GO RESIDENTIAL REAL ESTATE INVESTMENT TRUST FILES AMENDED AND RESTATED PRELIMINARY PROSPECTUS FOR INITIAL PUBLIC OFFERING OF TRUST UNITS

GO RESIDENTIAL REAL ESTATE INVESTMENT TRUST FILES AMENDED AND RESTATED PRELIMINARY PROSPECTUS FOR INITIAL PUBLIC OFFERING OF TRUST UNITS

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TORONTO, July 11, 2025 /CNW/ - GO Residential Real Estate Investment Trust (the "REIT") announced today that it has filed, and obtained a receipt for, an amended and restated preliminary long-form prospectus (the "A&R Preliminary Prospectus") in respect of the REIT's previously announced initial public offering (the "Offering") of trust units of the REIT ("Units") with the securities regulatory authorities in each of the provinces and territories in Canada. The Offering is being made through a syndicate of underwriters led by CIBC Capital Markets and BMO Capital Markets as joint active bookrunners, and including BofA Securities, acting as passive bookrunner, RBC Capital Markets, National Bank Financial, Scotiabank, Desjardins Capital Markets, Canaccord Genuity Corp., and BTIG, LLC (collectively, the "Underwriters").

The REIT is a newly created, internally managed, open ended real estate investment trust established under, and governed by, the laws of the Province of Ontario. The REIT has been formed to provide investors with an opportunity to invest in luxury high-rise multifamily properties ("LHRs") located in the New York metropolitan area and other major metropolitan cities in the United States. The REIT will initially own and operate a portfolio of five LHRs consisting of 2,015 luxury suites located in the borough of Manhattan, New York. Upon closing of the Offering, the REIT will be led by a team of seasoned industry leaders with diverse experience across the real estate sector in both the United States and Canada.

Although the number of Units to be sold and the price per Unit have not yet been determined, it is currently anticipated that a total of 27,340,000 Units will be offered at an offering price of US$15.00 per Unit (the "Offering Price") for gross proceeds of US$410.1 million to the REIT. The REIT will also grant the Underwriters an over-allotment option (the "Over-Allotment Option"), exercisable for a period of 30 days from the date of the closing of the Offering, to purchase up to an additional 15% of the total number of Units to be sold pursuant to the Offering.

In connection with the Offering, funds, accounts and/or investment vehicles managed by Cohen & Steers Capital Management, Inc. (collectively, the "Cornerstone Investor") have agreed to purchase 6,000,000 Units on a private placement basis at the Offering Price for gross proceeds of US$90 million to the REIT (the "Cornerstone Private Placement").  The Cornerstone Investor has also been granted the option to acquire up to an additional 900,000 Units at the Offering Price in the event the Over-Allotment Option is exercised.

The REIT has applied to have its Units listed on the Toronto Stock Exchange (the "TSX") under the symbol "GO.U". Listing is subject to the approval of the TSX in accordance with its original listing requirements. The TSX has not conditionally approved the REIT's listing application and there is no assurance that the TSX will approve the listing application.

The A&R Preliminary Prospectus has not yet become final for purposes of a distribution of securities to the public. No securities regulatory authority has either approved or disapproved the contents of this news release. This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale or any acceptance of an offer to buy these securities in any province or territory of Canada prior to the time of receipt for the final long-form prospectus or other authorization is obtained from the securities regulatory authority in such province or territory.

The A&R Preliminary Prospectus contains important information relating to the REIT, the Units and the Offering and is still subject to completion or amendment. Copies of the A&R Preliminary Prospectus will be accessible on SEDAR+ at www.sedarplus.com. An electronic or paper copy of the A&R Preliminary Prospectus may be obtained without charge from CIBC World Markets Inc., Attention: Equity Capital Markets, by mail at 161 Bay Street, 5th Floor, Toronto, ON, M5J 2S8, by email at Mailbox.CanadianProspectus@cibc.com or by phone at 416.594.7339; or BMO Nesbitt Burns Inc., by mail at Brampton Distribution Centre c/o The Data Group of Companies, 9195 Torbram Road, Brampton, ON, L6S 6H2, by email at torbramwarehouse@datagroup.ca or by phone at 1-905-791-3151 Ext 4312.

Completion of the Offering is subject to the receipt of customary approvals, including regulatory approvals.

The Units have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and may not be offered, sold or delivered, directly or indirectly, in the United States unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to certain exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws. This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the Units in the United States.

Forward-Looking Statements

This press release contains statements that include forward-looking information within the meaning of Canadian securities laws. These forward-looking statements reflect the current expectations of the REIT regarding future events, including statements concerning the size of the Offering, the Offering Price, the size of the Cornerstone Private Placement and the listing of the Units on the TSX. In some cases, forward-looking statements can be identified by terms such as "may", "will", "could", "occur", "expect", "anticipate", "believe", "intend", "estimate", "target", "project", "predict", "forecast", "continue", or the negative thereof or other similar expressions concerning matters that are not historical facts.

Material factors and assumptions used by management of the REIT to develop the forward-looking information include, but are not limited to, the REIT's current expectations that: the global economy will remain stable over the next 12 months, inflation will remain relatively stable; interest rates will remain relatively stable; tax laws remain unchanged; conditions within the U.S. LHR industry, including competition for acquisitions, will be consistent with the current climate; the REIT's future level of indebtedness and future growth potential will remain consistent with its current expectations; the REIT will be able to refinance its debts as they mature; the Canadian and U.S. capital and financial markets will provide the REIT with access to equity and/or debt at reasonable rates when required; and the current members of management will continue their involvement with the REIT. While management considers these assumptions to be reasonable based on currently available information, they may prove to be incorrect.

Although management believes the expectations reflected in such forward-looking statements are reasonable and represent the REIT's internal expectations and beliefs at this time, such statements involve known and unknown risks and uncertainties and may not prove to be accurate and certain objectives and strategic goals may not be achieved. A variety of factors, many of which are beyond the REIT's control, could cause actual results in future periods to differ materially from current expectations of events or results expressed or implied by such forward-looking statements, such as the risks identified in the A&R Preliminary Prospectus, including under the heading "Risk Factors" therein. Readers are cautioned against placing undue reliance on forward-looking statements. Except as required by applicable Canadian securities laws, the REIT undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made.

SOURCE GO Residential Real Estate Investment Trust