Allied Properties REIT gets consent for final series of debentures

By Wendy Van Sickle

Columbus, Ohio, June 1 – Allied Properties Real Estate Investment Trust announced the results of a meeting held at 10 a.m. ET on June 1 for holders of its 3.636% series C senior debentures due April 21, 2025 to vote on an extraordinary resolution, according to a news release.

Debentureholders holding $163,048,000 principal amount of series C debentures, representing 81.52% of the total issued and outstanding series C debentures at the record date of May 1, were represented in person or by proxy at the meeting. Of the votes, 80.05% voted in favor of the resolution, which met the threshold of at least two-thirds of the votes cast required for passage.

The REIT previously obtained consents for six series of debentures and did not hold a meeting to approve the extraordinary resolution for those series, as previously reported.

Specifically, the REIT previously received consents from holders representing over 66 2/3% of the total principal amount of each of the following series: its 3.394% series D senior debentures due Aug. 15, 2029, its 3.113% series E senior debentures due April 8, 2027, its 3.117% series F senior debentures due Feb. 21, 2030, its 3.131% series G senior debentures due May 15, 2028, its 1.726% series H senior debentures due Feb. 12, 2026 and its 3.095% series I senior debentures due Feb. 6, 2032.

The meeting scheduled for June 1 regarding these series of notes will be canceled.

Allied will pay a consent fee of $0.10 per $1,000 principal amount of debentures to each eligible holder who responded to the consent solicitation and provided consent and voting instructions. The consent fee will not be paid unless Allied and the debenture trustee enter into the supplemental indenture giving effect to the amendments.

In addition to the approval of unitholders obtained on May 2, the proposed conversion to an open-end trust is conditional on Allied receiving a satisfactory tax ruling from the Canada Revenue Agency to confirm that no material adverse tax consequences would arise to either Allied or its unitholders because of the conversion. The amendments will not be implemented unless Allied receives a satisfactory ruling and resolves to complete its conversion.

The amendments were proposed in connection with Allied’s planned conversion from a closed-end trust to an open-end trust and certain amendments to Allied’s amended and restated declaration of trust dated May 3, 2022 and the management information circular of Allied dated March 21.

The consent solicitation was launched May 5.

Toronto-based Allied Properties is a real estate investment trust that owns, manages and develops office properties in Canada.

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