GRANITE REIT ANNOUNCES C$368 MILLION OF ACQUISITIONS UNDER EXCLUSIVE NEGOTIATON, PROVIDES DEVELOPMENT UPDATE AND A C$275 MILLION BOUGHT DEAL EQUITY OFFERING
June 2, 2021, Toronto, Ontario, Canada – Granite Real Estate Investment Trust (“Granite” or the “REIT”) (TSX: GRT.UN / NYSE: GRP.U) announced today that it is in exclusive negotiations to acquire six income-producing properties and four development properties in Canada and the United States at a combined purchase price of approximately C$368.3 million (the “Acquisitions”). Granite expects to add approximately 1.4 million square feet (“SF”) of gross leasable area from the income producing properties and has the potential to add an additional approximately 3.2 million SF from the development properties upon completion, for a total of 4.6 million SF to the REIT’s portfolio. Completion of the Acquisitions is subject to definitive documentation and satisfactory due diligence.
The REIT and Granite REIT Inc. also announced they have entered into an agreement to sell to a syndicate of underwriters led by BMO Capital Markets and TD Securities Inc. (the “Underwriters”) on a bought deal basis 3,460,000 stapled units (“Units”) at a price of C$79.50 per Unit (the “Offering Price”) for gross proceeds of approximately C$275 million (the “Offering”). The REIT intends to use the net proceeds from the Offering to fund the REIT’s acquisition pipeline, commitments under the REIT’s existing development projects and for general trust purposes.
Kevan Gorrie, Granite’s President and CEO, commented that, “The acquisition opportunities represent a combination of income producing properties and development assets that are critical to our stated external growth strategy. We are pleased to add to our portfolio in the Greater Toronto Area, which is one of the strongest industrial markets in North America, as well as to our U.S. portfolio within our target markets, which continue to demonstrate strong industrial fundamentals. The pending acquisitions of land and development properties in the Greater Toronto Area and the U.S. demonstrate our commitment to build on our robust development pipeline across our target markets. The equity offering also enables us to maintain our conservative capital ratios and positions the REIT to continue to execute on our strategic growth initiatives to generate strong NAV growth and total returns for our unitholders over the long term.”
Income Producing Properties
Granite has entered into exclusive negotiations to acquire six income producing properties in the United States and Canada for a combined purchase price of C$170 million, including:
- four properties in the United States totaling 1.2 million SF, expected to close in the second and third quarters of 2021, and
- two properties in the Greater Toronto Area (“GTA”) totaling 0.1 million SF, expected to close in the third quarter of 2021.
Granite has also entered into exclusive negotiations on the acquisition of four development properties for a combined purchase price of C$198.3 million, including:
- approximately 100 acres of development land in the GTA capable of supporting approximately 1.8 million SF of distribution/warehouse space, expected to close in the third quarter of 2021, and
- forward funding of two properties supporting four modern distribution buildings in the United States, totaling 1.4 million SF of gross leasable area, with substantial completion of the buildings expected in the second half of 2022.
In addition, Granite provided an update on its ongoing development projects:
- Altbach, Germany – construction has commenced and is expected to be completed in the first quarter of 2022
- Fort Worth, Texas – planning, design and permitting is completed and vertical construction is expected to be completed in the first quarter of 2022
- Houston, Texas – construction of the first phase of the project has commenced and is expected to be completed in the first quarter of 2022
- Mississauga, Ontario – construction of the expansion has commenced and is expected to be completed in the first quarter of 2022
- Ajax, Ontario – currently in the permitting process for a 50,000 SF expansion which is expected to commence in the fourth quarter of 2021 and be completed in the third quarter of 2022
Estimated capital requirements for Granite’s ongoing development projects totals over C$132.4 million.
