PROREIT announces $42.7 million of property acquisitions and filing of a preliminary short form prospectus

PROREIT announces $42.7 million of property acquisitions and filing of a 
preliminary short form prospectus 
/NOT FOR DISSEMINATION IN THE UNITED STATES OR DISTRIBUTION THROUGH UNITED 
STATES NEWS OR WIRE SERVICES./ 
MONTRÉAL, Oct. 23, 2013 /CNW/ - PRO Real Estate Investment Trust ("PROREIT" 
or the "REIT") (TSXV: PRV.UN) announced today that it has filed a preliminary 
prospectus with securities authorities in each of the provinces of Canada (the 
"Prospectus") for a proposed public offering (the "Offering") of trust units 
("Units"). 
The Offering is being made on an underwritten basis through a syndicate of 
underwriters led by Canaccord Genuity Corp. and including TD Securities Inc., 
Scotia Capital Inc., National Bank Financial Inc., Desjardins Securities Inc., 
GMP Securities L.P., and Dundee Securities Ltd. 
James Beckerleg, President & CEO of PROREIT, commented: "We are pleased to be 
bringing PROREIT back to market. We have an experienced management team, 
with particular knowledge and expertise in the commercial real estate markets 
in Eastern Canada, including a wide and established network of relationships 
in these markets. We believe that there is tremendous potential in 
commercial real estate in Eastern Canada, and we believe we have the right 
team and the right platform with which to accretively build a strong and 
diversified property portfolio, generating both income and growth for our 
unitholders." 
Property Acquisitions and the Initial Portfolio 
The REIT has entered into conditional agreements to acquire five commercial 
properties (collectively, the "Acquisitions" and individually, an 
"Acquisition") from five separate and unrelated vendors. The properties 
being acquired were all part of the acquisition portfolio that PROREIT had 
assembled in connection with the offering announced in July 2013, which was 
postponed due to market conditions. Since that time, PROREIT has worked 
closely with the vendors of these properties, and has amended and extended 
certain of the acquisition agreements, and has terminated certain others. 
Upon closing of the Acquisitions, the REIT's portfolio will be comprised of 9 
commercial properties (the "Initial Portfolio") totalling 396,872 square feet 
of gross leasable area ("GLA"). The Initial Portfolio will be diversified by 
property type and geography across Eastern Canada, including the Greater 
Montréal Area and certain urban centres of Atlantic Canada. 
The Initial Portfolio will consist of threeoffice properties representing 
125,407 square feet of GLA, five retail properties representing 
171,795square feet of GLA, and one commercial mixed use property 
representing 99,670 square feet of GLA. The properties are mostly situated in 
prime locations within their respective markets, along major traffic arteries 
benefiting from high visibility and easy access. Management believes the 
quality and diversity of the Initial Portfolio will enable the REIT to attract 
new tenants and retain existing tenants, providing a strong base on which to 
generate stable and growing cash flows. 
The aggregate purchase price (excluding closing costs) for the properties to 
be acquired under the acquisition agreements is anticipated to be 
approximately $42.7million. The Acquisitionsare subject to customary 
closing conditions, including with respect to financing and regulatory 
approvals. 
The net proceeds from the offering of units are expected to be used by the 
REIT, along with the issuance of Class B limited partnership units of PRO REIT 
Limited Partnership to certain property vendors ("Class B LP Units"), cash on 
hand, an assumed mortgage, a new mortgage, and a revolving credit facility to 
be established, to fund the purchase of the Acquisitions. The REIT also 
intends to use a portion of the net proceeds to repay existing indebtedness 
and for general trust and working capital purposes. 
The Offering is expected to close in early November 2013 and is subject to 
usual closing conditions. For more information on the Offering and the 
Acquisitions, please see the REIT's preliminary short form prospectus. 
Issuance of Class B LP Units to Certain Vendors 
Vendors of certain of the properties that PROREIT intends to acquire have 
agreed to accept approximately $5.6million of Class B LP Units as partial 
consideration for the sale of such properties. The Class B LP Units are 
economically equivalent to and exchangeable for Units on a one-for-one basis, 
and will be accompanied by special voting units that provide their holder with 
equivalent voting rights to holders of Units of the REIT. The Class B LP Units 
will be issued upon the closing of the acquisition of the applicable 
properties at the price that the Units are offered to the public pursuant to 
the Offering (the "Offering Price"). The Class B LP Units will be issued on a 
private placement basis, which is subject to regulatory approvals, including 
the approval of the TSX Venture Exchange. The vendors that will receive Class 
B LP Units have agreed that such units will be subject to a hold period of 180 
days following the closing of the relevant Acquisitions, and are all dealing 
at arm's length with the REIT. 
Immediately following the closing of the Offering and the Acquisitions, 
members of management, the board of trustees, and certain vendors are expected 
to hold a 24.7% equity interest in the REIT. 
Mr. Beckerleg concluded: "While equity markets have gone through a recent 
period of uncertainty, I believe investors realize that high quality 
commercial real estate is a sound investment choice, offering income and 
growth potential. We are pleased with the steps that have been taken over the 
