Granite Real Estate Investment Trust 6-K, filed Jan 30, 2025
Granite Real Estate Investment Trust (GRTUF)
About this 6-K
Granite Real Estate Investment Trust filed this 6-K on January 30, 2025.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of: January 2025
Commission File Number: 001-35771
GRANITE REAL ESTATE INVESTMENT TRUST
(Name of registrant)
77 King Street West, Suite 4010, P.O. Box 159
Toronto-Dominion Centre
Toronto, Ontario
M5K 1H1
(Address of Principal Executive Office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☐ Form 40-F ☒
DOCUMENTS FILED AS PART OF THIS FORM 6-K
See the Exhibit Index to this Form 6-K.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: January 30, 2025 | GRANITE REAL ESTATE INVESTMENT TRUST | |||||||
| By: | /s/ Teresa Neto | |||||||
| Name: | Teresa Neto | |||||||
| Title: | Chief Financial Officer | |||||||
FORM 6-K EXHIBIT INDEX
| Exhibit No. | ||
| 99.1 | Granite REIT Announces C$300 Million Offering of Senior Unsecured Debentures | |
Exhibit 99.1
GRANITE REIT ANNOUNCES C$300 MILLION OFFERING OF
SENIOR UNSECURED DEBENTURES
January 30, 2025, Toronto, Ontario, Canada – Granite Real Estate Investment Trust (“Granite”) (TSX: GRT.UN / NYSE: GRP.U) announced today that its wholly owned subsidiary Granite REIT Holdings Limited Partnership (“Granite LP”) has priced an offering on January 30, 2025 (the “Offering”) of C$300 million aggregate principal amount of Series 10 senior unsecured debentures that will bear interest at Daily Compounded CORRA plus 0.77% per annum, payable quarterly in arrears, and will mature on December 11, 2026 (the “Debentures”). The Debentures will be guaranteed by Granite and Granite REIT Inc. The Offering is expected to close on or about February 4, 2025, subject to the satisfaction of certain customary closing conditions.
The Debentures are being offered on an agency basis by a syndicate of agents co-led by Scotia Capital, TD Securities and Desjardins Securities. It is a condition of closing that Morningstar DBRS assign a credit rating of “BBB (high)” with a stable trend or higher relating to the Debentures.
The Offering is being made on a private placement basis in each of the provinces and territories of Canada. The Debentures will rank equally with all other senior unsecured indebtedness of Granite.
Granite LP intends to use the net proceeds from the Offering to repay in full its C$300 million senior unsecured non-revolving term facility, maturing on December 11, 2026 (the “Term Loan”), immediately following the closing of the Offering, and, the balance of the net proceeds, if any, will be used for general corporate purposes. The Term Loan is fully prepayable without penalty.
Through an existing cross currency interest rate swap, Granite LP has exchanged the Canadian dollar denominated principal and floating rate interest payments related to the Debentures for Euro denominated principal and fixed interest payments, resulting in an effective fixed interest rate of 0.27% for the term of the Debentures.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the Debentures in any jurisdiction in which such offer, solicitation or sale would be unlawful.
ABOUT GRANITE
Granite is a Canadian-based REIT engaged in the acquisition, development, ownership and management of logistics, warehouse and industrial properties in North America and Europe. Granite owns 143 investment properties representing approximately 63.3 million square feet of leasable area.
OTHER INFORMATION
Copies of financial data and other publicly filed documents about Granite are available through the internet on SEDAR+ which can be accessed at www.sedarplus.ca and on the United States Securities and Exchange Commission’s Electronic Data Gathering, Analysis and Retrieval System (EDGAR) which can be accessed at www.sec.gov.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, and the Debentures may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the United States Securities Act of 1933, as amended.
77 King Street West, Suite 4010 P.O. Box 159 Toronto-Dominion Centre Toronto, ON, Canada M5K 1H1 T 647.925.7500
For further information, please contact Teresa Neto, Chief Financial Officer, at 647-925-7560 or Andrea Sanelli, Senior Director, Legal & Investor Services, at 647-925-7504.
FORWARD LOOKING STATEMENTS
This press release may contain statements that, to the extent they are not recitations of historical fact, constitute “forward-looking statements” or “forward-looking information” within the meaning of applicable securities legislation, including the United States Securities Act of 1933, as amended, the United States Securities Exchange Act of 1934, as amended, and applicable Canadian securities legislation. Forward-looking statements and forward-looking information may include, among others, statements regarding the expected closing date of the Offering, the use of the net proceeds of the Offering, the expected final credit rating for the Debentures, and Granite’s plans, goals, strategies, intentions, beliefs, estimates, costs, objectives, economic performance, expectations, or foresight or the assumptions underlying any of the foregoing. Words such as “may”, “would”, “could”, “will”, “likely”, “expect”, “anticipate”, “believe”, “intend”, “plan”, “forecast”, “project”, “estimate”, “seek”, “objective” and similar expressions are used to identify forward-looking statements and forward-looking information. Forward-looking statements and forward-looking information should not be read as guarantees of the expected closing date of the Offering, the use of the net proceeds of the Offering, the expected final credit rating for the Debentures, or other events, performance or results and will not necessarily be accurate indications of whether or the times at or by which future events or performance will be achieved. Undue reliance should not be placed on such statements. Forward-looking statements and forward-looking information are based on information available at the time and/or management’s good faith assumptions and analyses made in light of its perception of historical trends, current conditions and expected future developments, as well as other factors management believes are appropriate in the circumstances, and are subject to known and unknown risks, uncertainties and other unpredictable factors, many of which are beyond Granite’s control, that could cause actual events or results to differ materially from such forward-looking statements and forward-looking information. Important factors that could cause such differences include, but are not limited to, the risks set forth in the annual information form of Granite Real Estate Investment Trust and Granite REIT Inc. dated February 28, 2024 (the “Annual Information Form”) and management’s discussion and analysis of results of operations and financial position for the three and nine month periods ended September 30, 2024 (“Q3 MD&A”). The “Risk Factors” section of the Annual Information Form and the “Risks and Uncertainties” section of the Q3 MD&A also contain information about the material factors or assumptions underlying such forward-looking statements and forward-looking information. Forward-looking statements and forward-looking information speak only as of the date the statements and information were made and unless otherwise required by applicable securities laws, Granite expressly disclaims any intention and undertakes no obligation to update or revise any forward-looking statements or forward-looking information contained in this press release to reflect subsequent information, events or circumstances or otherwise.
77 King Street West, Suite 4010 P.O. Box 159 Toronto-Dominion Centre Toronto, ON, Canada M5K 1H1 T 647.925.7500