Board of Trustees Unanimously Recommends Approval of Trust Unit Issuance to Complete Acquisition of 27-Property Portfolio
-- Management information circular and related voting materials have been
filed on SEDAR+ in connection with proposed acquisition of 27 properties
from H&R Real Estate Investment Trust announced August 11, 2026 (the
"Transaction")
-- Transaction will see GO Residential REIT indirectly acquire 10,295
residential suites across 27 properties in eight U.S. markets
-- Transaction expected to be accretive to FFO Adjusted per Unit and AFFO
Adjusted per Unit following closing, supported by approximately US$15
million of expected annualized synergies and US$51 million of additional
consideration over the first two years following closing, providing
greater certainty around cash flows during the initial ownership period,
and a bridge to the portfolio's expected stabilized earnings power
-- Board of trustees unanimously recommends unitholders vote FOR the
resolution to approve the issuance of approximately 134.2 million GO
Residential REIT trust units
-- VOTING DEADLINE: Unitholders must submit voting instructions by 11:00 am
(Toronto time) on November 11, 2026
TORONTO and NEW YORK, Oct. 8, 2026 /CNW/ -- GO Residential Real Estate Investment Trust ("GO Residential REIT" or "GO") (TSX: GO.U) today announced the filing of its management information circular (the "Circular") and related voting materials in connection with its previously announced proposed indirect acquisition of a 27-property portfolio from H&R Real Estate Investment Trust ("H&R REIT"). The Circular has been filed in connection with a special meeting of GO unitholders, scheduled for November 13, 2026 (the "Special Meeting"), at which unitholders will be asked to approve the issuance of approximately 134.2 million trust units of GO as partial consideration for the Transaction. A copy of the Circular is available at www.sedarplus.ca under GO's profile and at GO's website at investors.goresidentialreit.com/transaction.
Upon closing, GO will own 13,026 residential suites across 35 residential properties in eight U.S. markets. GO is expected to be the second-largest publicly-traded residential real estate investment trust in Canada and the seventh-largest publicly-traded residential real estate investment trust in the United States, in each case by enterprise value as of June 30, 2026. A Property Book providing a comprehensive property-by-property description of the complete portfolio that will comprise the pro forma GO following closing was also filed by GO under its profile on SEDAR+ last week and is available on GO's website.
In connection with the filing of the Circular, GO has issued a letter to unitholders outlining the strategic merits of the Transaction, and why GO's board of trustees unanimously recommends unitholders vote FOR the resolution to approve the issuance of approximately 134.2 million trust units of GO to enable the Transaction to be completed. This letter is included below.
How to vote
Unitholder votes must be received by 11:00 am (Toronto time) on the proxy deadline date of November 11, 2026. There are different ways to vote depending on whether you are a registered unitholder or a beneficial unitholder. Unitholders who hold their trust units through a broker or intermediary are urged to contact their brokers or intermediaries immediately to ensure their instructions are recorded prior to the deadlines set by such brokers or intermediaries, which will be in advance of the proxy deadline date. Full details are included in the Circular.
For assistance with voting, unitholders may also contact Laurel Hill Advisory Group by calling 1-877-452-7184 (toll-free in Canada and the United States) or 1-416-304-0211 (International), by texting "INFO" to either number, or by email at assistance@laurelhill.com.
LETTER TO GO UNITHOLDERS
Dear GO Unitholders:
On August 11, 2026, we announced an agreement to indirectly acquire a portfolio of 27 properties from H&R REIT. As founders and two of the largest individual trust unitholders of GO Residential REIT, we were thrilled to reach this agreement and are tremendously excited about the opportunity this represents for GO Residential REIT and our fellow unitholders. This Transaction is expected to fundamentally transform GO Residential REIT by providing a strengthened platform for value creation.
We are asking you to vote to approve the issuance of approximately 134.2 million trust units of GO Residential REIT to complete the Transaction, and we want to explain, directly and plainly, why we believe you should.