The REIT and Granite REIT Inc. announced they have entered into an agreement to sell to the Underwriters on a bought deal basis 3,460,000 Units at a price of C$79.50 per Unit for gross proceeds of approximately C$275 million. In addition, the REIT and Granite REIT Inc. have granted the Underwriters an option, exercisable in whole or in part at any time up to 30 days following closing of the Offering, to purchase up to an additional 519,000 Units at the Offering Price to cover over-allotments, if any, which, if exercised in full, would increase the gross proceeds of the Offering to approximately C$316 million. Each Unit is comprised of one trust unit of the REIT and one common share of Granite REIT Inc. The Offering is expected to close on or about June 9, 2021 and is subject to certain customary conditions including the approval of the Toronto Stock Exchange. The Units will be offered in Canada pursuant to a prospectus supplement filed under Granite’s amended and restated short form base shelf prospectus dated November 26, 2020. The prospectus supplement will be filed with the securities commissions and other similar regulatory authorities in each of the provinces and territories of Canada.
Granite is a Canadian-based REIT engaged in the acquisition, development, ownership and management of logistics, warehouse and industrial properties in North America and Europe. Granite owns 115 investment properties representing approximately 50.4 million SF of leasable area.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States. The securities to be offered have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act.
Copies of financial data and other publicly filed documents about Granite are available through the internet on the Canadian Securities Administrators’ System for Electronic Document Analysis and Retrieval (SEDAR) which can be accessed at www.sedar.com and on the United States Securities and Exchange Commission’s Electronic Data Gathering, Analysis and Retrieval System (EDGAR) which can be accessed at www.sec.gov. For further information, please see our website at www.granitereit.com or contact Teresa Neto, Chief Financial Officer, at 647- 925-7560 or Andrea Sanelli, Manager, Legal & Investor Services, at 647-925-7504.
FORWARD LOOKING STATEMENTS
This press release may contain statements that, to the extent they are not recitations of historical fact, constitute “forward-looking statements” or “forward-looking information” within the meaning of applicable securities legislation, including the United States Securities Act of 1933, as amended, the United States Securities Exchange Act of 1934, as amended, and applicable Canadian securities legislation. Forward-looking statements and forward-looking information may include, among others, statements regarding the expected closing date of the Offering, Granite’s intended use of the net proceeds of the Offering to fund the REIT’s acquisition pipeline, commitments under the REIT’s existing development projects and for general trust purposes, Granite’s intention and ability to close the Acquisitions or make future investments and acquisitions on satisfactory terms, and Granite’s plans, goals, strategies, intentions, beliefs, estimates, costs, objectives, economic performance, expectations, or foresight or the assumptions underlying any of the foregoing. Words such as “may”, “would”, “could”, “will”, “likely”, “expect”, “anticipate”, “believe”, “intend”, “plan”, “forecast”, “project”, “estimate”, “seek”, “objective” and similar expressions are used to identify forward-looking statements and forward-looking information. Forward-looking statements and forward-looking information should not be read as guarantees of the closing of the Offering, Granite’s intended use of the net proceeds of the Offering, Granite’s intention and ability to acquire and develop properties on satisfactory terms, or other events, performance or results and will not necessarily be accurate indications of whether or the times at or by which future events or performance will be achieved. Forward-looking statements and forward-looking information are based on information available at the time and/or management’s good faith assumptions and analyses made in light of its perception of historical trends, current conditions and expected future developments, as well as other factors management believes are appropriate in the circumstances, and are subject to known and unknown risks, uncertainties and other unpredictable factors, many of which are beyond Granite’s control, that could cause actual events or results to differ materially from such forward-looking statements and forward-looking information. Important factors that could cause such differences include, but are not limited to, the risks set forth in the annual information form of Granite Real Estate Investment Trust and Granite REIT Inc. dated March 3, 2021 (the “Annual Information Form”). The “Risk Factors” section of the Annual Information Form also contains information about the material factors or assumptions underlying such forward-looking statements and forward- looking information. Forward-looking statements and forward-looking information speak only as of the date the statements and information were made and unless otherwise required by applicable securities laws, Granite expressly disclaims any intention and undertakes no obligation to update or revise any forward-looking statements or forward-looking information contained in this press release to reflect subsequent information, events or circumstances or otherwise.