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"With our completed disposition of six non-core properties for proceeds of $39.6 million and following the anticipated closing of the sale of three non-core properties which are under binding agreements for $31.6 million, our industrial footprint will represent 85.5% of total GLA and 79.5% of total base rent, while our office segment will account for only 2.6% of total GLA on a pro forma basis.

"We continue to maintain our financial flexibility and successfully manage our balance sheet, with upcoming debt maturities expiring in 2024 limited to $4.1 million. On the acquisition front, we remain vigilant of opportunities that may arise in the industrial sector. While the market continues to present some challenges, which we anticipate will persist until there is additional interest rate relief, we remain fully focused on our goal to increase our asset base and to create additional long-term value for our stakeholders," concluded Mr. Lawlor.

Financial Results

Table 1 - Financial Highlights

At June 30, 2024, PROREIT owned 117 investment properties (including a 50% ownership interest in 42 investment properties), compared to 129 investment properties (including a 50% ownership interest in 42 investment properties) at June 30, 2023. The decrease in total properties is a result of the sale of a 100% interest in 12 investment properties during the twelve months ended June 30, 2024. At June 30, 2024, total assets amounted to $990.2 million, compared to $1.06 billion as at June 30, 2023.

For the three-month period ended June 30, 2024:

• Property revenue amounted to $24.6 million, a slight decrease of $0.3 million or 1.4%, compared to $24.9 million for the same prior year period, mainly resulting from the change in the number of properties in the portfolio during the twelve-month period ended June 30, 2024, partially offset by contractual rent increases and higher rental rates on lease renewals and new leases.

• Net operating income (NOI) amounted to $14.8 million, compared to $14.5 million in the same period in 2023, an increase of 2.3% mainly driven by contractual rent increases and higher rental rates on lease renewals and new leases, partially offset by the decrease in the number of properties in the portfolio during the twelve-month period ended June 30, 2024.

• Same Property NOI* reached $14.4 million, an increase of $1.5 million or 11.4%, compared to the same prior year period, primarily attributable to contractual rent increases and higher rental rates on lease renewals and on new leases across all asset classes, combined with higher occupancy rates in the retail and office asset classes. Excluding the impact of a one-time $0.1 million revenue adjustment and the temporary vacancy of a 102,000-square-foot industrial property in Montreal, Quebec between April 1, 2023, and September 30, 2023, which was fully leased in 2024, overall Same Property NOI* for the three-month period ended June 30, 2024 increased by 6.4%.

• Net cash flows provided from operating activities were $(0.2) million, compared to $0.6 million in the second quarter of 2023, largely as a result of the timing of cash receipts and the prepayment of property taxes and property insurance.

• FFO* reached $7.4 million, compared to $7.3 million in the same period in 2023, an increase of 1.5% achieved with 12 fewer properties compared to the same period in 2023.This increase was primarily driven by general increases in contractual base rent and higher rates on renewals and new leases, offset by an increase in interest expense.

• AFFO Payout Ratio – Basic* was 93.1%, compared to 97.3% for the same period in the prior year, primarily resulting from general increases in contractual base rent and higher rates on renewals and new leases, offset by an increase in interest expense.

For the six-month period ended June 30, 2024:

• Property revenue amounted to $50.3 million, relatively flat compared to the same prior year period.

• NOI amounted to $29.6 million, compared to $29.0 million in the same period in 2023, an increase of 2.1% mainly driven by the net impact of the number of properties in the portfolio during the twelve-month period ended June 30, 2024, and by contractual rent increases and higher rental rates on lease renewals and new leases.

• Same Property NOI* reached $28.8 million, an increase of $2.5 million or 9.7%, compared to the same prior year period, primarily attributable to contractual rent increases and higher rental rates on lease renewals and on new leases, combined with higher occupancy rates across all asset classes. Excluding the impact of a one-time $0.1 million revenue adjustment and the temporary vacancy of a 102,000-square-foot industrial property in Montreal, Quebec between April 1, 2023 and September 30, 2023, which was fully leased in 2024, overall Same Property NOI* for the six-month period ended June 30, 2024 increased by 6.7%.

• Net cash flows provided from operating activities reached $9.5 million, compared to $11.2 million in the first half of 2023, largely as a result of the timing of cash receipts and the prepayment of property taxes and property insurance.