When we founded GO Residential REIT, we had a clear ambition: to build a premier luxury residential real estate investment trust. We began with five exceptional buildings in one of the strongest residential rental markets in North America. In our first twelve months as a public entity, we expanded operating margins, and we grew our initial portfolio from five properties in Manhattan to eight properties across New York City, with acquisitions of an additional two properties pending completion.
In conversation after conversation with our unitholders, the message has been consistent: GO Residential REIT is an exceptional platform constrained by its size, perceptions of concentration risk, limited trading liquidity and leverage. These are legitimate observations that have shaped our thinking about how to build on the foundation we have created with our unitholders' support. The Transaction answers many of the identified issues and establishes our path forward for creating value for unitholders into the future.
What this Transaction does:
The Transaction will see GO Residential REIT indirectly acquire 27 properties from H&R REIT, comprising:
-- 23 Sunbelt residential communities managed under the Lantower brand,
-- an approximate 50% interest in Jackson Park (a luxury high-rise in Long
Island City),
-- a 50% interest in River Landing in Miami,
-- a Class A office tower at Two Gotham Center in New York City, and
-- a mixed-use commercial and office asset in Dallas.
Upon completion of the Transaction, GO Residential REIT will own 13,026 residential suites across 35 properties in eight U.S. markets. We will be the second-largest publicly-traded residential real estate investment trust in Canada and the seventh-largest publicly-traded residential real estate investment trust in the United States, in each case, by enterprise value as of June 30, 2026. We strongly believe that the transition from a small-cap real estate investment trust to a larger-capitalization real estate investment trust will enable GO Residential REIT to capitalize on new opportunities and compete with other major players in the real estate industry.
Why we believe this is the right transaction, at the right time:
-- High-Quality, Class A Portfolio at an Attractive Basis. The properties to
be acquired pursuant to the Transaction will complement GO Residential
REIT's existing trophy New York City portfolio with Class A properties
acquired at an attractive basis relative to estimated replacement cost
and private market values. Upon completion of the Transaction, we expect
to continue to have among the highest average monthly rental rates of any
publicly-traded residential real estate investment trust in Canada or the
United States, supporting sustained income growth and reflecting the
quality and desirability of our assets. In addition, GO Residential REIT
is expected to own a modern portfolio, averaging just 11 years in age,
that is among the newest of its Canadian and U.S. public residential real
estate investment trust peers. The implied acquisition basis represents
an attractive entry point on both a per-unit and a capitalization-rate
basis relative to comparable asset transactions and replacement cost,
providing GO Residential REIT with meaningful embedded value from day
one.
-- Accretive to FFO Adjusted and AFFO Adjusted Earnings. The Transaction is
expected to be accretive to our FFO Adjusted per Unit and AFFO Adjusted
per Unit, supported by approximately US$15 million of expected annualized
transaction synergies derived from property-level margin enhancement,
procurement efficiencies and overhead and operational integration that
are expected to be realized within 12 to 18 months following completion
of the Transaction. Today, our distribution coverage and resulting AFFO
Adjusted payout ratio are strong. Tomorrow, we believe they will be even
stronger by virtue of this expected accretion. In addition, unitholders
will benefit from approximately US$51 million of additional consideration
from CRAL Class B Limited, a company controlled by members of the family
of Thomas J. Hofstedter, Executive Chairman and Chief Executive Officer
of H&R REIT, during approximately the first two years following the
consummation of the Transaction. We expect the additional consideration
will provide greater certainty around cash flows during the initial
ownership period, and a bridge to the portfolio's expected stabilized
earnings power.
-- Strengthened Balance Sheet and Enhanced Financial Flexibility. Upon
completion of the Transaction, our debt-to-EBITDA ratio is expected to
decrease by more than two times, with further potential reductions from
additional consideration provided pursuant to the Transaction and
expected post-closing synergies. The strengthened balance sheet is
expected to serve as a foundation for flexibility that can potentially be
utilized to realize additional value creation.
-- Diversification into High-Growth Sunbelt Markets with Continued Focus on