Chartwell Announces Closing of $345 Million Trust Unit Offering

Not for distribution to U.S. newswire services or for dissemination in the United States

MISSISSAUGA, Ontario, June 27, 2024 (GLOBE NEWSWIRE) -- Chartwell Retirement Residences (TSX:CSH.UN) (“Chartwell”) announced the closing of its previously announced public offering (the “Offering”) of 28,290,000 of trust units (“Trust Units”), inclusive of 3,690,000 Trust Units issued pursuant to the exercise in full of the over-allotment option, at a price of $12.20 per Trust Unit for total gross proceeds of approximately $345 million. The Offering was completed on a bought deal basis through a syndicate of investment dealers led by TD Securities Inc., Scotiabank and RBC Capital Markets.

The Trust Units were offered in each of the provinces of Canada pursuant to a prospectus supplement dated June 24, 2024 (the “Prospectus Supplement”) filed under Chartwell’s short form base shelf prospectus dated April 30, 2024. The terms of the Offering are fully described in the Prospectus Supplement.

Chartwell intends to use the net proceeds from the Offering to partially finance the cash purchase price of its acquisitions of: (i) a 100% ownership interest in a portfolio of five high quality, modern retirement residences with 1,428 suites, located in the Greater Montreal area, Gatineau, and Sherbrooke; and (ii) a 50% ownership interest in a portfolio of five high quality, modern retirement residences with 1,805 suites located in the Quebec City area and Shawinigan, as described in greater detail under the heading “Use of Proceeds” in the Prospectus Supplement, which is available on SEDAR+ at www.sedarplus.com.

The Trust Units have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “1933 Act”), or any state securities laws, and accordingly may not be offered, sold or delivered, directly or indirectly, within the United States of America, (the “United States”), its possessions and other areas subject to its jurisdiction, except pursuant to an exemption from the registration requirements of the 1933 Act. This press release does not constitute an offer to sell or a solicitation of an offer to buy any Trust Units in the United States.

ABOUT CHARTWELL

Chartwell is in the business of serving and caring for Canada's seniors, committed to its vision of Making People's Lives BETTER and to providing a happier, healthier, and more fulfilling life experience for its residents. Chartwell is an unincorporated, open-ended real estate trust which indirectly owns and operates a complete range of seniors housing communities, from independent living through to assisted living and long term care. Chartwell is one of the largest operators in Canada, serving over 25,000 residents in four provinces across the country. For more information visit www.chartwell.com.

FORWARD LOOKING INFORMATION

This press release contains forward-looking information that reflects the current expectations, estimates and projections of management about the future results, performance, achievements, prospects or opportunities for Chartwell and the seniors housing industry. Forward-looking information can be generally identified by the use of words such as “anticipate”, “continue”, “estimate”, “expect”, “expected”, “intend”, “may”, “will”, “project”, “plan”, “should”, “believe” and similar expressions. Forward-looking statements in this press release include statements relating to the anticipated use of the net proceeds of the Offering, including related acquisitions. Forward-looking statements are based upon a number of assumptions and are subject to a number of known and unknown risks and uncertainties, many of which are beyond our control, and that could cause actual results to differ materially from those that are disclosed in or implied by such forward-looking statements. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those expected or estimated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. See the “Risks and Uncertainties” section in Chartwell's management’s discussion analysis of results of operations and financial condition for the year ended December 31, 2023 and in our management’s discussion and analysis of results of operations and financial condition for the three months ended March 31, 2024, and in materials filed with the securities regulatory authorities in Canada from time to time, including but not limited to our most recent Annual Information Form and in the prospectus supplement filed in connection with the Offering. Except as required by law, Chartwell does not intend to update or revise any forward-looking statements, whether as a result of new information, future events or for any other reason.

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