Early Warning Report in Respect of Dream Industrial REIT

DREAM OFFICE REAL ESTATE INVESTMENT TRUST (D.UN-TSX) or (“Dream Office REIT”, the “Trust” or “we”) announced today that on February 27, 2023, it indirectly disposed of an aggregate of 565,000 units (“Units”) of Dream Industrial Real Estate Investment Trust (TSX: DIR.UN) (“Dream Industrial REIT” or “DIR”) representing approximately 0.2% of the voting units issued and outstanding. The Units were disposed of in the open market through the facilities of the Toronto Stock Exchange at a price of $14.70 per Unit or $8,305,500 in the aggregate (the “Disposition”). As a result of the Disposition, Dream Office REIT’s beneficial holdings of Units have decreased below 10% of the issued and outstanding voting units of Dream Industrial REIT.

Prior to the Disposition, Dream Office REIT indirectly owned (i) 8,052,451 Units, representing approximately 3.1% of the issued and outstanding Units; and (ii) 18,551,855 Class B limited partnership units (“LP B Units”) of Dream Industrial LP, the operating subsidiary of Dream Industrial REIT, and a corresponding 18,551,855 special trust units (“Special Trust Units”) of Dream Industrial REIT, representing 100% of the issued and outstanding LP B Units and 100% of the issued and outstanding Special Trust Units. Prior to the Disposition, the 8,052,451 Units together with the 18,551,855 Special Trust Units held indirectly by Dream Office REIT represented approximately 9.6% of the total number of voting units of Dream Industrial REIT based on 257,142,234 Units and 18,551,855 Special Trust Units issued and outstanding as of February 24, 2023. The securityholding percentage in Units of Dream Industrial REIT would be the same at such time if the 18,551,855 LP B Units were exchanged for Units of Dream Industrial REIT.

Following the Disposition, Dream Office REIT indirectly owns (i) 7,487,451 Units, representing 2.9% of the issued and outstanding Units; and (ii) 18,551,855 LP B Units and an equivalent number of Special Trust Units, representing 100% of the issued and outstanding LP B Units and 100% of the issued and outstanding Special Trust Units. Immediately following the Disposition, the 7,487,451 Units together with the 18,551,855 Special Trust Units represented approximately 9.4% of the total number of voting units of Dream Industrial REIT based on 257,142,234 Units of Dream Industrial REIT and 18,551,855 Special Trust Units issued and outstanding as of February 27, 2023. Dream Office REIT’s securityholding percentage in Dream Industrial REIT has decreased over the last three years as a result of equity offerings completed by Dream Industrial REIT during 2020, 2021 and 2022. The securityholding percentage in Units of Dream Industrial REIT would be the same at such time if the 18,551,855 LP B Units were exchanged for Units of Dream Industrial REIT.

The Units were disposed of for investment purposes. Dream Office REIT may from time to time acquire additional securities of Dream Industrial REIT or Dream Industrial LP, whether through the DRIP or the DRIP-like features of the amended and restated limited partnership agreement dated April 2, 2018 governing Dream Industrial LP or otherwise, dispose of some or all of such securities or maintain its current holdings.

This press release is being issued pursuant to the requirements of National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues of the Canadian Securities Administrators. A copy of the report to be filed by Dream Office REIT in connection with the transactions described herein will be available on Dream Industrial REIT’s SEDAR profile at www.sedar.com, and can also be obtained by contacting Mr. Robert Hughes, General Counsel, Dream Office REIT at 416-365-3535.

Dream Industrial REIT’s head office and Dream Office REIT’s head office are located at 30 Adelaide Street East, Suite 301, Toronto, Ontario M5C 3H1.

About Dream Office REIT

Dream Office REIT is an unincorporated, open-ended real estate investment trust. Dream Office REIT is a premier office landlord in downtown Toronto with over 3.5 million square feet owned and managed. We have carefully curated an investment portfolio of high-quality assets in irreplaceable locations in one of the finest office markets in the world. For more information, please visit our website at www.dreamofficereit.ca.

View source version on businesswire.com: https://www.businesswire.com/news/home/20230227005942/en/

For further information, please contact:
Michael Cooper
Chairman and Chief Executive Officer
(416) 365-5145
[email protected]

Jay Jiang
Chief Financial Officer
(416) 365-6638
[email protected]