Partners REIT Announces Exercise of Over-Allotment Option Close

 

VICTORIA, B.C. (March 15, 2011) - Partners Real Estate Investment Trust (the “REIT” or “Partners REIT”) (TSXV: PAR.UN) is pleased to announce the closing of the over-allotment option (the “Over-Allotment”) relating to its previously announced offering (the “Offering”) of $25,000,000 aggregate principal amount of 8.0% extendible convertible unsecured subordinated debentures.

In connection with the closing of the Over-Allotment, the REIT issued an additional $3,750,000 aggregate principal amount of debentures, for a total issuance of $28,750,000 aggregate principal amount of debentures (collectively, the “Debentures”).

Part of the net proceeds of the Offering were used to repay an $8,600,000 secured loan, and the balance will be used to purchase six properties (the “Acquisition”) and for future acquisitions and general trust working capital purposes.

The Debentures have an initial maturity date of April 30, 2011 which will automatically be extended to March 31, 2016 upon the closing of the Acquisition. The Debentures bear interest at a rate of 8.0% per annum, payable semi-annually, and are convertible at the option of the holder into Units of the REIT at an initial conversion price of $2.20 per Unit, being a ratio of 454.5455 Units per $1,000 principal amount of Debentures.

The underwriting syndicate for the Offering was co-led by TD Securities Inc. and CIBC, and included Dundee Securities Ltd., Macquarie Capital Markets Canada Ltd., Scotia Capital Inc., National Bank Financial Inc., Canaccord Genuity Corp., Raymond James Ltd. and Brookfield Financial Corp.

About Partners REIT

Partners REIT is a growth-oriented real estate investment trust, currently comprised of ten retail properties well located in Ontario and Quebec aggregating approximately 1.1 million square feet of leaseable space. It focuses on expanding and managing a portfolio of retail and mixed-use community and neighbourhood shopping centres located in both primary and secondary markets across Canada.

Forward-looking Statements

Certain statements included in this press release constitute forward-looking statements, including, but not limited to, those identified by the expressions "expect," "will" and similar expressions to the extent they relate to Partners REIT. The forward-looking statements are not historical facts but reflect Partners REIT's current expectations regarding future results or events. These forwardlooking statements are subject to a number of risks and uncertainties that could cause actual results or events to differ materially from current expectations, including the use of proceeds of the offering, the closing of the Acquisition, access to capital, regulatory approvals, intended acquisitions and general economic and industry conditions. Although Partners REIT believes that the assumptions inherent in the forward-looking statements are reasonable, forward-looking statements are not guarantees of future performance and, accordingly, readers are cautioned not to place undue reliance on such statements due to the inherent uncertainty therein.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The securities offered have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 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 1933 Act.

Neither the 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.

For more information, contact Patrick Miniutti, President and Chief Operating Officer (250) 595-9398.