MONTREAL, QUEBEC -- (Marketwired) -- 08/15/14 -- Nobel Real Estate Investment Trust (TSX VENTURE: NEL.UN) ("Nobel REIT" or the "REIT") announces that effective as of the opening on August 20, 2014 (the "Effective Date") the consolidated trust units of the REIT (the "Trust Units") will commence trading on the TSX Venture Exchange (the "Exchange"), on the basis of one (1) post-consolidation Trust Unit for every ten (10) pre-consolidation Trust Units held (the "Consolidation"). As part of the Consolidation, the issued and outstanding Class B limited partnership units (the "Class B LP Units" and together with the Trust Units, collectively, the "Units") of the REIT's majority owned subsidiary, Nobel REIT Limited Partnership ("Nobel LP"), will also be consolidated on the basis of one (1) post-consolidation Class B LP Unit for every ten (10) pre-consolidation Class B LP Units held.
Unitholder approval of the Consolidation is not required pursuant to the constating documents of either Nobel REIT or Nobel LP, but was voluntarily sought and obtained at the annual general and special meeting of the REIT's unitholders on June 26, 2014. The Consolidation was subsequently approved by directors' resolution on August 13, 2014.
The number of securities of the REIT currently outstanding prior to the Effective Date is 197,566,667 Trust Units, 3,600,000 special voting units, which are attached to the Class B LP Units (the "Special Voting Units"), 16,666,667 trust unit purchase warrants (the "Warrants"), and 1,210,000 options to acquire Trust Units (the "Options"). As of the Effective Date, the REIT will have approximately 19,756,667 Trust Units, 360,000 Special Voting Units, 1,666,667 Warrants, and 121,000 Options outstanding on a post-Consolidation basis.
The number of Class B LP Units currently outstanding prior to the Effective Date is 3,600,000 Class B LP Units. As of the Effective Date, Nobel LP will have approximately 360,000 Class B LP Units outstanding on a post-Consolidation basis.
The new CUSIP and ISIN numbers for the Trust Units and Class B LP Units are as follows:
-------------------------------------------------------------------------- Type of Security CUSIP ISIN -------------------------------------------------------------------------- Trust Units subject to no resale restrictions 65489Y116 CA 65489Y1161 -------------------------------------------------------------------------- Trust Units subject to resale restrictions 65489Y306 CA 65489Y3068 -------------------------------------------------------------------------- Class B LP Units 654890128 CA 6548901280 --------------------------------------------------------------------------
A Letter of Transmittal with respect to the Consolidation will be mailed to the unitholders of the REIT and the Class B LP Unit holders of Nobel LP (collectively, the "Unitholders").
All Unitholders will be required to send their respective certificates representing the pre-Consolidation Units along with a properly completed Letter of Transmittal to the transfer agent of the REIT and Nobel LP, Computershare Investor Services Inc. ("Computershare"), in Toronto, Ontario, all in accordance with the instructions provided in the Letter of Transmittal. Additional copies of the Letter of Transmittal can be obtained through Computershare (Shareholder Services 1-800-564-6253 or by e-mail to corporateactions@computershare.com). All Unitholders who submit a duly completed Letter of Transmittal along with their respective pre-Consolidation Unit certificate(s) to Computershare, will receive either a post-Consolidation Unit certificate or Direct Registration System (DRS) Advice, as applicable.
August Distribution
Nobel REIT is also pleased to announce today a cash distribution of $0.000509 per trust unit of the REIT, on a post-consolidation basis, for the month of August 2014. The distribution will be payable on September 15, 2014 to unitholders of record as at August 29, 2014.
About Nobel REIT
Nobel REIT is an unincorporated open-ended real estate investment trust governed by the laws of the Province of Quebec. Nobel REIT has been created for the purpose of acquiring and owning income producing properties. The REIT will focus on acquiring commercial retail, mixed-used retail, and industrial and suburban office properties in the primary and secondary markets in the Province of Quebec.
Nobel REIT currently owns four properties located in Quebec, comprising 168,318 square feet of gross leasable area.
Disclaimer - Safe Harbour Forward-Looking Statements
Forward-looking statements contained in this press release involve known and unknown risks, uncertainties and other factors that may cause actual results, performance and achievements of Nobel REIT to be materially different from any future results, performance or achievements expressed or implied by the said forward-looking statements.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Contacts:
Louis Lemire, CPA, CA
Chief Financial Officer
(450) 655-4338
