PROREIT COMPLETES ACQUISITION OF SIX INDUSTRIAL PROPERTIES IN WINNIPEG FOR $96.5 MILLION

MONTRÉAL, June 27, 2025 /CNW/ - PRO Real Estate Investment Trust ("PROREIT" or the "REIT") (TSX: PRV.UN) today announced the successful completion of its previously announced acquisition of a 100% interest in a portfolio of six high-quality industrial properties located in Winnipeg, Manitoba totaling 678,177 square feet of GLA (the "Portfolio") for an aggregate purchase price of $96.5 million (excluding closing costs) from Parkit Enterprise Inc. (TSXV: PKT) ("Parkit"), representing approximately $142 per square foot and a mid-six percent capitalization rate (the "Transaction").

As part of this accretive Transaction, PROREIT paid approximately $40 million of the purchase price by issuing to Parkit at a price of $6.20 per unit (i) 3,776,613 trust units of the REIT, and (ii) 2,675,000 Class B LP Units of PRO REIT Limited Partnership. Each Class B LP Unit is exchangeable for a trust unit of the REIT and is attached to a special voting unit of the REIT providing for a voting right in the REIT.

The issuance price represents premiums of 21.8% and 24.4% over the closing price of the PROREIT units on May 12, 2025, the last day prior to the announcement of the Transaction, and the 20-day volume-weighted average trading price of the PROREIT units as at that date, respectively. Following the Transaction, Parkit now holds an approximate 9.6% ownership interest in PROREIT.

Concurrent with the closing of the Transaction, PROREIT and Parkit entered into an investor rights agreement providing for, among other things, certain lock-up and standstill provisions, pre-emptive and registration rights, as well as the right for Parkit to nominate one trustee to PROREIT's board. In accordance with the investor rights agreement, Steven Scott, who currently serves as Chairman on Parkit's board, was appointed to the board of PROREIT as the initial Parkit nominee. The investor rights agreement will be available under the REIT's profile on SEDAR+ at www.sedarplus.ca.

Financing of the Portfolio

The $96.5 million purchase price (excluding closing costs) for the Portfolio was satisfied with cash from a new $63 million 3-year secured non-revolving credit facility (with two successive one-year renewal options) at a 5-year fixed swap rate of 4.54% and the issuance of $40 million of units to Parkit. The balance of the non-revolving credit facility was used to repay a portion of indebtedness outstanding under the REIT's existing credit facilities and for general business purposes.

About PRO Real Estate Investment Trust

PROREIT (TSX: PRV.UN) is an unincorporated open-ended real estate investment trust established pursuant to a declaration of trust under the laws of the Province of Ontario. Founded in 2013, PROREIT owns a portfolio of high-quality commercial real estate properties in Canada, with a strong industrial focus in robust secondary markets.

For more information on PROREIT, please visit the website at: https://proreit.com.

Forward-Looking Statements

This press release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities legislation, including statements relating to certain expectations, projections, growth plans and other information related to REIT's business strategy and future plans. Forward-looking statements are based on a number of assumptions and are subject to a number of risks and uncertainties, many of which are beyond PROREIT's control, that could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking statements.

Forward-looking statements contained in this press release include, without limitation, statements pertaining to the impact of the Transaction on the future performance of the REIT. PROREIT's objectives and forward-looking statements are based on certain assumptions, including that (i) PROREIT will receive financing on favorable terms; (ii) the future level of indebtedness of PROREIT and its future growth potential will remain consistent with the REIT's current expectations; (iii) there will be no changes to tax laws adversely affecting PROREIT's financing capacity or operations; (iv) the impact of the current economic climate and the current global financial conditions on PROREIT's operations, including its financing capacity and asset value, will remain consistent with PROREIT's current expectations; (v) the performance of PROREIT's investments in Canada will proceed on a basis consistent with PROREIT's current expectations; and (vi) capital markets will provide PROREIT with readily available access to equity and/or debt.

The forward-looking statements contained in this news release are expressly qualified in their entirety by this cautionary statement. All forward-looking statements in this press release are made as of the date of this press release. PROREIT does not undertake to update any such forward-looking information whether as a result of new information, future events or otherwise, except as required by law.

Additional information about these assumptions and risks and uncertainties is contained under "Risk Factors" in PROREIT's latest annual information, which is available under PROREIT's profile on SEDAR+ at www.sedarplus.ca.

SOURCE PROREIT