INVESTOR PRESENTATION
August 2020
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INVESTOR PRESENTATION August 2020 INVESTOR PRESENTATION August 2020 Disclaimer About this Presentation This presentation is dated August 12, 2020 and is strictly intended to provide general information about PRO Real Estate Investment Trust
INVESTOR PRESENTATION
August 2020
INVESTOR PRESENTATION
August 2020
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About this Presentation This presentation is dated August 12, 2020 and is strictly intended to provide general information about PRO Real Estate Investment Trust (“PROREIT”) and its business. This presentation does not constitute an offer to sell or the solicitation of an offer to buy any securities of PROREIT. The information in this presentation is stated as at June 30, 2020, unless otherwise indicated. Non-IFRS Measures PROREIT’s consolidated financial statements are prepared in accordance with International Financial Reporting Standards (“IFRS”). In this presentation, as a complement to results provided in accordance with IFRS, PROREIT discloses and discusses certain non-IFRS financial measures, including Adjusted Funds From Operations (“AFFO”), Funds From Operations (“FFO”), Gross Book Value (“Gross Book Value”), Debt to Gross Book Value (“Debt to Gross Book Value”), Net Operating Income (“NOI”), interest coverage ratio and payout ratios as well as other measures discussed elsewhere in this presentation. These non-IFRS measures are not defined by IFRS, do not have a standardized meaning and may not be comparable with similar measures presented by other issuers. PROREIT has presented such non-IFRS measures as Management believes they are relevant measures of PROREIT’s underlying operating performance and debt management. Non-IFRS measures should not be considered as alternatives to net income, cash generated from (utilized in) operating activities or comparable metrics determined in accordance with IFRS as indicators of PROREIT’s performance, liquidity, cash flow, and profitability. For a full description of these measures and, where applicable, a reconciliation to the most directly comparable measure calculated in accordance with IFRS, please refer to the “Non-IFRS and Operational Key Performance Indicators” section in PROREIT’s Management’s Discussion and Analysis for the quarter ended June 30, 2020 available on SEDAR at www.sedar.com. Forward-Looking Information Certain statements contained in this presentation constitute forward-looking information within the meaning of applicable securities laws. In some cases, forward-looking information can be identified by such terms such as “may”, “might”, “will”, “could”, “should”, “would”, “occur”, “expect”, “plan”, “anticipate”, “believe”, “intend”, “estimate”, “predict”, “potential”, “continue”, “likely”, “schedule”, or the negative thereof or other similar expressions concerning matters that are not historical facts. Some of the specific forward-looking statements in this presentation include, but are not limited to, statements with respect to PROREIT’s future financial performance; the ability of PROREIT to execute its growth strategies; and PROREIT’s ability to continue paying monthly distributions and PROREIT’s ability to raise capital. 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. PROREIT’s objectives and forward-looking statements are based on certain assumptions, including that (i) PROREIT will receive financing on favourable terms; (ii) the future level of indebtedness of PROREIT and its future growth potential will remain consistent with PROREIT’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. Additional information about these assumptions and risks and uncertainties is contained under “Risk Factors” in PROREIT’s latest annual information form, and in other filings that PROREIT has made and may make with applicable securities authorities in the future, all of which are or will be available on SEDAR at www.sedar.com. The forward-looking statements contained in this presentation are expressly qualified in their entirety by this cautionary statement. Investors are cautioned not to put undue reliance on forward-looking statements. All forward-looking statements in this presentation are made as of the date of this presentation. 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 Information appearing in this presentation is a select summary of PROREIT’s business, operations and results. The latest annual information form of PROREIT and its consolidated financial statements and management’s discussion and analysis thereon for the quarter ended June 30, 2020 are available on SEDAR at www.sedar.com.
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Section 1. PROREIT AT A GLANCE Section 2. PROVEN EXECUTION Section 3. 2020 SECOND QUARTER PERFORMANCE Section 4. POSITIONED FOR GROWTH Section 5. APPENDICES
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BC: 5 AB: 11 SK: 4 MB: 6 ON: 12 QC: 16 NS: 15 NB: 23 PEI: 1
Established in 2013, PROREIT owns $646 million of diversified commercial real estate properties in Canada, representing close to 4.6 million square feet of gross leasable area. PROREIT is mainly focused on strong secondary markets in Québec, Atlantic Canada and Ontario, with selective exposure in Western Canada.
