G2S2 Capital Inc. Agrees to Vote in Favour of Special Resolution to Amend Declaration of Trust

TORONTO--(BUSINESS WIRE)--Slate Office REIT (TSX: SOT.UN) (the “REIT”) announced today that G2S2 Capital Inc. (“G2S2”) has agreed to vote in favour of the special resolution to approve the amendment to the declaration of trust of the REIT (the “Declaration of Trust”) at the special meeting of unitholders to be held on January 15, 2024 (the “Meeting”), subject to certain modifications to the amendment as agreed to by the REIT.

G2S2 agreed to vote in favour of the special resolution put forward for approval by the unitholders, which permits the trustees of the REIT to amend the Declaration of Trust to give effect to an amendment to remove the leverage restriction in the Declaration of Trust (the “Restriction”) (as described more fully in the REIT’s information circular dated November 23, 2023 and the REIT’s previous news releases dated November 14, 2023 and December 28, 2023), subject to the REIT’s agreement that it would vary the amendment to the Declaration of Trust to provide that the removal of the Restriction shall only apply until December 31, 2025.

With the support of G2S2, the REIT expects that the special resolution will be approved at the Meeting.

In connection with the negotiations leading to the agreement above, the REIT and G2S2 also agreed to amend the existing settlement agreement dated February 16, 2023 between the REIT and G2S2 to provide for a reduction in the size of the REIT’s board to six trustees (currently eight) at the REIT’s upcoming annual general meeting and to terminate certain restrictions applicable to G2S2 therein, including restrictions on G2S2 acquiring additional securities of the REIT. In addition, G2S2 has agreed to provide credit support for certain obligations that the REIT has undertaken in connection with its pursuit of leasing opportunities, such as tenant inducements.

About Slate Office REIT (TSX: SOT.UN)

Slate Office REIT is a global owner and operator of high-quality workplace real estate. The REIT owns interests in and operates a portfolio of strategic and well-located real estate assets in North America and Europe. The majority of the REIT’s portfolio is comprised of government and high-quality credit tenants. The REIT acquires quality assets at a discount to replacement cost and creates value for unitholders by applying hands-on asset management strategies to grow rental revenue, extend lease term and increase occupancy. Visit slateofficereit.com to learn more.

Forward-Looking Statements

Certain information herein constitutes "forward-looking information" as defined under Canadian securities laws which reflect management's expectations regarding objectives, plans, goals, strategies, future growth, results of operations, performance, business prospects and opportunities of the REIT. The words "plans," "expects," "does not expect," "scheduled," "estimates," "intends," "anticipates," "does not anticipate," "projects," "believes," or variations of such words and phrases or statements to the effect that certain actions, events or results "may," "will," "could," "would," "might," "occur," "be achieved," or "continue" and similar expressions identify forward-looking statements. Such forward-looking statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations.

Forward-looking statements are necessarily based on a number of estimates and assumptions that, while considered reasonable by management as of the date hereof, are inherently subject to significant business, economic and competitive uncertainties and contingencies. When relying on forward-looking statements to make decisions, the REIT cautions readers not to place undue reliance on these statements, as forward-looking statements involve significant risks and uncertainties and should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not the times at or by which such performance or results will be achieved. A number of factors could cause actual results to differ, possibly materially, from the results discussed in the forward-looking statements. Additional information about risks and uncertainties is contained in the filings of the REIT with securities regulators.

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