WINNIPEG, MB – March 28, 2022 – Marwest Apartment Real Estate Investment Trust (“Marwest Apartment REIT” or the “REIT”) (TSXV: MAR.UN) announces that it has filed a Notice of Intention to Make a Normal Course Issuer Bid (“NCIB”) with the TSX Venture Exchange (the “TSXV”), which will allow the REIT to purchase outstanding trust units of the REIT (“Units“). The implementation of the NCIB remains subject to the approval of the TSXV.
The REIT plans to implement the NCIB because it believes that, from time to time, the market price of the Units may not fully reflect the underlying value of the REIT’s business and its future prospects. Accordingly, the REIT believes that having the ability to purchase the Units will be in the interest of the REIT and represents an opportunity to enhance unitholder value.
Under the NCIB, if approved by the TSXV, the REIT may acquire up to an aggregate of 787,956 Units over the 12-month period commencing on March 31, 2022 and ending on March 30, 2023, representing approximately 10.0% of the “public float” (calculated in accordance with the policies of the TSXV) as of March 31, 2022. Additionally, under the NCIB, the REIT may not acquire more than 2% of the issued and outstanding Units in any 30 day period. Purchases subject to the NCIB will be carried out pursuant to open market transactions through the facilities of the TSXV and alternative trading systems or by such other means as may be permitted under applicable securities laws during the term of the NCIB at the prevailing market price of the Units at the time of purchase. All Units purchased by the REIT under the NCIB will be returned to treasury and cancelled. The actual number of Units which may be purchased pursuant to the NCIB and the timing of any purchases will be determined by management and the Board of Trustees of the REIT. The NCIB will be conducted through Canaccord Genuity Corp. (“Canaccord”), a member of the TSXV, and made in accordance with the policies of the TSXV. The funding for any purchases pursuant to the NCIB will be from the working capital of the REIT.
In connection with the NCIB, the REIT has entered into an automatic unit purchase plan (“AUPP”) with Canaccord as the designated broker. The AUPP provides a set of standard instructions to Canaccord to make purchases under the NCIB in accordance with the limits and other terms set out in the AUPP. Canaccord will determine the timing of these purchases in its sole discretion based on purchasing parameters set by Marwest Apartment REIT and subject to the policies of the TSXV, applicable securities laws and the terms of the AUPP.
To Marwest Apartment REIT’s knowledge, none of the trustees, officers, or other insiders of the REIT, or any associate of such person, or any associate of affiliate of the REIT, has any present intention to sell any Units to the REIT pursuant to the NCIB. Marwest Apartment REIT has not previously purchased for cancellation any of its outstanding Units.
A copy of REIT’s notice with respect to the NCIB filed with the TSXV may be obtained, by any Unitholder without charge, by contacting the REIT’s Chief Executive Officer, William Martens by telephone at 204-947-1200 or by email at firstname.lastname@example.org.
This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, nor may there be any sale of the Units in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Marwest Apartment REIT
The REIT is an unincorporated open-ended trust governed by the laws of the Province of Manitoba. The REIT was formed to provide Unitholders with the opportunity to invest in the Canadian multi-family rental sector through the ownership of high-quality income-producing properties, with an initial focus on stable markets throughout Western Canada.
The information in this news release includes certain information and statements about management’s views of future events, expectations, plans and prospects that constitute forward-looking statements. These statements are based upon the assumptions that are subject to significant risks and uncertainties. Because of these risks and uncertainties and as a result of a variety of factors, the actual results, expectations, achievements or performance may differ materially from those anticipated and indicated by these forward-looking statements. Forward-looking statements in this news release include, but are not limited to, the REIT’s intention to purchase Units pursuant to a normal course issuer bid. A number of factors could cause actual results to differ materially from these forward-looking statements. The implementation of a normal course issuer bid will be dependent upon a number of factors, including but not limited to the financial performance, financial condition and financial requirements of the REIT. Although management of the REIT believes that the expectations reflected in forward-looking statements are reasonable, it can give no assurances that the expectations of any forward-looking statements will prove to be correct. Except as required by law, the REIT disclaims any intention and assumes no obligation to update or revise any forward-looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward-looking statements or otherwise.
Neither the TSXV nor its Regulation Services Provider (as that terms is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release.
The Units are not registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) and may not be offered or sold within the United States or to or for the account or benefit of U.S. persons, except in certain transactions exempt from the registration requirements of the U.S. Securities Act. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, securities of the REIT in the United States or in any other jurisdiction.
For further information, please contact:
Mr. William Martens
Chief Executive Officer
Marwest Apartment Real Estate Investment Trust