Quick Facts
(As at August 12, 2020)
Ticker Symbol (TSX)
PRV.UN
DRIP Eligible
3% bonus units (suspended)
Tax Deferred Distribution
100% (estimated)
Monthly Distributions
$0.45 on an annualized basis
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Revenue by Asset Class
(3 months ended June 30, 2020)
Retail 31.0% Industrial 29.2% Office 18.1% Commercial Mixed-use 21.7%
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August 2020
To become a mid-cap diversified Canadian REIT with high-quality commercial real estate in specific segments
sectors, recognized for its ability to:
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WITH A CLEAR STRATEGY TO GROW FFO AND NAV
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August 2020
in July 2020, including
tenants
in 2020 renewed with 2% average annual rent increase
are national and government tenants
from grocery stores, pharmacies, financial institutions, government and medical offices
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► 23 properties,
1.0M sq. ft. GLA
► 32 properties,
1.7M sq. ft. GLA
► 39 properties,
2.0M sq. ft. GLA
► 66 properties,
2.7M sq. ft. GLA
A BREAKOUT YEAR
► Internalization
management
► Graduation
to TSX
► Consolidation
PROREIT has consistently paid attractive distributions every month, since January 2014
PROREIT CREATION BY FORMER CANMARC MANAGEMENT
► One $6M property,
397K sq. ft. GLA
► TSX-V listing
(PRV.UN)
► 92 properties,
4.4M sq. ft. GLA
► Acquisitions
for $97.8M ► $57.6M equity
► $69.1M in
new equity capital raised
► Acquisition
management platform
► Achieved
$500M asset target
► 84 properties,
3.7M sq. ft. GLA
FOCUSED ON THE FUTURE
► 93 properties,
4.6M sq. ft. GLA
2013 2014 2015 2016 2017 2018 2020 2019
► Acquisition of
light industrial property in Moncton, NB, for $8.4M
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August 2020
1,628 9,189 18,190 22,963 29,639 40,889 57,627
10 20 30 40 50 60
2013 2014 2015 2016 2017 2018 2019 1,404 0,155 4,465 3,568 9,053 14,100 17,435
2 4 6 8 10 12 14 16 18
2013 2014 2015 2016 2017 2018 2019 1,410 2,944 6,258 7,619 10,325 14,340 20,422
10 20 30 40
2013 2014 2015 2016 2017 2018 2019
Property Revenues
($ Millions)
Net Cash Flows Provided from Operating Activities
($ Millions)
Adjusted Funds from Operations (3)
($ Millions)
Total Assets
($ Millions)
Gross Leasable Area
(‘000 sq. ft.)
70,2 141,5 203,2 258,0 365,9 509,7 634,7
100 200 300 400 500 600 700
2013 2014 2015 2016 2017 2018 2019 397 1 044 1 670 2 005 2 690 3 703 4 445
1 000 2 000 3 000 4 000 5 000
2013 2014 2015 2016 2017 2018 2019
CAGR (1) 81% CAGR (1) 52% CAGR(1) 44% CAGR(1) 50% CAGR (1) 56%
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1,126 5,758 11,207 14,105 18,266 26,049 35,481
10 20 30 40
2013 2014 2015 2016 2017 2018 2019
Net Operating Income(3)
($ Millions)
CAGR (1) 78%
(1) CAGR: compound annual growth rate (2) 2013 was for 13 months ended (3) Non-IFRS measure. See “Disclaimer – Non-IFRS Measures”.
(2) (2) (2) (2) (2) (2)
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August 2020
September 2019 Strategic Acquisitions
► Acquisitions of 7 institutional quality properties totaling
$97.8 million for total 696,000 square feet of GLA
► Boutique office tower in Ottawa’s business district ► Class-A mixed-used industrial property in Ottawa suburbs ► Five-property light industrial portfolio in Halifax, NS
► Acquisitions significantly strengthen the portfolio and
immediately accretive to AFFO per unit(1)
August 2019 Successful Bought-deal
► Raised $57.6 million in equity on a bought-deal basis,
including full exercise of over-allotment option
► Largest equity offering in PROREIT’s history
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(1) Non-IFRS measure. See “Disclaimer – Non-IFRS Measures”.
