INTERRENT REIT ANNOUNCES END OF "GO-SHOP" PERIOD

OTTAWA, ON, July 7, 2025 /CNW/ - InterRent Real Estate Investment Trust ("InterRent" or the "REIT") (TSX: IIP.UN) announced today the expiration of the 40-day go-shop period (the "Go-Shop Period") provided for in the arrangement agreement dated May 27, 2025 (the "Arrangement Agreement") between the REIT and Carriage Hill Properties Acquisition Corp. (the "Purchaser"), a newly formed entity owned by CLV Group and GIC, pursuant to which the Purchaser will acquire InterRent in an all-cash transaction valued at approximately $4 billion, including the assumption of net debt (the "Transaction").

During the Go-Shop Period, the REIT was permitted to actively solicit, facilitate and enter into negotiations with third parties that expressed an interest in acquiring the REIT. BMO Capital Markets ("BMO"), the REIT's financial advisor, contacted 85 potential buyers on behalf of the REIT. Nine of the potential buyers entered into confidentiality agreements with the REIT and were granted access to non-public information about the REIT. The Go-Shop Period expired at 11:59 p.m. ET on July 6, 2025. The REIT did not receive an Acquisition Proposal (as such term is defined in the Arrangement Agreement) during the Go-Shop Period.

As the Go-Shop Period has ended, the non-solicitation provisions in the Arrangement Agreement are now in effect. These provisions limit the REIT, its subsidiaries and their representatives from soliciting, facilitating or entering into any discussions, negotiations or communications or other activities with any person (other than the Purchaser) with respect to any inquiry, proposal or offer that constitutes or may reasonably be expected to constitute or lead to an Acquisition Proposal, subject to customary "fiduciary out" provisions, pursuant to which, among other things, the REIT may, subject to certain requirements, engage, on and subject to the terms and conditions set out in the Arrangement Agreement, with a person that submits a bona fide unsolicited Acquisition Proposal which constitutes, or could reasonably be expected to constitute or lead to, a Superior Proposal if consummated in accordance with its terms. The Transaction is structured as a statutory plan of arrangement under the Business Corporations Act (Ontario). Completion of the Transaction requires approval of at least 66 2/3% of the votes cast by unitholders, as well as the approval by a simple majority of votes cast by disinterested unitholders, excluding for this purpose votes attached to units held by persons described in items (a) through (d) of section 8.1(2) of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions at a special meeting of InterRent. The place and time of the special meeting (the "Meeting") will be announced at a later date and InterRent will issue a management information circular, including voting instructions in due course. Related materials for the Meeting will be available under the REIT's profile on SEDAR+ at www.sedarplus.ca. 

The Transaction is also subject to the approval of the Ontario Superior Court of Justice (Commercial List), regulatory approvals, consents and approvals from Canada Mortgage and Housing Corporation ("CMHC") and certain of InterRent's lenders and the satisfaction of other customary closing conditions.

ABOUT INTERRENT

InterRent REIT is a growth-oriented real estate investment trust engaged in increasing Unitholder value and creating a growing and sustainable distribution through the acquisition and ownership of multi-residential properties. 

InterRent's strategy is to expand its portfolio primarily within markets that have exhibited stable market vacancies, sufficient suites available to attain the critical mass necessary to implement an efficient portfolio management structure, and offer opportunities for accretive acquisitions. 

InterRent's primary objectives are to use the proven industry experience of the Trustees, Management and Operational Team to: (i) to grow both funds from operations per Unit and net asset value per Unit through investments in a diversified portfolio of multi-residential properties; (ii) to provide Unitholders with sustainable and growing cash distributions, payable monthly; and (iii) to maintain a conservative payout ratio and balance sheet. 

CAUTIONARY STATEMENT AND FORWARD-LOOKING STATEMENTS 

This press release contains "forward-looking statements" within the meaning of applicable securities legislation. Forward-looking statements generally include, but are not limited to, statements with respect to management's beliefs, plans, estimates and intentions, and similar statements concerning the Transaction, the ability to complete the Transaction and the other transactions contemplated by the Arrangement Agreement and the timing thereof, including the parties' ability to satisfy the conditions to the consummation of the Transaction, the receipt of the required shareholder approvals, regulatory approvals, consents and approvals of CMHC and certain existing lenders and court approval and other customary closing conditions, the possibility of any termination of the Arrangement Agreement in accordance with its terms, and the expected benefits to InterRent and its unitholders and other stakeholders of the Transaction, and other statements that are not historical facts. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved".

Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of InterRent to be materially different from those expressed or implied by such forward-looking statements, including, but not limited to: the Transaction and the terms thereof; the place and time of the special meeting and the date an information circular will be issued; and regulatory, court, unitholder, CMHC and lender approvals; the possibility that the Transaction will not be completed on the terms and conditions, or on the timing, currently contemplated, or that it may not be completed at all, due to a failure to obtain or satisfy, in a timely manner or otherwise, required regulatory, CMHC and certain existing lenders consent, shareholder and court approvals and other conditions to the closing of the Transaction or for other reasons; the negative impact that the failure to complete the Transaction for any reason could have on the  price of InterRent's securities or on its business; the Purchaser's failure to pay the consideration at closing of the Transaction; the failure to realize the expected  benefits of the Transaction; the restrictions imposed on InterRent while the Transaction is pending; the business of InterRent may experience significant disruptions, including loss of clients or employees due to Transaction-related uncertainty, industry conditions or other factors; risks relating to employee retention; the risk of regulatory changes that may materially impact the business or the operations of InterRent; the risk that legal proceedings may be instituted against InterRent; significant Transaction costs or unknown liabilities; and risks related to the diversion of management's attention from InterRent's ongoing business operations while the Transaction is pending; and other risks and uncertainties affecting InterRent. For more information on the risks and uncertainties affecting InterRent, please refer to the "Forward-Looking Statements" section of InterRent's Management's Discussion and Analysis for the year ended December 31, 2024 and Annual Information Form for the financial year ended December 31, 2024 (the "AIF"), as well as the "Risk Factors" section of the AIF.

Although the forward-looking information contained herein is based upon what management believes are reasonable assumptions, there can be no assurance that actual results will be consistent with these forward-looking statements. InterRent has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, however, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. InterRent does not undertake to update any forward-looking statements, except in accordance with applicable securities laws.

The Toronto Stock Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release. 

SOURCE InterRent Real Estate Investment Trust

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