Altus Group Income Fund Announces $50 Million Convertible Debenture Bought Deal
TORONTO, ONTARIO–(Marketwire – Nov. 10, 2010) – NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES
Altus Group Income Fund (“Fund”) (TSX:AIF.UN) today announced a public offering, on a “bought deal” basis, of $50 million principal amount of convertible unsecured subordinated debentures with an interest rate of 5.75% per annum, payable semi-annually on the last day of December and June commencing on December 31, 2010 (the “Debentures”). The Debentures will mature on December 31, 2017.
The offering is being made through a syndicate of underwriters led by BMO Capital Markets and National Bank Financial Inc.
The Fund has also granted the underwriters the option to purchase up to $3 million principal amount of additional Debentures at a price of $1,000 per Debenture to cover over-allotments, exercisable in whole or in part anytime up to 30 days following closing of the offering.
The Debentures will be convertible at the holder’s option into trust units of the Fund at any time prior to the maturity date and the business day immediately preceding the date fixed by the Fund for redemption at a conversion price of $18.60 per unit. The Debentures will not be redeemable prior to December 31, 2013. On and after December 31, 2013 and prior to December 31, 2015, the debentures may be redeemed in whole or in part from time to time at the Fund’s option, at a price equal to their principal amount plus accrued and unpaid interest, provided that the current market price for the period ending five trading days preceding the date upon which the notice of redemption is given is at least 125% of the conversion price. After December 31, 2015 and prior to the maturity date, the debentures may be redeemed in whole or in part from time to time at the Fund’s option at a price equal to their principal amount plus accrued and unpaid interest.
The net proceeds of the offering will be used to repay indebtedness of the Fund and for general corporate purposes.
The offering is subject to normal regulatory approvals, including approval of the Toronto Stock Exchange, and is expected to close on or about November 30, 2010.
The Debentures have not been and will not be registered under the United States Securities Act of 1933, as amended, or any states securities laws and may not be offered or sold in the United States or to U.S. persons absent registration or applicable exemption from the registration requirement of such act or any applicable states securities laws. This news release does not constitute an offer to sell or a solicitation of an offer to buy securities in the United States.
About Altus Group Income Fund
Altus Group is the leading multidisciplinary provider of independent real estate consulting and professional advisory services worldwide. With a staff of over 1,700, Altus Group has a network of over 60 offices in 11 countries worldwide, including Canada, UK, Australia, Asia and the United States. We operate four interrelated Business Units, bringing years of expertise together into one comprehensive platform: Research, Valuation and Advisory; Cost Consulting and Project Management; Realty Tax Consulting and Geomatics services. AltusÊ¹ clients include banks, financial institutions, governments, pension funds, asset and fund managers, developers and landlords and companies engaged in the oil and gas industry.
For more information on Altus Group, please visit: www.altusgroup.com.
Certain statements in this press release may constitute “forward-looking” statements, which involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of the Fund and its subsidiary entities, to be materially different from any future results, performance or achievements expressed or implied by such forward looking statements. When used in this press release, such statements use words such as “may”, “will”, “expect”, “believe”, “plan”, “would”, “could” and other similar terminology. These statements are not guarantees of future performance and are subject to numerous risks and uncertainties, including those described in the Fund’s publicly filed documents, including the Annual Information Form, dated March 24, 2010 (which are available on SEDAR at www.sedar.com). Those risks and uncertainties include: general state of the economy; dependence on oil and gas sector; competition in the industry; ability to attract and retain professionals; interest rate risk; currency risk; credit risk; ability to maintain profitability and manage growth; revenue and cash flow volatility; dependence on Canadian multi-residential market; integration of acquisitions; protection of intellectual property; weather; fixed-price and contingency engagements; performance of obligations / maintenance of client satisfaction; appraisal mandates; customer concentration; restrictions on potential growth; operating risks; risk of future legal proceedings; legislative and regulatory changes and insurance limits. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results. These statements reflect management’s current expectations regarding future events and operating performance and speak only as of the date of this press release. Although the forward-looking statements contained in this press release are based upon what management believes to be reasonable assumptions, the Fund cannot assure investors that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this press release and, except in accordance with applicable law, the Fund assumes no obligations to update or revise them to reflect new events or circumstances. Additionally, the Fund undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of the Fund, its financial or operating results, or its securities.
Camilla BartosiewiczBartosiewiczVice President, Investor Relations