• FFO* reached $15.1 million, compared to $12.2 million in the first half of 2023, an increase of $2.8 million or 23.6%, achieved with 12 fewer properties compared to the same period in 2023. This increase was primarily driven by a general increase in contractual base rent, higher rates on renewals and new leases, and a reduction of one-time costs, including CEO succession costs, partially offset by an increase in interest rate expense.

• AFFO Payout Ratio – Basic* was 92.4%, compared to 91.8% for the same period in the prior year, an increase primarily resulting from the increase in interest expense and stabilized leasing costs, partially offset by a general increase in contractual base rent and higher rates on renewals and new leases.

TABLE 2 - Reconciliation of net operating income to net income (loss) and comprehensive income (loss)

For the three months ended June 30, 2024, net income and comprehensive income amounted to $6.6 million, compared to $1.7 million during the same prior year period. The $4.9 million increase is mainly due to the $2.5 million favorable impact of a non-cash fair value adjustment on derivative financial instruments, combined with a $1.7 million non-cash fair market value adjustment on investment properties.

For the six months ended June 30, 2024, net loss and comprehensive loss amounted to $2.8 million, compared to net income and comprehensive income of $14.8 million during the same prior year period. The $17.6 million variance mainly relates to a $19.3 million impact of the non-cash fair market value adjustment on investment properties.

Sustained Operating Environment

At June 30, 2024, PROREIT's portfolio totaled 117 investment properties (including a 50% ownership interest in 42 investment properties), aggregating 6.2 million square feet of GLA, with a weighted average lease term of 3.8 years.

The occupancy rate of the portfolio was 97.1% as at June 30, 2024 (including committed space), compared to 99.0% at the same date last year. The decrease in occupancy rate mainly relates to two larger-space vacancies in industrial properties located in Montreal, Quebec and Woodstock, Ontario, where management is currently experiencing strong leasing momentum.

The weighted average in‐place rent for industrial properties at June 30, 2024 was $9.51 per square foot, an increase of 2.1%, compared to $9.31 per square foot at the same date last year, mainly driven by the increase in leasing rates in the industrial sector.

At June 30, 2024, PROREIT had renewed 66.0% of GLA maturing in 2024 at a positive average spread of 34.6% and, for the industrial sector, at a positive average spread of 49.5%.

In addition, for a tenant expiry in January 2025, PROREIT secured a lease for the 128,000-square-foot space with a new quality international tenant for a 15-year term with annual rent steps and base rent in excess of 30% over the expiring lease.

Portfolio Transactions

In the second quarter of 2024, PROREIT completed the sale of three non-core properties for gross proceeds of $13.5 million (excluding closing costs), as follows:

On May 15, 2024, PROREIT completed the sale of a non-core retail property totalling approximately 11,000 square feet for gross proceeds of $4.8 million (excluding closing costs). The net proceeds of the sale were used for general business and working capital purposes.

On May 27, 2024, PROREIT completed the sale of a non-core retail property totalling approximately 8,500 square feet for gross proceeds of $2.2 million (excluding closing costs). The net proceeds of the sale were used for general business and working capital purposes.

On June 7, 2024, PROREIT completed the sale of a non-core industrial property totalling approximately 38,000 square feet for gross proceeds of $6.5 million (excluding closing costs). The net proceeds of the sale were used to repay an unrelated $5.9 million mortgage, and the balance for general business and working capital purposes.

Subsequent to the second quarter of 2024, PROREIT entered into binding agreements for the sale of three non-core properties for gross proceeds of $31.6 million (excluding closing costs), which are expected to close in Q3 2024, subject to standard closing conditions, as follows:

On July 17, 2024, PROREIT entered into a binding agreement with a third-party purchaser to sell one non-core office property in Ottawa, Ontario totalling approximately 69,000 square feet for gross proceeds of $11.3 million (excluding closing costs). Net proceeds of the sale will be used to repay an approximately $8.2 million related mortgage with a 6.6% interest rate maturing in 2025, with the balance to be used to repay a portion of the credit facility or for general business and working capital purposes. The closing of the sale is scheduled for Q3 2024 and is subject to standard closing conditions.

