KingSett Capital Led Consortium Extends All-Cash Offer for Primaris Units

Thu Jan 17, 2013 5:21pm EST

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TORONTO,  Jan. 17, 2013  /PRNewswire/ - KS Acquisition II LP (the "Offeror")
 today filed a notice of extension with the depositary of the offer (the
 "Offer") previously announced on  December 5, 2012  to purchase all of
 the trust units of Primaris Retail Real Estate Investment Trust
 ("Primaris").



The Offer is now open for acceptance by Primaris unitholders until  5.00
 p.m.  (Toronto  time) on  February 4, 2013, ("Expiry Time") unless
 withdrawn by the Offeror. The Offer has been extended to allow the
 Offeror an opportunity to review materials, including the arrangement
 agreement that will be filed on SEDAR, in connection with yesterday's
 announcement regarding H&R Real Estate Investment Trust and H&R Finance
 Trust entering into an agreement to acquire Primaris.



Primaris unitholders with questions about the Offer or how to tender
 their Primaris units should contact CST Phoenix Advisors, the
 information agent under the Offer, at  1-866-822-1237  (North America 
toll-free) or 201-806-2222 (collect calls) or by email
 at  inquiries@phoenixadvisorscst.com.


About KingSett Capital  


KingSett Capital is  Canada's  leading private equity real estate
 investment business, co-investing with pension fund and high net worth
 individual clients. KingSett Capital invests through a series of growth
 funds, mortgage funds and a core investment income fund, each with its
 own risk/return strategy. KingSett Capital has executed transactions
 valued at over  $12.5 billion  in the past 10 years.


About Ontario Pension Board


Ontario Pension Board administers  Ontario's  Public Service Pension Plan,
 a defined benefit pension plan serving more than 42,000 members and
 their employers as well as more than 40,000 pensioners and deferred
 members. With more than  $17 billion  in assets, it is one of  Canada's
 largest pension plans.  Over the last 20 years, Ontario Pension Board
 has become one of  Canada's  leading direct owners of high
 quality shopping centres.


Important Notice


This announcement is for informational purposes only and does not
 constitute or form part of any offer or invitation to purchase,
 otherwise acquire, subscribe for, sell, otherwise dispose of or issue,
 or any solicitation of any offer to sell, otherwise dispose of, issue,
 purchase, otherwise acquire or subscribe for, any security. The
 release, publication and distribution of this announcement in certain
 jurisdictions may be restricted by law and therefore persons in such
 jurisdictions into which this announcement is released, published and
 distributed should inform themselves about and observe such
 restrictions. The Offer is not being made in, nor will deposits of
 securities be accepted in, any jurisdiction in which the making or
 acceptance thereof would not be in compliance with the laws of such
 jurisdiction. However, the Offeror may, in its sole discretion, take
 such action as it deems necessary to extend the Offer in any such
 jurisdiction.


Forward-Looking Statements


Certain information contained in this news release constitutes
 "forward-looking information" (or "forward-looking statements") within
 the meaning of applicable securities laws. All statements, other than
 statements of historical or present fact, constitute forward-looking
 information and typically include words and phrases about the future
 such as "may", "will", "anticipate", "estimate", "anticipate",
 "expect", "plan", "intend", "believe", "predict", "goal", "target",
 "project", "potential", "strategy" and "outlook" or the negative
 thereof or similar variations. Forward-looking information is
 necessarily based upon a number of assumptions that, while considered
 reasonable by each of KingSett Capital and Ontario Pension Board, are
 inherently subject to significant business, economic and competitive
 uncertainties and contingencies. KingSett Capital and Ontario Pension
 Board caution the reader that such forward-looking information involves
 known and unknown risks, uncertainties and other factors, estimates and
 assumptions that may cause actual results and developments to differ
 materially from those expressed or implied by such forward-looking
 information. Some important factors, estimates and assumptions that
 could cause actual results to differ materially from expectations
 include, among other things, the assumption that KingSett Capital and
 Ontario Pension board will acquire a 100% interest in Primaris through
 the Offer; the assumption that all of the conditions to the Offer will
 be satisfied; certain assumptions relating to general economic
 conditions, market factors, competition, changes in government
 regulation and changes in prevailing interest rates; and the assumption
 that there are no inaccuracies or material omissions in Primaris'
 publicly available information, and that Primaris has not disclosed
 events which may have occurred or which may affect the significance or
 accuracy of such information. While KingSett Capital and  Ontario
 Pension Board consider these factors, estimates and assumptions to be
 reasonable based on information currently available to them, they may
 prove to be inaccurate. The information concerning Primaris contained
 in this press release has been taken from or is based entirely upon
 Primaris' publicly available documents and has not been independently
 verified by KingSett Capital or Ontario Pension Board. Neither KingSett
 Capital, Ontario Pension Board, nor any of their respective directors
 or officers assumes any responsibility for the accuracy or completeness
 of such information, or for any failure by Primaris to disclose events
 or facts which may have occurred or which may affect the significance
 or accuracy of any such information, but which are unknown to KingSett
 Capital and Ontario Pension Board. Forward-looking information
 contained herein are made as of the date of this press release based on
 the opinions and estimates of each of KingSett Capital and  Ontario
 Pension Board on the date statements containing such forward-looking
 information are made. KingSett Capital and Ontario Pension Board do not
 undertake any obligation to update or revise forward-looking
 information, whether as a result of new information, future events or
 otherwise, except to the extent legally required. Accordingly, readers
 should not place any undue reliance on forward-looking information.



SOURCE  KingSett Capital

Media contact:

Longview Communications

Louise Kozier

Tel: (604) 644-6090

Email:

lkozier@longviewcomms.ca

Unitholder inquiries:

CST Phoenix Advisors

North American Toll-Free Phone :

1-866-822-1237

Banks, brokers and collect calls :

201-806-2222

Toll-Free Facsimile : 1-888-509-5907

Email :

inquiries@phoenixadvisorscst.com

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