Ms. Meaghan Peloso reports
DREAM IMPACT ANNOUNCES AGREEMENT TO EXTEND AND AMEND ITS 5.50% CONVERTIBLE UNSECURED SUBORDINATED DEBENTURES; ALSO ANNOUNCES MANAGEMENT CHANGES
Dream Impact Trust and the beneficial holders of the trust's 5.50 per cent convertible unsecured subordinated debentures due July 31, 2026, have reached an agreement to extend and amend certain terms of the debentures. All of the debentures are beneficially owned by certain controlled affiliates of Fairfax Financial Holdings Ltd.
Dream Impact and Fairfax have agreed to extend the maturity date of the debentures from July 31, 2026, to July 31, 2031. In addition, the interest rate of the debentures will change from 5.50 per cent to 6.50 per cent and the conversion price of the debentures will be adjusted to $2.75 per unit. Under the amended terms of the debentures, the trust will have the right at its sole option to satisfy any conversion request in cash in lieu of delivering units of the trust that would otherwise be issuable on conversion of the debentures.
"We are extremely pleased to announce the extension of the debentures as this was a significant debt maturity for the trust in 2026 and the new cash settlement option on a conversion reduces potential dilution down the road," said Meaghan Peloso, chief financial officer of Dream Impact. "This is one step among many that we have completed and we will continue to provide updates as we make progress on advancing our strategic initiatives."
The amendments to the debentures will be subject to the approval of a majority of the votes cast at a special meeting of unitholders of the trust, as well as the approval of the Toronto Stock Exchange and other customary closing conditions for transactions of this nature. Dream Unlimited Corp., which holds 6,852,681 units of the trust, representing 37 per cent of the trust's issued and outstanding units, has agreed to vote in favour of the amendments to the debentures. The special meeting of unitholders of the trust is expected to be held in the fall of this year.
Further information regarding the amendments to the debentures will be included in the trust's management information circular, which will be mailed to unitholders of the trust. A copy of the agreement relating to the amendments to the debentures and the management information circular will be available on and under the trust's profile on SEDAR+ following their filing by the trust.
The amendments to the debentures will also require the consent of holders of not less than 66-2/3rds per cent of the principal amount of all of the outstanding debentures. Fairfax has agreed to consent to the amendments to the debentures. As a result, the trust anticipates that it will obtain the requisite approval of the debentureholders.
The amendments to the debentures are expected to be effective in late 2025 or early 2026, subject to the satisfaction of the conditions to the amendments.
Management changes
The trust is pleased to announce the appointment of Derrick Lau as chief financial officer of the trust, effective Sept. 19, 2025. In his new role, Mr. Lau will oversee all financial aspects of the trust as it continues to execute on its strategic objectives. Mr. Lau currently serves as the CFO of Dream Residential Real Estate Investment Trust (DRR), spearheading the overall financial management of DRR since its initial public offering in 2022. Mr. Lau has over 15 years of experience in the real estate industry and has been with Dream, the trust's asset manager, for the last 10 years in increasingly senior finance and strategy roles.
With Mr. Lau's appointment, Ms. Peloso will continue to provide strategic support to the trust through her role as CFO of Dream, Dream Impact's asset manager. "Over the past six years, since joining the trust's management team, Meaghan has done an outstanding job in leading the financial planning and reporting function of the trust through a more challenging economic backdrop for real estate," said Amar Bhalla, chair of Dream Impact. "I would like to thank Meaghan for her dedication over the years and we are also pleased to welcome Derrick to the team."
About Dream Impact Trust
Dream Impact is an open-ended trust dedicated to impact investing. Dream Impact's underlying portfolio comprises exceptional real estate assets reported under two operating segments, development and recurring income, which would not be otherwise available in a public and fully transparent vehicle, managed by an experienced team with a successful record in these areas. The objectives of Dream Impact are to create positive and lasting impacts for its stakeholders through its three impact verticals: environmental sustainability and resilience; attainable and affordable housing; and inclusive communities.
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