SmartCentres Real Estate Investment Trust Announces Minimum $350 Million Series X and $250 Million Series Y Senior Unsecured Debenture Issues

/ NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES WIRE SERVICES /

TORONTO, December 11, 2020 / CNW / – SmartCentres Real Estate Investment Trust (“SmartCentres” or the “Trust”) (TSX: SRU.UN) announced today that it is proposing to issue a minimum of $ 350 million Total notional amount of Series X Senior Unsecured Notes and at least $ 250 million The aggregate notional amount of the Agency-based Senior Unsecured Notes, subject to market conditions. The Series X Notes mature on December 16, 2025 and the Series Y Notes mature on December 18, 2028. The bonds are being offered by a consortium of representatives with Scotia Capital as the lead left bookrunner, RBC Capital Markets, BMO Capital Markets, CIBC Capital Markets, National Bank Financial and TD Securities as joint bookrunners and co-leads, and Desjardins Securities. Canaccord Genuity, Casgrain, HSBC Securities (Canada), Industrial Alliance Securities and Stifel Nicolaus Canada as co-managers. The two offers are expected to close on or around the close December 16, 2020. DBRS Limited has given SmartCentres a BBB preliminary rating with a stable trend on the Notes.

SmartCentres intends to use the net proceeds of the offering along with its cash on hand to refinance existing debt, including repaying its debts $ 350 million Series T Senior Unsecured Notes maturing in 2021, the repayment of its $ 150 million M Series Senior Unsecured Notes maturing in 2022 and redeeming their Notes $ 150 million Q Series Unsecured Senior Notes maturing in 2022.

These offers are being made as part of a private placement to certain accredited investors in each of the provinces of Canada.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction. The bonds being offered have not been and will not be registered under the US Securities Act of 1933 and state securities laws. Accordingly, the Notes may only be offered or sold to US persons in accordance with the applicable exemptions from the registration requirements.

About SmartCentres

SmartCentres Real Estate Investment Trust is one of Canada largest fully integrated REITs with a world class portfolio of 166 strategically located properties in communities across the country. SmartCentres has about $ 10.4 billion in assets and has 33.8 million square feet of income, resulting in value-oriented retail space with 97.4% occupancy on 3,500 acres of land owned Canada.

SmartCentres continues to focus on improving the lives of Canadians by designing and developing complete, connected, mixed-use communities on top of existing retail properties. A publicly announced $ 11.9 billion Intensification program ($ 5.4 billion (Part of SmartCentres) represents the current main development focus of the trust, the start of which is expected in the next five years. This intensification program consists of rental apartments, condominiums, senior residences and hotels to be developed under the SmartLiving banner, and retail, office and warehouse facilities to be developed under the SmartCentres banner.

SmartCentres’ intensification program is expected to produce an additional 59.3 million square feet (27.9 million square feet in SmartCentres’ stake), of which 27.1 million square feet (12.3 million square feet in SmartCentres’ stake) have been or will be built within the United States next five years. From shopping malls to city centers, SmartCentres is uniquely positioned to reshape the Canadian urban and suburban landscape.

Included in this intensification program is the Trust’s stake in SmartVMC, which when completed is expected to have a mixed-use space of approximately 11.0 million square feet Vaughan, Ontario. The construction of the first five sold-out phases of Transit City Condominiums with 2,789 residential units continues. The final closings of the first two phases of the Transit City Condominiums began prematurely and prematurely August 2020 and as with September 30, 2020766 units (equivalent to approximately 70% of all 1,110 units in the first and second phases) had closed, with the balance of units expected to close before the end of the year. In addition, the 631 pre-sold units in the third phase, as well as 22 townhouses, all of which are sold out and currently under construction, are expected to close in 2021. The fourth and fifth sold-out phases with 1,026 units are currently under construction and are expected to close in 2023.

Certain statements in this press release are “forward-looking statements” that reflect management’s expectations with regard to the future growth, results of operations, performance, and business prospects and opportunities of SmartCentres. In particular, certain statements, including, but not limited to, statements relating to the anticipated use of the proceeds of the Offering, the anticipated completion of the Offering and the anticipated size of the Offering, the expected or planned development plans and the joint venture of SmartCentres projects, including the described type, scope, costs and other financial indicators as well as the expected time for the closure of construction and condominiums; and statements containing words such as “could”, “should”, “may”, “anticipate”, “expect”, “believe”, “will”, “may” and similar expressions and statements relating to matters that are not historical facts are “forward-looking statements”. These forward-looking statements are intended to assist shareholders and financial analysts in understanding the development potential of SmartCentres and may not be suitable for other purposes. Such forward-looking statements reflect management’s current beliefs and are based on information currently available to management.

Such forward-looking statements, however, involve considerable risks and uncertainties. A number of factors could cause actual results to differ materially from those discussed in the forward-looking statements, including risks associated with potential acquisitions that will not complete or will not complete as foreseen and public health crises such as the COVID-19 pandemic, real estate ownership and development, debt and equity financing for development, interest and financing costs, construction and development risks, ability to obtain commercial and municipal permits for development. These and other risks are discussed in greater detail under the “Risks and Uncertainties” heading and elsewhere in the most recent SmartCentres MD&A and under the heading “Risk Factors” in the latest SmartCentres annual information form. Although the forward-looking statements contained in this press release are based on assumptions believed by management to be reasonable, including those discussed under the heading “Outlook” and elsewhere in the SmartCentres MD&A, SmartCentres cannot assure investors that the actual results will be assured these are consistent with forward-looking statements. The forward-looking statements contained herein are expressly qualified in their entirety by this warning notice. These forward-looking statements speak as of the date of this press release and SmartCentres assumes no obligation to update or revise them to reflect new events or circumstances, unless otherwise required by applicable securities laws.

Material factors or assumptions that were used in creating a conclusion or estimate in the forward-looking information could include, but are not limited to: a stable retail environment; relatively low and stable interest costs; an ongoing trend towards intensification of land use, including housing development in urban markets and continued growth along transport hubs; Access to the equity and debt markets to fund future capital requirements at acceptable costs and to allow debt to be refinanced when due; The necessary permits for the development are obtained in the normal course, with construction and permit costs in line with the past year and recent inflation trends.

SOURCE SmartCentres REIT

For More Information: For more information, visit www.smartcentres.com or contact Mitchell Goldhar, Executive Chairman, SmartCentres, (905) 326-6400 ext. 7674, [email protected] ;; Peter Forde, President and CEO of SmartCentres, (905) 326-6400 ext 7615, [email protected];; Peter Sweeney, Chief Financial Officer, SmartCentres, (905) 326-6400 ext 7865, [email protected]