Two Leading Proxy Advisory Firms Recommend that Slate Office REIT Unitholders vote FOR the Proposed Acquisition of a Portfolio of Properties from Cominar REIT


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Two Leading Proxy Advisory Firms Recommend that Slate Office REIT Unitholders vote FOR the Proposed Acquisition of a Portfolio of Properties from Cominar REIT

Monday, February 26, 2018



Slate Office REIT (TSX: SOT.UN) (the “REIT”), announced today that Institutional Shareholder Services Inc. (“ISS”) and Glass Lewis and Co., LLC (“Glass Lewis”), the two pre-eminent proxy advisory firms, have recommended that unitholders of Slate Office REIT vote FOR the acquisition by the REIT of seven properties located in the Greater Toronto Area and Atlantic Canada (the “Acquisition”) from Cominar Real Estate Investment Trust (“Cominar”) at the Special Meeting of the REIT’s unitholders scheduled for March 8, 2018.

In their analysis, both ISS and Glass Lewis noted that the assets to be acquired under the proposed agreement between the REIT and Cominar are expected to benefit the REIT's unitholders for a number of reasons, including:

  • The strategic location of the assets to be acquired from Cominar will add presence and scale in the REIT’s existing markets.
  • The Acquisition will improve the diversification of the REIT’s tenants, which will include Canadian government entities and multinational corporations.
  • The Acquisition will add 995,091 square feet of gross leasable area to the REIT's portfolio and will increase the occupancy of the REIT’s portfolio by about 1 percentage point.
  • Management’s estimation that the Acquisition will be accretive to the REIT's 2018 adjusted funds from operations (“AFFO”) per unit on a leverage-neutral basis.

“The support of ISS and Glass Lewis is an important endorsement of the Board of Trustees’ recommendation that our unitholders approve the Acquisition,” said Scott Antoniak, the REIT’s Chief Executive Officer. “The Acquisition of these seven properties from Cominar is another important step in our expansion strategy.”

The Board of Trustees of the REIT (with interested trustees abstaining) unanimously approved the Acquisition and recommends that unitholders vote FOR the Acquisition at the Special Meeting of unitholders on March 8, 2018.

Your vote is very important. Unitholders should vote FOR the Arrangement Resolution using the proxy or voting instruction form in advance of the voting deadline at 10:00 a.m. on Tuesday March 6, 2018.

Unitholders who have questions about the Acquisition or need assistance voting may contact Laurel Hill Advisory Group, the REIT’s proxy solicitation agent at:

Laurel Hill Advisory Group

North America Toll Free: 1-877-452-7184
Collect Calls Outside North America: 1-416-304-0211

Forward‐Looking Statements

Certain information herein constitutes “forward‐looking information” as defined under Canadian securities laws which reflect management’s expectations regarding objectives, plans, goals, strategies, future growth, results of operations, performance, business prospects and opportunities of the REIT. The words “plans”, “expects”, “does not expect”, “scheduled”, “estimates”, “intends”, “anticipates”, “does not anticipate”, “projects”, “believes”, or variations of such words and phrases or statements to the effect that certain actions, events or results “may”, “will”, “could”, “would”, “might”, “occur”, “be achieved”, or “continue” and similar expressions identify forward‐looking statements. Some of the specific forward‐looking statements contained herein include, but are not limited to statements with respect to the following: the intention of the REIT and the vendor to complete the Acquisition; the expected impact that the Acquisition will have on the REIT’s presence and scale in existing markets; the expected improvement in the diversification of the REIT’s tenants; the expected increase in the gross leasable area in the REIT’s portfolio as a result of the Acquisition; and the expectation that the Acquisition will have a positive impact on the REIT’s AFFO. Such forward‐looking statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations, including that the transactions contemplated herein are completed. Forward‐looking statements are necessarily based on a number of estimates and assumptions that, while considered reasonable by management as of the date hereof, are inherently subject to significant business, economic and competitive uncertainties and contingencies. When relying on forward‐looking statements to make decisions, the REIT cautions readers not to place undue reliance on these statements, as forward‐looking statements involve significant risks and uncertainties and should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not the times at or by which such performance or results will be achieved. A number of factors could cause actual results to differ, possibly materially, from the results discussed in the forward‐looking statements. Additional information about risks and uncertainties is contained in the filings of the REIT with securities regulators, including the REIT’s Special Meeting information circular dated January 31, 2018.

About Slate Office REIT (TSX:SOT.UN)

Slate Office REIT is an open-ended real estate investment trust. The REIT's portfolio currently comprises 38 strategic and well-located real estate assets located primarily across North America’s major population centres. The REIT is focused on maximizing value through internal organic rental and occupancy growth and strategic acquisitions. Visit to learn more.

About Slate Asset Management L.P.

Slate Asset Management L.P. is a leading real estate investment platform with over $4.5 billion in assets under management. Slate is a value-oriented manager and a significant sponsor of all of its private and publicly-traded investment vehicles, which are tailored to the unique goals and objectives of its investors. The firm's careful and selective investment approach creates long-term value with an emphasis on capital preservation and outsized returns. Slate is supported by exceptional people, flexible capital and a proven ability to originate and execute on a wide range of compelling investment opportunities. Visit to learn more.


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