last few months to strengthen PROREIT's Offering, which we believe is 
demonstrated by the significant support and investment provided by our 
vendors." 
Experienced Management 
PROREIT is managed by President and CEO James W. Beckerleg and CFO Gordon G. 
Lawlor, accompanied by an experienced senior management team with knowledge 
and relationships in the REIT's target markets. Messrs. Beckerleg and Lawlor 
possess, in aggregate, over 50years of experience in acquiring, managing and 
financing Canadian real estate, totaling approximately $4.2billion of 
commercial real estate transactions. 
Most recently (from May2010 until March2012), the REIT's management team 
held senior management positions with CANMARC Real Estate Investment Trust 
("CANMARC"), a publicly-traded REIT with a nationally diversified portfolio of 
115 commercial properties totalling 9.4 million square feet of GLA, including 
a significant portfolio in Eastern Canada. CANMARC was ultimately acquired by 
Cominar Real Estate Investment Trust ("Cominar") in March2012, generating a 
compounded annualized total return of approximately 43% for CANMARC's 
unitholders. 
The REIT's management team has an extensive network of relationships and 
contacts in the Canadian real estate industry, with particular experience 
within the REIT's target markets, which management believes will assist in the 
REIT's growth. 
A preliminary prospectus containing important information relating to the 
securities has been filed with securities commissions or similar authorities 
in each of the provinces of Canada. The preliminary prospectus is still 
subject to completion or amendment. Copies of the preliminary prospectus are 
available on SEDAR at www.sedar.com under the REIT's profile. There will not 
be any sale or any acceptance of an offer to buy the securities until a 
receipt for the final prospectus has been issued. 
The securities offered have not and will not be registered under the United 
States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any 
U.S. State securities laws and may not be offered or sold, directly or 
indirectly, within the United States or its territories or possessions or to 
or for the account of any U.S. person (as defined in Regulation S under the 
U.S. Securities Act) other than pursuant to an available exemption from the 
registration requirements of the U.S. Securities Act. This press release does 
not constitute an offer to sell or a solicitation of an offer to buy any such 
securities within the United States, or its territories or possessions, or to 
or for the account of any U.S. person. 
About PROREIT 
PROREIT is an unincorporated open-ended real estate investment trust 
established pursuant to a declaration of trust under the laws of the Province 
of Ontario. PROREIT was established in March 2013 to own a portfolio of 
diversified commercial real estate properties in Canada, with a focus on 
primary and secondary markets in Québec, Atlantic Canada and Ontario. 
Forward-Looking Statements 
This news release may contain forward-looking information within the meaning 
of applicable securities legislation. Forward-looking information is based on 
a number of assumptions and is subject to a number of risks and uncertainties, 
many of which are beyond PROREIT's control, that could cause actual results 
and events to differ materially from those that are disclosed in or implied by 
such forward-looking information. 
Forward-looking information contained in this press release includes, without 
limitation, statements pertaining to the proposed Offering and the closing of 
the acquisitions described in the Prospectus. PROREIT's objectives and 
forward-looking statements are based on certain assumptions, including that 
(i) PROREIT will receive financing on favourable terms; (ii) the future level 
of indebtedness of PROREIT and its future growth potential will remain 
consistent with PROREIT's current expectations; (iii) there will be no changes 
to tax laws adversely affecting PROREIT's financing capacity or operations; 
(iv) the impact of the current economic climate and the current global 
financial conditions on PROREIT's operations, including its financing capacity 
and asset value, will remain consistent with PROREIT's current expectations; 
(v) the performance of PROREIT's investments in Canada will proceed on a basis 
consistent with PROREIT's current expectations; and (vi) capital markets will 
provide PROREIT with readily available access to equity and/or debt. 
The forward-looking statements contained in this news release are expressly 
qualified in their entirety by this cautionary statement. All forward-looking 
statements in this press release are made as of the date of this press 
release. PROREIT does not undertake to update any such forward-looking 
information whether as a result of new information, future events or 
otherwise, except as required by law. 
Additional information about these assumptions and risks and uncertainties is 
contained in PROREIT's preliminary prospectus dated October 22, 2013 under 
"Risk Factors", which is available on SEDAR at www.sedar.com. 
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that 
term is defined in the policies of the TSX Venture Exchange) accepts 
responsibility for the adequacy or accuracy of this release.
 

SOURCE  Pro Real Estate Investment Trust 
PRO Real Estate Investment Trust James W. Beckerleg President and Chief 
Executive Officer 514-933-9552 
PRO Real Estate Investment Trust Gordon G. Lawlor, CA Chief Financial Officer 
514-933-9552 
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CO: Pro Real Estate Investment Trust
ST: Quebec
NI: REL MNA NEWSTK  
-0- Oct/23/2013 17:29 GMT
 
 
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