securities Act") or any U.S. state
securities laws and may not be offered or sold in the United States
except in compliance with the registration requirements of the U.S.
Securities Act and applicable U.S. state securities laws or pursuant to
an exemption therefrom.
Neither the TSX-V nor its Regulation Services Provider (as that term is
defined in policies of the TSX-V) accepts responsibility for the
adequacy or accuracy of this release.
SOURCE BLF Real Estate Investment Trust
