NorRock Realty Finance Corporation

On February 1, 2012, NorRock Realty Finance Corporation (“NorRock”) announced the closing of the previously announced acquisition by Partners Real Estate Investment Trust (“Partners REIT”) of substantially all the assets of NorRock, consisting of cash, cash equivalents, mortgages and other assets from NorRock in exchange for the issuance of Partners REIT units, certain rights to acquire Partners REIT units and cash. The transaction (the “Transaction”) was carried out by NorRock as a plan of arrangement (the “Arrangement”) under the Business Corporations Act (Ontario) (“OBCA”).

As part of the plan of arrangement completed February 1, 2012, the NorRock preferred shares were cancelled and the NorRock Class A shares were halted until such time as the NorRock Class A shares are delisted.

To maintain liquidity in the NorRock Class A shares, NorRock announced its intention to apply to list its Class A shares on NEX. NEX is a separate board of the TSX Venture Exchange (“TSX-V”) that provides a trading forum for listed companies that have low levels of business activity or have ceased to carry on an active business. Only companies that were formerly listed on TSX or TSX-V are eligible to list on NEX. NEX companies are subject to the same disclosure standards as all Canadian public companies and trading on NEX takes place on the same fully electronic system used by TSX-V and is governed by the same trading rules.

NorRock’s board of directors and management continue to explore options which they believe will be in the best interests of NorRock and its shareholders. Any proposed transaction will be subject to receipt of all necessary regulatory approvals. The business of NorRock may remain in the commercial real estate lending industry or be in a different industry.

Prior to the transaction NorRock provided investors with exposure, on a tax efficient basis, to a diversified portfolio of real estate mortgages and loans in the Canadian commercial real estate sector with attractive yields.

 

^*As of May 2012