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H&R REIT Is Pleased to Announce Completion of the Primaris Transaction

H&R REIT Is Pleased to Announce Completion of the Primaris Transaction 
TORONTO, April 4, 2013 /CNW/ - H&R Real Estate Investment Trust ("H&R" or "H&R 
REIT") (TSX: HR.UN) and Primaris Retail Real Estate Investment Trust 
("Primaris") (TSX: PMZ.UN) today announced that H&R has completed its 
previously announced acquisition of Primaris. As part of the transaction, a 
KingSett Capital-led consortium, which consists of certain KingSett Capital 
managed funds, Ontario Pension Board and RioCan REIT, acquired 17 Primaris 
properties pursuant to separate purchase agreements between Primaris and the 
consortium members. H&R then acquired Primaris and its remaining 27 properties. 
Transaction Details 
Unitholders who elected cash for their Primaris units are entitled to $28 cash 
per Primaris unit for approximately 55% of their Primaris units and 1.166 H&R 
stapled units per Primaris unit for the balance. All other former Primaris 
unitholders are entitled to 1.166 H&R stapled units for each Primaris unit. 
H&R delivered an aggregate of approximately 62.1 million stapled units 
pursuant to the transaction(1). 
As a result of the transaction, H&R has acquired a $3.1 billion portfolio of 
27 shopping centres. A complete list of the acquired properties is appended to 
this release. H&R expects to complete its previously announced sale of South 
Cambridge Centre in Cambridge, Ontario to RioCan for $35 million on April 5, 
2013. 
In connection with the transaction, holders of approximately 2.1 million 
exchangeable units of certain subsidiaries of Primaris now hold an equal 
number of exchangeable units of certain subsidiaries of H&R each of which are 
exchangeable for 1.166 H&R stapled units. Similarly, the 6.75% (remaining 
aggregate principal amount outstanding $1,220,000), 6.30% (remaining aggregate 
principal amount outstanding $7,726,000), and 5.40% (remaining aggregate 
principal amount outstanding $74,963,000) convertible debentures issued by 
Primaris (TSX: PMZ.DB, PMZ.DB.B, PMZ.DB.C) have been assumed by H&R and are 
now convertible into H&R stapled units at previously announced conversion 
ratios (new ticker symbols TSX: HR.DB.F, HR.DB.G, HR.DB.H respectively). H&R 
intends to promptly deliver to CIBC Mellon Trust Company, as trustee for its 
6.75% and 6.30% convertible debentures, notice of its intent to redeem all 
such remaining outstanding debentures in accordance with their terms. It is 
anticipated that such redemption will be completed approximately 45 days 
following the delivery to the trustee of the notice of intention to redeem. 
In addition to the convertible debentures which have been assumed by H&R, H&R 
has assumed an aggregate of $1.4 billion principal amount of mortgages on the 
acquired properties and has guaranteed the operating line of PRR Trust, now a 
subsidiary of H&R REIT, the outstanding principal of which is expected to be 
approximately $105 million after all closing costs have been paid. 
The transaction was structured so former holders of Primaris units who are 
resident in Canada and who held their Primaris units as capital property 
received their H&R stapled units on a substantially tax-deferred rollover (the 
receipt of H&R Finance Trust units, the fair market value of which is 3.788% 
of the aggregate fair market value of the total unit consideration received by 
Primaris unitholders, is taxable). 
_____________________________
(1) Does not include 433,174 units held by a subsidiary of H&R in partial 
satisfaction of exchange obligations related to the H&R exchangeable units.  
Executive Appointments 
H&R REIT is pleased to announce the appointments of Patrick Sullivan as Chief 
Operating Officer of Primaris and Lesley Gibson as Executive Vice President, 
Finance of Primaris, which continues operations as a wholly-owned subsidiary 
of H&R. 
Prior to this appointment, Mr. Sullivan served as Primaris' Senior Vice 
President, Portfolio Management since 2011, where he had overall 
responsibility for operations and leasing of Primaris' portfolio of 
properties; previously he was Vice President of Portfolio Management for 
western Canada. Prior to joining Primaris, Mr. Sullivan served as Director 
of Leasing with Oxford Properties Group where he was responsible for its 
portfolio of shopping centres in western Canada. 
Mr. Sullivan holds a Bachelor of Commerce degree from the University of 
British Columbia. 
Lesley Gibson has been the Vice President of Finance with Primaris since its 
IPO in 2003. In this position, she oversaw corporate finance, accounting and 
public reporting responsibilities for Primaris. Before joining Primaris, Ms. 
Gibson worked at Borealis Capital Corporation as Director, Client Reporting 
and at KPMG LLP as a Senior Manager in the Real Estate Group. 
Ms. Gibson earned a Bachelor of Arts (Economics) at the University of Western 
Ontario and holds a Chartered Accountant designation. 
About H&R 
H&R REIT is an open-ended real estate investment trust, which owns a North 
American portfolio of 41 office, 112 industrial and 164(2 )retail properties 
comprising over 53.4 million square feet and two development projects, with a 
fair value of approximately $13.1 billion. The foundation of H&R's REIT 
success since inception in 1996 has been a disciplined strategy that leads to 
consistent and profitable growth. H&R REIT leases its properties long term to 
creditworthy tenants and strives to match those leases with primarily 
long-term, fixed-rate financing. 
H&R Finance Trust is an unincorporated investment trust, which primarily 
invests in notes issued by a U.S. corporation, which is a subsidiary of H&R 
REIT. The current note receivable is U.S. $211.4 million. In 2008, H&R REIT 
completed an internal reorganization, which resulted in each issued and 
outstanding H&R REIT unit trading together with a unit of H&R Finance Trust as 
a "Stapled Unit" on the Toronto Stock Exchange. 
Primaris specializes in owning and operating Canadian enclosed shopping 
centres that are dominant in their local trade areas. Merchandising for each 
property is dynamic in order to meet the unique needs of its local customers 
and the community. Primaris maintains a high occupancy rate at its shopping 
centres and has retail tenants that offer new and exciting brands. The 
Primaris units are expected to be delisted from the Toronto Stock Exchange on 
April 8, 2013. 
FORWARD LOOKING INFORMATION 
This press release contains forward looking statements that reflect current 
expectations of each of Primaris and H&R about their future results, 
performance, prospects and opportunities, including with respect to costs and 
benefits of the transaction and other statements that are not historical 
facts. Readers are cautioned not to place undue reliance on forward looking 
information. Each of Primaris and H&R has tried to identify these forward 
looking statements by using words such as "may", "will", "should" "expect", 
"anticipate", "believe", "intend", "plan", "estimate", "potentially" and 
similar expressions. By its nature, such forward looking information 
necessarily involves known and unknown risks and uncertainties that may cause 
actual results, performance, prospects and opportunities in future periods of 
Primaris or H&R to differ materially from those expressed or implied by such 
forward looking statements. 
______________________________
(2) Does not include South Cambridge Centre. 
New H&R Properties 


