Calloway REIT Acquires 12 Shopping Centres

Calloway Real Estate Investment Trust purchased from the Wal-Mart - FirstPro Realty Partnership 12 shopping centres comprising a total of approximately 2,402,329 rentable square feet of leased area and connected undeveloped lands with development potential for approximately 440,477 square feet of future retail space. The deal closed on February 16, 2004. Wal-Mart, which leases space in all 12 of the centres, now makes up approximately 26 per cent of Calloway’s gross rental revenue. In addition to Wal-Mart, the centres include many other retailers, such as Loblaws, Canadian Tire, Home Depot, Rona, Sportchek, Winners, Staples/Business Depot, and Reitmans. The total consideration paid for the properties was approximately $309.175 million. The REIT funded the cash component of the total consideration for the properties by obtaining mortgage financing on the properties and through a public offering of trust units.

The REIT was represented by Shea Nerland Calnan in Calgary, with a team that included David Calnan, Glenn Warkentin and Darren Smits; and assisted by Goodman and Carr LLP, with a team that included Jules Mikelberg, Jay Goldman and Ruby Wong.

Wal-Mart - FirstPro was represented by in-house counsel David Taras and Joseph Amato, FirstPro, and Ron Strathdee, Wal-Mart; and assisted by Davies Ward Phillips & Vineberg LLP, with a team that included Greg Howard, Carol Pennycook, Jeffrey Lem, Steven Martin and Brian Clark. FirstPro was assisted by Goodmans LLP, with a team that included William Alcamo, Neil Sheehy and Steve Cohen.

The REIT obtained the mortgage financing from Merrill Lynch in the amount in excess of $191 million. The purchaser was represented with respect to financing matters by Shea Nerland Calnan, with a team that included Glenn Warkentin, and was assisted by Stan Wax of Goodman and Carr. Merrill Lynch was represented by Baker & McKenzie, with a team that included Mike Brady, Leneo Sdao and Yoon Han.

Title insurance was provided by First Canadian Title, which insured the purchaser and the lender. First Canadian Title was represented in-house by Eric Haslett, director, commercial division; Desmond Mackey, Q.C., director, senior title counsel; Jackelyn Maiatico, manager, commercial division; and Julie MacCarthy, underwriter.

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