On July 31, 2024, PROREIT entered into a binding agreement with a third-party purchaser to sell one non-core office property in Ottawa, Ontario totalling approximately 94,000 square feet for gross proceeds of $15.3 million (excluding closing costs). The net proceeds of the sale will be used to repay approximately $10.5 million of a related mortgage with a 6.6% interest rate maturing in 2025, with the balance used to repay a portion of the credit facility or for general business and working capital purposes. The closing of the sale is scheduled for Q3 2024 and is subject to standard closing conditions.

On August 1, 2024, PROREIT entered into a binding agreement with a third-party purchaser to sell one non-core retail property in Lacombe, Alberta totalling approximately 11,000 square feet for gross proceeds of $5.0 million (excluding closing costs). The net proceeds of the sale will be used to repay approximately $3.4 million of a related mortgage, with the balance used to repay a portion of the line of credit or for general business and working capital purposes. The closing of the sale is scheduled for Q3 2024 and is subject to standard closing conditions.

On June 30, 2024, the industrial segment accounted for 83.0% of GLA, while the office segment accounted for 5.2% of GLA. Following the close of the sales of the three properties under binding agreements expected to close in Q3 2024, the industrial segment will represent 85.5% of GLA on a pro forma basis, while the retail segment and the office segment will account for 11.9% and 2.6 % of GLA, respectively, on a pro forma basis.

With only four office properties remaining in our portfolio on a pro forma basis, the office segment will represent less than $30 million in asset value.

Financial Position

At June 30, 2024, PROREIT had $38.0 million available through its credit facility and $8.9 million in cash.

Total debt (current and non-current) was $486.6 million at June 30, 2024, down from $534.4 million at the same date last year, a decrease of $47.7 million.

PROREIT only has 4% of total debt at a variable rate, and only $4.1 million of remaining mortgages expiring in 2024.

Debt to Gross Book Value* was 49.5% at June 30, 2024, compared to 50.9% at the same date last year. The weighted average interest rate on mortgage debt was 3.94% at June 30, 2024, compared to 3.75% at the same date last year.

Sustainability

PROREIT released its 2023 Sustainability Report on May 8, 2024, which highlights our commitments, strategy and accomplishments relating to the Environmental, Social and Governance (ESG) aspects of our organization. The report has been prepared with references to recognized disclosure guidelines, including the Sustainability Accounting Standards Board (SASB) Standards for the real estate industry and the recommendations of the Task Force on Climate-related Financial Disclosures (TCFD), in addition to relevant industry-leading standards and benchmarks, such as GRESB, to ensure alignment with industry-applicable ESG best practices. The full report is available on PROREIT's website on its Sustainability page at https://proreit.ca/en/about/sustainability/.

Distributions

Distributions to unitholders of $0.0375 per trust unit of the REIT were declared monthly during the three months ended June 30, 2024, representing distributions of $0.45 per unit on an annual basis. Equivalent distributions are paid on the Class B limited partnership units of PRO REIT Limited Partnership ("Class B LP Units"), a subsidiary of the REIT.

On July 23, 2024, PROREIT announced a cash distribution of $0.0375 per trust unit for the month of July 2024. The distribution is payable on August 15, 2024 to unitholders of record as at July 31, 2024.

Strategy

PROREIT remains focused on the successful execution of its strategy for growth by expanding its portfolio organically and through disciplined acquisitions, while optimizing its balance sheet and capital allocation. Management continues to evaluate acquisition opportunities under strict criteria, while also implementing its capital recycling program to move assets away from non-core properties to increase holdings in quality industrial properties in strong secondary markets. Over the next three to five years, PROREIT has a target of reaching $2 billion in assets, 90% industrial base rent and 45% Adjusted Debt to Gross Book Value*. These targets are based on the REIT's current business plan and strategies and are not intended to be a forecast of future results. See "Forward-Looking Statements".

Investor Conference Call and Webcast Details

PROREIT will hold a conference call to discuss its second quarter 2024 results on August 8, 2024, at 9:00 a.m. EDT. There will be a question period reserved for financial analysts. To access the conference call, please dial 888-664-6383 or 416-764-8650 (conference: 25600672). A recording of the call will be available until August 15, 2024 by dialing 888-390-0541 or 416-764-8677 and using access code: 600672#.

