/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES
OR FOR DISTRIBUTION IN THE UNITED
STATES./
TORONTO, May 18, 2021 /CNW/ - Tricon Residential Inc.
("Tricon" or the "Company") (TSX: TCN), an owner and operator of
single-family rental homes and multi-family rental apartments in
the United States and Canada, announced today that it has entered
into an agreement with a syndicate of underwriters co-led by RBC
Capital Markets, Scotia Capital, Morgan Stanley and Stifel GMP
(collectively, the "Underwriters"), which have agreed to purchase,
on a "bought deal" basis, 13,461,500 common shares of Tricon
("Common Shares") at a price of C$13.00 per Common Share for gross proceeds of
approximately C$175 million (the
"Offering"). The Company has also granted the Underwriters an
option (the "Over-Allotment Option"), which may be exercised by the
Underwriters at any time up to 30 days following the closing of the
Offering, to purchase up to an additional 1,762,726 Common Shares
to cover over-allotments, if any, and for market stabilization
purposes. In the event that the Over-Allotment Option is exercised
in its entirety, the aggregate gross proceeds of the Offering will
be approximately C$198 million.
In connection with the Offering, Blackstone Real Estate
Investment Trust, Inc. ("BREIT"), a non-listed, perpetual-life real
estate investment trust advised by an affiliate of Blackstone Real
Estate, has exercised its participation right, pursuant to the
investor rights agreement with the Company dated September 3, 2020 to acquire 1,709,996 Common
Shares in the Offering at the Offering Price. Following the
completion of the Offering, BREIT's effective ownership interest in
the Company will remain approximately 12.7% (assuming the exchange
of its preferred units of Tricon PIPE LLC for Common Shares).
"We continue to see exceptional operating performance and demand
trends in our rental housing business which, in turn, is attracting
tremendous interest from third-party investors to partner with us,"
said Gary Berman, President and CEO
of Tricon. "We expect the overall size of our single-family rental
joint ventures to be larger than we originally anticipated,
creating the opportunity for a larger co-investment from Tricon.
Raising additional equity provides us with added flexibility to
accelerate the growth of our rental platform and our balance sheet,
while maintaining a prudent leverage profile. And as we grow, we
remain laser focused on providing a superior resident experience
through our technology-enabled operating platform."
The Company intends to allocate substantially all of the net
proceeds of the Offering (including the additional net proceeds if
the Over-Allotment Option is exercised) to fund the Company's
future growth initiatives, including future acquisitions and a
portion of the capital commitments expected to be deployed through
new and anticipated investment vehicles over the next 3-5 years,
and any balance for working capital and general corporate purposes.
Tricon's growth initiatives are expected to significantly increase
the scale of its rental business and are expected to be accretive
to its core funds from operations ("Core FFO") and net asset value
("NAV") per share.
Upon completion of the Offering (and excluding the
Over-Allotment Option), Tricon expects to have access to
approximately US$915 million of
available liquidity to execute on its various growth initiatives,
including US$434 million of
unrestricted cash and US$480 million
of available room on its US$500
million corporate credit facility.
The Offering is expected to close on or about June 8, 2021 and is subject to market and other
customary conditions as well as receipt of all necessary regulatory
approvals, including from the Toronto Stock Exchange. The Common
Shares will be offered by way of a short form prospectus to be
filed in all of the provinces and territories of Canada pursuant to National Instrument 44-101
– Short Form Prospectus Distributions and in the United States on a private placement basis
pursuant to available exemptions from the registration requirements
of the United States Securities Act of 1933, as amended. This news
release does not constitute an offer to sell or a solicitation of
an offer to buy any Common Shares in the
United States or to, or for the account or benefit of, U.S.
persons.
About Tricon Residential Inc.
Tricon Residential is an owner and operator of a growing
portfolio of over 31,000 single-family rental homes and
multi-family rental apartments in the
United States and Canada
with a primary focus on the U.S. Sun Belt. Our commitment to
enriching the lives of our residents and local communities
underpins Tricon's culture and business philosophy. We strive to
continuously improve the resident experience through our
technology-enabled operating platform and innovative approach to
rental housing. At Tricon Residential, we imagine a world where
housing unlocks life's potential. For more information visit
www.triconresidential.com.
Non-IFRS Financial Measures
Core FFO and NAV per share are key measures of performance
commonly used by real estate operating companies and real estate
investment trusts. They are not measures recognized under
International Financial Reporting Standards ("IFRS") and do not
have standardized meanings prescribed by IFRS. Core FFO and NAV per
share as calculated by the Company may not be comparable to similar
measures presented by other issuers. Please refer to the Company's
current management's discussion and analysis, available on SEDAR at
www.sedar.com, for a reconciliation of Core FFO and NAV per share
to standardized IFRS measures.
Forward-Looking Information
Certain statements contained in this news release are
forward-looking statements and are provided for the purpose of
presenting information about management's current expectations and
plans relating to the future. Readers are cautioned that such
statements may not be appropriate for other purposes. These
forward-looking statements include statements regarding: the
anticipated closing of the Offering, the use of proceeds of the
Offering, the expected timing, terms and benefits thereof, future
growth initiatives and available liquidity and acquisition
capacity. In some cases forward-looking information can be
identified by such terms as "will", "would", "anticipate",
"anticipated", "expect" and "expected". The forward-looking
statements in this news release are based on certain assumptions,
including assumptions regarding the Company's future growth
initiatives, the Company's ability to complete the Offering and the
impact of COVID-19 on the Company's operations, business and
financial results. Such statements are subject to significant known
and unknown risks, uncertainties and other factors that may cause
actual results or events to differ materially from those expressed
or implied by such statements and, accordingly, should not be read
as guarantees of future performance or results and will not
necessarily be accurate indications of whether or not such results
will be achieved. Such risks include the risk that the Offering
will not be completed, as well as those risks described in the
Company's current annual information form and management's
discussion and analysis, available on SEDAR at www.sedar.com, which
risks may be dependent on market factors and not entirely within
the Company's control. Although management believes that it has a
reasonable basis for the expectations reflected in these
forward-looking statements, actual results may differ from those
suggested by the forward-looking statements for various reasons.
These forward-looking statements reflect current expectations of
the Company as at the date of this news release and speak only as
at the date of this news release. The Company does not undertake
any obligation to publicly update or revise any forward-looking
statements except as may be required by applicable law.
SOURCE Tricon Residential Inc.