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August 2020
► 70+ years of collective asset
management and property management experience
► Former CANMARC REIT team ► Sold to Cominar in 2012
for $1.9B (43% annual ROI since IPO)
► Extensive network of real estate
and capital markets relationships
► Alignment with unitholders:
5.2% of outstanding units
► Competitive, objectives-based asset
management structure
13 James W. Beckerleg
Chief Executive Officer and Trustee
Gordon Lawlor,
CPA, CA Executive Vice President, Chief Financial Officer and Secretary
Mark O'Brien
Managing Director, Operations
Alison Schafer,
CPA, CA Director of Finance
Chris Andrea
President Compass Commercial Realty
INTERNALIZATION OF ASSET MANAGEMENT FUNCTION COMPLETED ON APRIL 1, 2019 WILL ADD VALUE FOR UNITHOLDERS
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August 2020
Internalization of Property and Asset Management
(2018-2019) ► Increases cash flow and adds value ► Creates significant economies
► Provides additional transparency
in accounting and financial reporting
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Increased Scale
► Increases access to larger and higher
quality acquisitions
► Decreases risk with greater
diversification and reduced dependency
► Increases potential for internal growth:
rent increases, densification, etc.
LEVERAGE TO IMPROVE COST OF CAPITAL AND INCREASED GROWTH PER UNIT
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CAD $ thousands except for unit amounts unless otherwise stated Three months ended June 30, 2020 Three months ended June 30, 2019 Change YoY %
Total assets $646,321 $524,217 23.3% Property revenue $17,212 $13,561 26.9% NOI(1) $9,773 $8,448 15.7% Same property NOI(1) $7,819 $8,172 (4.3)% Debt to Gross Book Value(1) 58.71% 58.26% 0.1% Interest Coverage Ratio(1) 2.8x 2.6x – Net cash flows provided from (used in) operating activities $900 $(382) – FFO(1) $4,835 $1,509 – AFFO(1) $5,217 $4,848 7.6% AFFO Payout Ratio (Basic)(1) 86.3% 102.2% (15.6)%
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(1) Non-IFRS measure. See “Disclaimer – Non-IFRS Measures”.
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CAD $ thousands except for unit amounts unless otherwise stated Six months ended June 30, 2020 Six months ended June 30, 2019 Change YoY %
Total assets $646,321 $524,217 23.3% Property revenue $34,919 $27,071 29.0% NOI(1) $20,128 $16,906 19.1% Same property NOI(1) $15,998 $16,346 (2.1)% Debt to Gross Book Value(1) 58.71% 58.26% 0.1% Interest Coverage Ratio(1) 2.9x 2.6x – Net cash flows provided from
$4,200 $4,159 1.0% FFO(1) $10,591 $5,869 80.5% AFFO(1) $11,206 $9,677 15.8% AFFO Payout Ratio (Basic)(1) 96.3% 102.4% (6.0)%
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(1) Non-IFRS measure. See “Disclaimer – Non-IFRS Measures”.
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August 2020
Acquisition of 100% interest in light industrial building in Moncton, New Brunswick
► Acquired for $8.4 million before closing costs, 6.80% going-in capitalization rate ► 135,494 square foot temperature-controlled building ► Built in 1979 and expanded in 2000, building is located adjacent to the Trans-Canada Highway ► 100% occupied by a national logistics company with long-term lease that includes annual rent steps up until December 2032 ► Property includes additional 6 acres of land that could be used for building expansion or other
► Financed by the proceeds from new $5.75 million 7-year first mortgage at historically-low rate of 2.64%.
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Base Rent by Asset Class (%)(2)
Retail Industrial
(2) Based on in-place and committed base rent as of June 30, 2019 and June 30, 2020
Base Rent by Region (%)(2)
36.2 29.6 15.7 18.6 42.3 28.6 14.7 14.4 Office Commercial Mixed Use
Q2-2020
Maritime Provinces Ontario Quebec Western Canada
Q2-2020
Asset Class Number of Properties Occupancy (%)(1) GLA (sq. ft.)
