January 20, 2022
CROMBIE REIT ANNOUNCES $200 MILLION EQUITY FINANCING
NEW GLASGOW, NS – Crombie Real Estate Investment Trust (“Crombie” or the “REIT”) (TSX: CRR.UN) announced today that it has entered into an agreement to sell, subject to regulatory approval and on a bought-deal basis, $117 million of trust units (the “Units”) at a price of $17.45 per Unit to a syndicate of underwriters led by Scotiabank and BMO Capital Markets (the “Equity Offering”). Closing is expected to occur on or about January 31, 2022, subject to receipt of the Toronto Stock Exchange and other necessary regulatory approvals. In addition, ECL Developments Limited, a wholly-owned subsidiary of Empire Company Limited (“Empire”), will purchase approximately $83 million of Class B LP Units of Crombie Limited Partnership and the associated special voting units of Crombie on a private placement basis on the same terms in satisfaction of its pre-emptive right with respect to the Equity Offering (together with the Equity Offering, the “Equity Financing”).
The REIT intends to use the net proceeds from the Equity Financing to repay outstanding indebtedness, to fund the REIT’s development pipeline and value-add capital programs with Empire, and for general trust purposes.
Crombie’s development program continues to be a driver of unitholder value creation, while increasing the REIT’s presence in Canada’s top urban markets and enhancing the REIT’s overall portfolio quality. Proceeds from the Equity Financing will strengthen the REIT’s balance sheet and, along with Crombie’s other sources of capital, provide financial flexibility to continue to support the REIT’s growth.
Since 2020, Crombie has completed six significant development projects representing a total investment of approximately $473 million, adding 405,000 square feet of commercial gross leasable area (“GLA”), 309,000 square feet of retail-related industrial GLA and 495,000 square feet of residential GLA. Completed developments include the Davie Street project in Vancouver, British Columbia with 330 residential units which are 100% leased, and the fully-leased Customer Fulfillment Centre retail-related industrial property in Montreal, Québec of which the REIT recently sold a 50% non-managing interest.
The Units issued under the Equity Offering will be offered pursuant to the REIT’s base shelf prospectus dated July 23, 2020. The terms of the Equity Offering will be described in a prospectus supplement to be filed with the securities commissions and other similar regulatory authorities in each of the provinces of Canada on or about January 24, 2022.
The securities offered have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or applicable state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.
Crombie Real Estate Investment Trust invests in quality real estate that enhances local communities and is adaptable to long-term growth. As one of the country’s leading national retail property landlords, Crombie’s portfolio includes grocery-anchored retail, shopping centres, retail-related industrial, and mixed-use developments in Canada’s top urban and suburban markets. Crombie is an unincorporated, open-ended real estate investment trust established under, and governed by, the laws of the Province of Ontario. Learn more at www.crombiereit.com.
This news release contains forward looking statements that reflect the current expectations of management of Crombie about Crombie’s future results, performance, achievements, prospects and opportunities. Wherever possible, words such as “continue”, “may”, “will”, “estimate”, “anticipate”, “believe”, “expect”, “intend” and similar expressions have been used to identify these forward looking statements, and include statements regarding the expected use of proceeds of the Equity Financing, the anticipated impact of the Equity Financing on the strength of Crombie’s balance sheet and financial flexibility and the expected timing for closing the Equity Financing. These statements reflect current beliefs and are based on information currently available to management of Crombie. Forward looking statements necessarily involve known and unknown risks and uncertainties.
A number of factors, including those risks discussed under “Risks” in Crombie’s Annual Information Form for the year ended December 31, 2020, could cause actual results, performance, achievements, prospects or opportunities to differ materially from the results discussed or implied in the forward-looking statements. These factors should be considered carefully and a reader should not place undue reliance on the forward looking statements. There can be no assurance that the expectations of management of Crombie will prove to be correct.
More information about Crombie can be found on Crombie’s web site at www.crombiereit.com. or on the SEDAR web site for Canadian regulatory filings at www.sedar.com.
For further information, please contact:
Clinton Keay, CPA, CA
Chief Financial Officer and Secretary 902-755-8100