Minto Apartment Real Estate Investment Trust (the REIT) (TSX: MI.UN) completed its initial public offering of 15,863,100 trust units at a price of $14.50 per unit (the Offering). The Offering raised gross proceeds of $230,014,950, including through exercise of the underwriters’ over-allotment option in full which option exercise was completed July 10. The units trade on the Toronto Stock Exchange under the symbol MI.UN.
In connection with the Offering, the REIT indirectly acquired a portfolio of 22 high-quality income-producing multi-residential rental properties from Minto Properties Inc. (Minto Properties), one of The Minto Group of companies (collectively, Minto), with 4,279 suites, located in Toronto, Ottawa, Calgary and Edmonton (the Initial Properties). The net proceeds of the Offering were used by the REIT to fund the indirect acquisition of the Initial Properties and reduce Minto’s retained interest.
Following closing of the Offering (including the completion of the over-allotment option), an entity wholly-owned by Minto Properties owned 20,859,410 class B units of Minto Apartment Limited Partnership, a subsidiary of the REIT, which class B units are economically equivalent to and exchangeable for units of the REIT on a one-for-one basis, representing an aggregate approximate 56.8-per-cent ownership interest in the REIT (in each case, determined as if all class B units are exchanged for units of the REIT).
The Offering was underwritten by a syndicate of underwriters jointly bookrun by TD Securities Inc. and BMO Capital Markets, and including CIBC Capital Markets, RBC Capital Markets, Scotiabank, National Bank Financial Inc., Canaccord Genuity Corp., Desjardins Securities Inc., Raymond James Ltd. and Industrial Alliance Securities Inc.
The REIT is an unincorporated, open-ended real estate investment trust established pursuant to a declaration of trust under the laws of the Province of Ontario to own income-producing multi-residential properties located in urban markets in Canada.
The Minto Group is one of the premier real estate companies in Canada with a fully integrated real estate investment, development and management platform. Since its inception in 1955, Minto has built more than 85,000 new homes, and currently manages more than 13,000 rental suites and 2.5 million square feet of office and retail space. As an investment manager, Minto also manages private capital on behalf of institutional clients.
Goodmans LLP represented the REIT and Minto Properties with a team led by Stephen Pincus and Brenda Gosselin (REITs/corporate) that included Money Khoromi and Krysten Bortolotti (corporate), Jon Northup, Jarrett Freeman, Glenn Ernst and Kabir Jamal (tax) and Fred Rubinoff (real estate).
Goodwin Procter LLP represented the REIT and Minto Properties in the US with a team that included Yoel Krantz and Michael Orenstein (corporate).
Blake, Cassels & Graydon LLP represented the Underwriters with a team that was led by Frank Guarascio and William Fung and included Matthew Merkley, Jill Davis, Jeremy Ozier and Tairroyn Childs (corporate and securities), Chris Huband (real estate), and Jeffrey Trossman, Andrew Spiro and Shavone Bazarkewich (tax).