Retail 49 97.0 1,078,477 Office 10 92.1 492,446 Commercial Mixed-use 8 98.4 723,066 Industrial 26 99.8 2,286,943 Total 93 98.1 4,580,932
(1) Based on in-place and committed base rent as of June 30, 2020
Operational Highlights
(As at June 30, 2020)
46.3 27.6 16.1 10.1 43.7 19.7 18.3 18.3
Q2-2019 Q2-2019
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# Tenant % of In-Place Base Rent (1) GLA (sq. ft.) WALT (2) (years) Credit Rating (3)
1 6.1% 104,929 9.1 Baa2/BBB+/na 2 5.9% 222,491 7.2 na/BB+/BBB 3 5.4% 127,334 4.6 Ba1/BB+/BBB- 4 3.5% 81,611 4.2 Aaa/AAA/AA+ 5 3.4% 98,057 9.5 na 6 3.4% 66,083 4.8 na/BBB/BBB 7 3.3% 224,334 9.6 na 8 2.1% 185,633 8.0 Ba1/BBB-/BB+ 9 1.7% 176,070 4.9 Baa3/BBB-/na 10 1.6% 40,901 6.2 na/BB+/BBB
TOP TEN SUBTOTAL
36.4 1,327,443 6.9
OTHER TENANTS
63.6 3,166,701 4.6
VACANT
86,788
TOTAL
100.00 4,580,932 5.4
(1) Based on annualized in-place and committed base rent at June 30, 2020 (2) WALT: weighted average lease term (3) Source: Moody’s, S&P, and DBRS. Credit rating assigned to tenant or its parent.
Highlights
87%
from national and government tenants Top ten tenants account for
36.4%
Credit quality tenants account for 47.5% of in-place base rent
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August 2020
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GLA BASE RENT
2020 2021 2022 2023 2024 2025-2036
► 76% of leases maturing in 2020 renewed with 2% average annual rent increase ► Overall weighted occupancy rate of 98.1% with a weighted average
remaining lease term of 5.4 years
► Credit quality tenants have a weighted average remaining lease term of 4.9 years ► Staggered lease maturity profile
► Not more than 11.8% of base rent matures in any given lease year
1.4% 11.3% 10.2% 9.2% 7.5% 60.4% 0.2% 10.2% 11.8% 8.7% 9.0% 60.2%
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Internal Growth
► Nurture existing client
relationship, ensuring tenant retention and growth
► Implement operating
improvements and preventative maintenance programs
► Pursue expansion and
redevelopment opportunities within the portfolio
► Exploit lease-up
Strong Balance Sheet
► Low cost of debt ► Staggered mortgage
and lease maturity profile
► Targeted Debt to
Gross Book Value ratio
► Access to multiple sources
► Prudent capital management
External Growth
► Acquire accretive income-
producing commercial properties in strong secondary markets
► Focus on Class B,
high-quality commercial real estate
► Seek properties with
selective development, expansion opportunities and geographical diversification
► Pursue off-market
access to unique pipeline
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August 2020
OUR ABILITY TO IDENTIFY AND BUILD A STABLE, LOW RISK PORTFOLIO WHERE LARGER REITs
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► Urban markets and regional
economic centres outside Central Vancouver and Toronto
► Often higher capitalization
rates
► Focus on Central and
Eastern Canada
► Strong upside as
market is transforming
► Our size permits us
to be opportunistic
Strong Secondary MARKETS Selection
Class B Assets
► Community retail service
centres
► Industrial ► Mixed-use Commercial ► Office
Targeting specific SEGMENTS within four SECTORS
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August 2020
► Typically brand grocery or pharmacy anchored
► Brand names ► Long-term leases ► Excellent covenants
► Banks, medical professionals, government services, restaurants ► Upside potential from rent increases, vacancy fill-up and pad development is available
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August 2020
► Single or multi-tenant, light industrial buildings (typically 22 feet clearance or higher) ► Located on major transportation routes with strategic access to:
► Airports ► Large cities ► Border crossings
► Currently focused on 50,000 sq. ft. to 200,000 sq. ft. buildings where increased occupancy and increased annual revenues are available
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August 2020
► Buildings are often in industrial parks
► Flex office with loading docks ► Retail in industrial buildings (e.g. - décor, wholesale) ► Light industrial with office space
► Currently, the right buildings in the right sectors are seeing increasing demand from a growing economy
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August 2020
HALLS CREEK (2016-2017)
► New pad development completed ► > 10% Return on invested capital (1) ► 100% leased ► Approximately $140 thousand NOI(1) on annualized basis
► 41,500 sq. ft. in development opportunity
KING GEORGE HIGHWAY (2017)
► Pad developments complete ► 6,400 sq. ft. of new GLA ► Rogers, Subway and Cara signed ► >9% ROIC on Cara pad, >18% ROIC on Rogers and Subway pads 28
OTHER OPPORTUNITIES (ONGOING)
► 8150 Trans-Canada Highway, St. Laurent, QC
(pad development)
► 50 Empire Lane, Windsor, NS
(pad development)
► 1455 Mountain Ave., Winnipeg MB
(building expansion)
► 10 Bentall Street, Winnipeg, MB
(vacant land, industrial opportunity)
► 31 Auriga Drive, Ottawa, ON
(potential building expansion)
(1) Non-IFRS measure. See “Disclaimer – Non-IFRS Measures”.
