Exchange Bulletin
Primaris Real Estate Investment Trust (PMZ.UN) To Trade On Toronto Stock Exchange
December 31, 2021
| Issuer: | Primaris Real Estate Investment Trust ("Primaris") |
| Security: | Series A Units |
| Symbol: | PMZ.UN |
| Number of securities issued and outstanding: | 98,252,090 |
| Number of securities reserved for issuance: | 7,586,016 |
| Listing category: | Industrial, Exempt |
| Trading currency: | CDN$ |
| Transaction: | As described in Toronto Stock Exchange ("TSX") Bulletin 2021-1261 dated December 24, 2021, pursuant to a plan of arrangement ("Arrangement"), H&R Real Estate Investment Trust ("H&R") will spin-off a new public real estate investment trust that will be named "Primaris Real Estate Investment Trust". Holders of units of H&R (the "H&R Units") of record as of the close of business on Friday, December 31, 2021 will receive one Primaris Series A Unit for every four H&R Units held, pursuant to the Arrangement. |
| Exchange ratio: | One Series A Unit of Primaris for every four H&R Units held. |
| Payable Date: | January 4, 2022. Unitholders of H&R need not take any action in order to receive the Primaris Series A Units to which they are entitled. |
| Listing and posted for trading date: | January 5, 2022 (at the opening) |
| Effective Date of Arrangement: | December 31, 2021 |
| Fractional entitlement: | Any fractional Primaris Series A Units that would otherwise result from the Arrangement will be cancelled for no consideration. |
| Other market(s): | None |
| Designated market maker: | TD Securities Inc. |
| Security ownership registration: | Non-Certificated Inventory System of CDS |
| Investor relations: | Alex Avery Chief Executive Officer (416) 642-7800 info@primarisreit.com Rags Davloor Chief Financial Officer (416) 642-7800 info@primarisreit.com |
| Incorporation: | The REIT is an open-ended unincorporated investment trust governed by the laws of Ontario pursuant to an amended and restated declaration of trust dated December 15, 2021. |
| Fiscal year end: | December 31 |
| Nature of business: | Primaris is focused primarily on dominant enclosed shopping centre properties in primary and secondary Canadian markets. |
| Transfer agent and registrar: | TSX Trust Company at its principal offices in Toronto. |
| Distributions: | Subject to the ongoing discretion of the Board, the distribution policy of Primaris is to make regular monthly cash distributions, targeting an FFO payout ratio in the range of 45% to 50%. Distributions are determined by the Board. |
| Sponsorship: | Not applicable |
| Disclosure document: | H&R's management information circular dated November 5, 2021, which is available at www.SEDAR.com. Capitalized terms not otherwise defined herein are as defined in the Disclosure document. |
| TSX contact: | Chris Birkett, Managing Director, Toronto Stock Exchange. |