DREAM ANNOUNCES THE ACQUISITION OF AN INTEREST IN THE DREAM RESIDENTIAL REAL ESTATE INVESTMENT TRUST
TORONTO, May 6, 2022 /CNW Telbec/ – Dream Asset Management Corporation (” CONTAIN “), Dream DRR Asset Management LLC (” Dream Asset Manager “), Dream DRR Asset Management LP (” Dream Asset Manager LP “) and Dream DRR US Holdings Inc. (” USCo DAM “), entities controlled by Michael CooperChairman and Chief Executive Officer responsible for Dream Unlimited Corp. (” Dream ” and collectively with DAM, Dream Asset Manager, Dream Asset Manager LP and Michael Cooperthere ” dream group “) today announced that, in connection with an initial public offering (the “Offer“) units (“Units“) of Dream Residential Real Estate Investment Trust (the “Transmitter“) and indirect acquisition (the “Acquisition“) by the Issuer of a portfolio of 16 multi-family residential buildings located in United States (“Initial portfolio“), the Dream Group has acquired beneficial ownership, control or direction of a total of 784,614 shares and 1,548,921 Class B shares (“Class B units“) of DRR Holdings LLC, a Delaware limited liability company and the operating subsidiary of the Issuer at the price of $13.00 per unit. Class B Units are, in all material respects, economically equivalent to the Units and are redeemable in certain circumstances by the holder thereof for cash or, as determined by Holdco LLC and at the direction of the issuer in its sole discretion, shares (on a one-to-one basis).
Pursuant to the Offer and Acquisition: (i) DAM has agreed to purchase 576,923 Units under the Offer; (ii) in recognition of the advisory services provided to the issuer by Dream Asset Manager, 169,230 Units were issued to Dream Asset Manager LP at the offering price; and (iii) a total of 38,461 Units and 1,548,921 Class B Units were issued to DAM USCo in connection with the acquisition of the Initial Portfolio.
Immediately prior to the completion of the Offering and Acquisition, Dream Group did not beneficially own, control or direct the Units or Class B Units.
Immediately following the completion of the Offer and the Acquisition, Dream Group beneficially owns, or exercises control or direction over, an aggregate of 784,614 Units and 1,548,921 Class B Units, together representing an effective interest aggregate of approximately 11.8% in the Issuer (determined as if all class B units were redeemed into units).
Units and Class B Units were valued at a price per share of $13.00 at the closing of the Offer, i.e. a total consideration of approximately $30.3 million (CA$16.67 per unit or aggregate consideration of approximately C$38.9 million based on the exchange rate posted by the Bank of Canada on May 5, 2022 for the conversion of US dollars into Canadian dollars of $1.00 = CA$1.2822).
The shares held by the Dream Group are held for investment purposes. The Dream Group intends to evaluate its investment in Units on an ongoing basis and may either acquire Units or decrease its holdings of Units in the future. Dream is controlled by Mr. Michael CooperPresident and Chief Executive Officer responsible. Michael Cooper holds an economic interest of approximately 49% and a voting right of 88% in Dream. A subsidiary of Dream will act as asset manager for the Issuer. The Dream Group has no current intention, but depending on market conditions, general economic and industry conditions, the Issuer’s business and financial condition and/or other relevant factors, the Dream Group may in the future form an intention, with respect to one or more of the transactions or matters referred to in paragraphs (b) through (k) above.
This press release is issued in accordance with the requirements of National Instrument 62-103 – The Early Warning System and Related Issues Related to Takeover Bids and Insider Reporting (“National Instrument 62-103“) of the Canadian Securities Administrators. A copy of the report to be filed by Dream Unlimited Corp. in connection with the acquisition of Units and Class B Units described herein will be available on the issuer’s SEDAR profile at address www.sedar.comand can also be obtained by contacting Mr. Robert HughesGeneral Counsel, Dream Residential Real Estate Investment Trust at 416-365-3535.
The Issuer’s address and registered office is at 30 Adelaide Street East, Suite 301, Toronto, OntarioM5C 3H1.
SOURCE Dream Residential Real Estate Investment Trust
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