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Debt Composition ($ millions) Operating facilities, term loans $51.6 First mortgages $328.6 Total $380.2 Debt to Gross Book Value(1) 58.71% Total debt $380.2M Total debt weighted average rate 3.72% Total first mortgage debt weighted average term 4.9 years Debt Maturity Profile
As of June 30, 2020
Debt Maturing During Year Payments of Principal
20 40 60 80 100 120 140 1 year 1-2 years 2-3 years 3-4 years 4-5 years later $49.7 $66.8 $48.9 $12.7 $124.0 $78.1
(2) Includes line of credit of $40M (2) (1) Non-IFRS measure. See “Disclaimer – Non-IFRS Measures”.
No mortgage maturities coming due in 2020
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August 2020
► Attractive yield of monthly
distributions
► Solid track record of growth
and unitholder value creation
► Diversified portfolio and
high-quality, low-risk tenants with long-term leases
► Experienced management team
and solid relationships in the investment banking and lending businesses
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► Increased scale and growing profile
to achieve additional synergies
► Acquisition focused when
► Opportunistic and well-positioned
to benefit from current real estate market transformation
► Clear strategy to grow earnings
and net asset value
► Favourable Canadian real estate
market
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► The Former CANMARC REIT ► Diversified REIT with national portfolio ► 143 properties ► Acquired by Cominar in 2012 for $1.9 billion ► 43% compound annual rate of return since IPO, compared to 28% for the REIT index
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0% 25% 50% 75% 100%
mai-2010 juill-2010 sept-2010 nov-2010 janv-2011 mars-2011 mai-2011 juill-2011 sept-2011 nov-2011 janv-2012
S&P/TSX Capped REIT Index CANMARC REIT
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August 2020
HIGHLY STRATEGIC ACQUISITION COMPLETED IN 2018
► Operates autonomously from Halifax headquarters ► Manages 38 third-party properties ► Manages 85 PROREIT properties ► Offices in Halifax, Moncton, Montreal and Oakville ► Significant room for expansion
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INVESTOR PRESENTATION
August 2020
Transaction Purchase Price ($millions) Number of Properties Added GLA (sq. ft.) Occupancy Rate at Acquisition
Halifax Light Industrial Properties, Nova Scotia $28.1 5 357,824 93% 251 Laurier Avenue West, Ottawa, Ontario $21.2 1 58,203 100% 171 John Savage Avenue, Halifax, Nova Scotia $8.4 1 50,000 100% 500 Palladium Drive, Ottawa, Ontario $48.5 1 279,388 100% Total Acquisitions $106.2 8 745,415
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Transaction Purchase Price ($millions) Number of Properties Added GLA (sq. ft.) Occupancy Rate at Acquisition
1750 Jean-Berchmans-Michaud St. Drummondville, QC (50%) $4.39 1 85,560 100% Winnipeg, MB Industrial Portfolio $27.3 6 237,430 100% 598 Union St., Frederiction, NB $4.5 1 32,258 100% Quebec Retail Portfolio $8.95 4 13,606 100% Ottawa ON Office Portfolio $51.7 5 282,000 97.3% Saint Hyacinthe, QC light industrial property $10.0 1 176,070 100% Southwest Ontario Industrial properties $15.4 2 202,000 100% Total Acquisitions $122.24 20 1,028,924 Total Sales ($0.895) (1) (11,700) Net Acquisitions $121.34 19 1,017,224
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