• Company Shareholders are reminded to
submit their proxies before the proxy voting deadline on Tuesday,
March 26, 2024 at 10:00 am (Toronto time).
• The Board of Directors of Tricon
recommends that Company Shareholders vote FOR the Arrangement
Resolution.
Tricon Residential Inc. (NYSE: TCN, TSX: TCN) (“Tricon” or the
“Company”) is pleased to announce that leading independent proxy
advisory firms Institutional Shareholder Services Inc. (“ISS”) and
Glass Lewis & Co. (“Glass Lewis”) have each recommended that
shareholders of Tricon (“Company Shareholders”) vote “FOR” the
resolution (the “Arrangement Resolution”) approving the statutory
plan of arrangement under the Business Corporations Act (Ontario),
pursuant to which Blackstone Real Estate Partners X L.P., together
with Blackstone Real Estate Income Trust, Inc., will acquire all
outstanding common shares of Tricon (“Common Shares”) for US$11.25
per Common Share in cash (the “Transaction”), at the upcoming
special meeting of Company Shareholders (the “Special Meeting”) to
be held on Thursday, March 28, 2024 at 10:00 a.m. (Toronto
time).
Vote Today
Company Shareholders are reminded that the deadline to vote is
fast approaching. Company Shareholders are encouraged to submit
their vote in advance by completing the instructions in their form
of proxy (in the case of registered Company Shareholders) or voting
instruction form (in the case of non-registered Company
Shareholders. Registered Company Shareholders must submit their
proxies before 10:00 am (Toronto time) on Tuesday, March 26, 2024,
or for beneficial Company Shareholders, such earlier time as
specified by their intermediaries in the voting instruction form
received.
On the unanimous recommendation of the
Special Committee, the Board of Directors of Tricon recommends that
Company Shareholders vote FOR the Arrangement Resolution
YOUR
VOTE IS
IMPORTANT – PLEASE VOTE TODAY
Special Meeting Details
The Special Meeting will be held online at
https://web.lumiconnect.com/#/411155572, Password: tricon2024 (case
sensitive) and Meeting ID: 411-155-572, on March 28, 2024 at 10:00
a.m. (Toronto time).
Visit Tricon’s Investor Relations website at
www.triconresidential.com to access materials and information
related to the upcoming Special Meeting.
The management information circular (the “Circular”) and related
proxy materials in respect of the Special Meeting have been mailed
to Company Shareholders and are filed and available under Tricon’s
profile on SEDAR+ at www.sedarplus.ca. A Schedule 13E-3 Transaction
Statement (the “Schedule 13E-3”), which includes the Circular and
related proxy materials, has been filed with the U.S. Securities
and Exchange Commission (“SEC”) and is available under Tricon’s
profiles on SEDAR+ at www.sedarplus.ca and EDGAR at
www.sec.gov.
Details of the Special Meeting and how Company Shareholders or
their duly appointed proxyholders can attend, access, participate
in and vote at the Special Meeting are set out in the Circular.
Questions
If you have any questions about the information contained in
this news release in connection with the Special Meeting, or
require any assistance voting, please contact our proxy
solicitation agent and shareholder communications advisor, Laurel
Hill Advisory Group, at 1-877-452-7184 (toll-free within North
America) or by calling 1-416-304-0211 (outside of North America) or
by email at assistance@laurelhill.com.
About Tricon Residential Inc.
Tricon Residential Inc. (NYSE: TCN, TSX: TCN) is an owner,
operator and developer of a growing portfolio of approximately
38,000 single-family rental homes in the U.S. Sun Belt and
multi-family apartments in Toronto, Canada. Our commitment to
enriching the lives of our employees, residents and local
communities underpins Tricon’s culture and business philosophy. We
provide high-quality rental housing options for families across the
United States and in Toronto, Canada through our technology-enabled
operating platform and dedicated on-the-ground operating teams. Our
development programs are also delivering thousands of new rental
homes and apartments as part of our commitment to help solve the
housing supply shortage. At Tricon, we imagine a world where
housing unlocks life’s potential. For more information, visit
www.triconresidential.com.
Forward-Looking Information
Certain statements contained in this news release may constitute
forward-looking information within the meaning of applicable
Canadian securities laws. Forward-looking information is often, but
not always, identified by the use of words such as "anticipate",
"plan", "expect", "may", "will", "intend", "should", and similar
expressions. This information involves known and unknown risks,
uncertainties and other factors that may cause actual results or
events to differ materially from those anticipated in such
forward-looking information. Forward-looking information in this
news release includes, but is not limited to, statements with
respect to the expected completion of the Transaction, and the
holding of the Special Meeting and the timing thereof.
Such forward-looking information and statements involve risks
and uncertainties and are based on management’s current
expectations, intentions and assumptions, including expectations
and assumptions concerning receipt of required approvals and the
satisfaction of other conditions to the completion of the
Transaction. There can be no assurance that the proposed
Transaction will be completed, or that it will be completed on the
terms and conditions contemplated. Accordingly, although the
Company believes that the expectations and assumptions on which the
forward-looking information contained in this news release is based
are reasonable, undue reliance should not be placed on the
forward-looking information because Tricon can give no assurance
that it will prove to be correct. Since forward-looking information
addresses future events and conditions, by its very nature it
involves inherent risks and uncertainties. Actual results could
differ materially from those currently anticipated due to a number
of factors and risks. These include, but are not limited to: the
failure to obtain necessary approvals or satisfy (or obtain a
waiver of) the conditions to closing the Transaction; the
occurrence of any event, change or other circumstance that could
give rise to the termination of the Transaction; material adverse
changes in the business or affairs of Tricon; Tricon’s ability to
obtain the necessary Company Shareholder approval (including the
“minority approval”) at the Special Meeting; the parties’ ability
to obtain requisite Court and regulatory approvals; either party’s
failure to consummate the Transaction when required or on the terms
as originally negotiated; risks related to the disruption of
management time from ongoing business operations due to the
Transaction and possible difficulties in maintaining customer,
supplier, key personnel and other strategic relationships;
potential litigation relating to the Transaction, including the
effects of any outcomes related thereto; the possibility of
unexpected costs and liabilities related to the Transaction;
competitive factors in the industries in which Tricon operates;
interest rates, currency exchange rates, prevailing economic
conditions; and other factors, many of which are beyond the control
of Tricon. Additional factors and risks which may affect Tricon,
its business and the achievement of the forward-looking statements
contained herein are described in the “Risk Factors” section of the
Circular as well as Tricon’s annual information form and Tricon’s
management’s and discussion and analysis for the year ended
December 31, 2023, and in the other subsequent reports filed on the
SEDAR+ profile of Tricon at www.sedarplus.ca and Tricon’s filings
with the SEC, including the Schedule 13E-3, which includes the
Circular, on www.sec.gov.
The forward-looking information contained in this news release
represents Tricon’s expectations as of the date hereof, and is
subject to change after such date. Tricon disclaims any intention
or obligation to update or revise any forward-looking information
whether as a result of new information, future events or otherwise,
except as required under applicable securities laws.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240318434960/en/
For further information, please contact: Wissam Francis
EVP & Chief Financial Officer Email: IR@triconresidential.com
Wojtek Nowak Managing Director, Capital Markets Tricon Media
Contact: Tara Tucker Senior Vice President, Corporate and
Public Affairs Email: mediarelations@triconresidential.com
Tricon Residential (NYSE:TCN)
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