                                                               
                                        Build Date/
                            Tenants


                        (>50,000       Last       GLA
Property       Location     sq.ft.)     Renovation  (sq.ft.)  Occupancy 
Enclosed
Centres                                                               
Sunridge                  The Bay,
  Mall         Calgary, AB  Target      1981 / 2005  814,000    99.40% 
                        Target, The 
                        Bay, Sport
  Place                     Check, Fed.
  d'Orleans    Orleans, ON  Govt.       1979 / 1999  759,000    96.10% 
Orchard Park
  Shopping                  The Bay,
  Centre       Kelowna, BC  Sears       1971 / 2007  712,000    98.50% 
Catarqui                  Sears, The
  Centre       Kingston, ON Bay, Target 1982 / 2006  596,000    98.50% 
                        Wal-Mart,
  Place du                  Canadian
  Royaume      Saguenay, QC Tire        1973 / 2008  592,000    97.50% 
Dufferin                  Wal-Mart,
  Mall         Toronto, ON  No Frills   1956 / 2007  563,000    96.20% 
                        Target, The
  Medicine Hat Medicine     Bay, Sears,
  Mall         Hat, AB      Safeway     1980 / 2008  539,000   100.00% 
Stone Road                Sears, The
  Mall         Guelph, ON   Bay, Target 1975 / 2007  513,000    98.80% 
Northland
  Village Mall Calgary, AB  Wal-Mart    1971 / 2005  503,000   100.00% 
McAllister   Saint John,  Sears,
  Place        NB           Target      1978 / 2011  489,000    98.30% 
           Fredericton, Sears,
  Regent Mall  NB           Wal-Mart    1976 / 2010  488,000    99.80% 
Park Place
  Shopping     Lethbridge,
  Centre       AB           Sears       1988 / 2001  471,000    98.00% 
Sherwood     Sherwood     Target,
  Park Mall    Park, AB     Safeway     1972 / 2012  461,000    99.00% 
                        Target,
  Grant Park   Winnipeg, MB Safeway     1962 / 1996  386,000    96.30% 
                        Target, The
  St Albert                 Bay,
  Centre       Edmonton, AB Winners     1980 / 1995  316,000   100.00% 
Total /
  Weighted
  Average                                           8,202,000    98.4% 
Other Properties 
Garden City  Winnipeg, MB Home Depot  1976 / 2004  161,000    98.70% 
Edinburgh
  Market Place Guelph, ON   Metro       1996 / 2008  113,000    97.60% 
           Medicine
  Park Plaza   Hat, AB      n/a         1981 / 2004   61,000   100.00% 
Northland
  Professional
  Centre       Calgary, AB  n/a              1978     51,000   100.00% 
Sherwood     Sherwood
  Park Plaza   Park, AB     n/a         1988 / 2005   44,000   100.00% 
Dunmore      Medicine
  Plaza        Hat, AB      n/a         1989 / 1999   30,000   100.00% 
Carry Drive  Medicine
  Plaza        Hat, AB      n/a         1989 / 2004   30,000    98.00% 
Trans-Canada Medicine
  Plaza        Hat, AB      n/a              2005     20,000   100.00% 
Northland
  Shoppes      Calgary, AB  n/a         1974 / 1999   14,000   100.00% 
           Medicine
  Scotia Plaza Hat, AB      n/a              1996     11,000   100.00% 
Development  Sherwood
  Land         Park, AB     n/a                0          0         0 
Total /
  Weighted
  Average                                            535,000     99.0% 
Total/Weighted
Average                                             8,737,000    98.4% 
H&R 
Tom Hofstedter President & Chief Executive Officer (416) 635-7520 
Larry Froom Chief Financial Officer (416) 635-7520 
3625 Dufferin Street, Suite 500 Toronto, Ontario M3K 1N4 
SOURCE: H&R Real Estate Investment Trust 
To view this news release in HTML formatting, please use the following URL: 
http://www.newswire.ca/en/releases/archive/April2013/04/c2850.html 
CO: H&R Real Estate Investment Trust
ST: Ontario
NI: REL MNA 2575 WNEWS  
-0- Apr/04/2013 22:33 GMT
 
 
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