Dream Industrial Real Estate Investment Trust Announces Offering of C$200 Million Senior Unsecured Debentures, Series G

TORONTO--(BUSINESS WIRE)--Dream Industrial REIT (TSX: DIR.UN) (the “Trust” or “Dream Industrial REIT”) announced today that it has priced a private placement of senior unsecured debentures (the "Offering") consisting of C$200 million aggregate principal amount of 4.287% Senior Unsecured Debentures, Series G maturing on July 3, 2030 (the "Series G Debentures"). In connection with the Offering, the Trust has entered into forward cross-currency interest rate swap arrangements to swap the proceeds of the Offering to Euros to lower the effective fixed interest rate to 3.726%, effective December 22, 2025.

The Series G Debentures are being offered on an agency basis by a syndicate of agents led by TD Securities Inc., Scotia Capital Inc., RBC Dominion Securities Inc., CIBC World Markets Inc. and National Bank Financial Inc., and including BMO Nesbitt Burns Inc., Desjardins Securities Inc. and Mizuho Securities Canada Inc. The Series G Debentures are being offered on a private placement basis in each of the provinces of Canada in reliance upon exemptions from the prospectus requirements under applicable securities legislation.

The Series G Debentures will be issued at a price equal to C$1,000 per C$1,000 principal amount and bear interest at a rate of 4.287% per annum, and will mature on July 3, 2030. Interest is payable on the Series G Debentures on January 3 and July 3 of each year, commencing on January 3, 2026. The Series G Debentures will be direct senior unsecured obligations of the Trust and will rank equally and ratably with all other unsecured and unsubordinated indebtedness of the Trust, except to the extent prescribed by law. The closing of the Offering is expected to take place on July 3, 2025.

The Series G Debentures are expected to be rated BBB with a Positive Trend by DBRS Limited. The Trust intends to use the net proceeds from the Offering to repay existing indebtedness (including to pre-fund the repayment of indebtedness that will mature in December 2025) and for general trust purposes.

“Consistent with our strategy to enhance the strength of the balance sheet, following this bond offering, we would have effectively addressed over 70% of our 2025 debt maturities at rates in line or better than our expectations at the beginning of the year,” said Lenis Quan, Chief Financial Officer of Dream Industrial REIT.

The Series G Debentures have not been and will not be qualified for sale to the public under applicable securities laws in Canada and, accordingly, any offer or sale of the Series G Debentures in Canada will be made on a basis which is exempt from the prospectus requirements of such securities laws. The Series G Debentures will not be listed on any stock exchange and there will be no market for such securities. The Series G Debentures have not been, and will not be, registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States and may not be offered or sold to other persons who are not residents of a province of Canada.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Series G Debentures in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Dream Industrial Real Estate Investment Trust

Dream Industrial REIT is an owner, manager, and operator of a global portfolio of well-located, diversified industrial properties. As at March 31, 2025, Dream Industrial REIT has an interest in and manages a portfolio which comprises 336 industrial assets (549 buildings) totalling approximately 72.6 million square feet of gross leasable area in key markets across Canada, Europe, and the U.S. Dream Industrial REIT’s objective is to deliver strong total returns to its unitholders through secure distributions as well as growth in net asset value and cash flow per unit underpinned by its high-quality portfolio and an investment grade balance sheet. Dream Industrial REIT is an unincorporated, open-ended real estate investment trust. For more information, please visit our website at www.dreamindustrialreit.ca.

Forward-Looking Information

This press release may contain forward-looking information within the meaning of applicable securities legislation. Forward-looking information generally can be identified by the use of forward-looking terminology such as “outlook”, “objective”, “may”, “will”, “expect”, “intend”, “estimate”, “anticipate”, “believe”, “should”, “plans”, or “continue”, or similar expressions suggesting future outcomes or events. Some of the specific forward-looking information in this press release may include, among other things, statements regarding the intended use of proceeds of the Offering, debt maturities, the Trust’s strategy, the expected rating of the Series G Debentures, the terms of the forward cross-currency interest rate swap arrangements and the impact thereof, the anticipated closing date of the Offering and the terms of the Series G Debentures. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Trust’s control, which could cause actual results to differ materially from those that are disclosed in or implied by such forward-looking information. These risks and uncertainties include, but are not limited to, the risk of adverse global market, economic and political conditions; risks inherent in the real estate industry; competition in the industrial real estate market; the Trust’s inability to execute its growth strategy; risks relating to geographic concentration; risks associated with single tenant properties; the Trust may incur significant capital expenditures; risks relating to development costs; financing risks; changes in interest rates; economic environment risks; the European real estate market; changes in currency exchange rates; changes in government regulations; tax risks; environmental contamination risk; climate change risk; risks relating to sourcing suitable acquisitions; risks relating to undisclosed defects and obligations in connection with property acquisitions; development risk; joint venture risk; loss of key personnel; uninsured or underinsured losses; information technology systems risk; cyber security risks; health crises; risks related to the imposition of duties, tariffs and other trade restrictions and their impacts; controls and procedures risk; market risk; risks relating to redemption of units; risks related to cash distribution fluctuations; risks relating to unitholder dilution; regulatory approvals may be required on a redemption of units or termination of the Trust; risks relating to legal rights of unitholders; liability risks of unitholders; risks relating to the subordinated rights of unitholders; limitations on non-resident ownership; currency risks associated with distributions for non-Canadian unitholders; the Trust depends on the business of Dream Industrial LP; risks related to the Trust’s ability to enforce contracts; potential conflicts of interest; the Trust relies on its asset managers for asset management services; and litigation risk.

The Trust’s objectives and forward-looking statements are based on certain assumptions, including that the general economy remains stable, interest rates remain stable, conditions within the real estate market remain consistent, rising replacement costs in the Trust’s operating markets remain steady, competition for acquisitions remains consistent with the current climate, that future market and economic conditions will occur as expected and that geopolitical events, including disputes between nations or the imposition of duties, tariffs, quotas, embargoes or other trade restrictions (including any retaliation to such measures), will not disrupt global economies, and that the capital markets continue to provide access to equity and/or debt. All forward-looking information in this press release speaks as of the date of this press release. The Trust does not undertake to update any such forward-looking information whether as a result of new information, future events or otherwise except as required by law. Additional information about these assumptions and risks and uncertainties is contained in the Trust’s filings with securities regulators, including its latest annual information form and MD&A. These filings are also available at the Trust’s website at www.dreamindustrialreit.ca.