The conference call will also be accessible via live webcast on PROREIT's website at www.proreit.com or at  https://app.webinar.net/3bKp1kNX4ZG.

About PROREIT

PROREIT (TSX:PRV.UN) is an unincorporated open-ended real estate investment trust established pursuant to a declaration of trust under the laws of the Province of Ontario. Founded in 2013, PROREIT owns a portfolio of high-quality commercial real estate properties in Canada, with a strong industrial focus in robust secondary markets.

For more information on PROREIT, please visit the website at: https://proreit.com.

Non-IFRS Measures

PROREIT's consolidated financial statements are prepared in accordance with International Reporting Standards ("IFRS"), as issued by the International Accounting Standards Board. In addition to reported IFRS measures, industry practice is to evaluate real estate entities giving consideration, in part, to certain non-IFRS financial measures, non-IFRS ratios and other specified financial measures (collectively, "non-IFRS measures"). Without limitation, measures followed by the suffix "*" in this press release are non-IFRS measures.

As a complement to results provided in accordance with IFRS, PROREIT discloses and discusses in this press release (i) certain non-IFRS financial measures, including: adjusted earnings before interest, tax, depreciation and amortization ("Adjusted EBITDA"); annualized adjusted earnings before interest, tax, depreciation and amortization ("Annualized Adjusted EBITDA"); adjusted funds from operations ("AFFO"); funds from operations ("FFO"); gross book value ("Gross Book Value"); net operating income ("NOI"); Same Property NOI; and (ii) certain non-IFRS ratios, including: Adjusted Debt to Annualized Adjusted EBITDA Ratio; Adjusted Debt to Gross Book Value; AFFO Payout Ratio – Basic; AFFO Payout Ratio – Diluted; Basic AFFO per Unit; Diluted AFFO per Unit; Basic FFO per Unit; Diluted FFO per Unit; Debt Service Coverage Ratio; Interest Coverage Ratio. These non-IFRS measures are not defined by IFRS and do not have a standardized meaning under IFRS. PROREIT's method of calculating these non-IFRS measures may differ from other issuers and may not be comparable with similar measures presented by other income trusts. PROREIT has presented such non-IFRS measures and ratios as management believes they are relevant measures of PROREIT's underlying operating and financial performance. For information on the most directly comparable IFRS measures, composition of the non-IFRS measures, a description of how PROREIT uses these measures and an explanation of how these measures provide useful information to investors, refer to the "Non-IFRS Measures" section of PROREIT's management's discussion and analysis for the three and six months ended June 30, 2024, dated August 7, 2024, available on PROREIT's SEDAR+ profile at www.sedarplus.ca, which is incorporated by reference into this press release. As applicable, the reconciliations for each non-IFRS measure are outlined below. Non-IFRS measures should not be considered as alternatives to net income, cash flows provided by operating activities, cash and cash equivalents, total assets, total equity, or comparable metrics determined in accordance with IFRS as indicators of PROREIT's performance, liquidity, cash flow and profitability.

TABLE 3 - Reconciliation of Same Property NOI to net operating income (as reported in the consolidated financial statements)

TABLE 4 – Same Property NOI and Same Property NOI by asset class, adjusted to exclude a one-time revenue adjustment and one 2023 vacancy impact fully leased in 2024

TABLE 5 - Reconciliation of AFFO and FFO to net income and comprehensive income

TABLE 6 - Reconciliation of Adjusted EBITDA to net income and comprehensive income

TABLE 7 - Calculation of Debt to Annualized Adjusted EBITDA Ratio

TABLE 8 - Calculation of the Interest Coverage Ratio

TABLE 9 - Calculation of Gross Book Value and Adjusted Debt to Gross Book Value

Forward-Looking Statements

This press release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities legislation, including statements relating to certain expectations, projections, growth plans and other information related to PROREIT's business strategy and future plans. Forward-looking statements are based on a number of assumptions and are subject to a number of risks and uncertainties, many of which are beyond PROREIT's control, that could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking statements.

Forward-looking statements generally can be identified by the use of forward-looking terminology such as "outlook", "objective", "may", "will", "expect", "intent", "estimate", "anticipate", "believe", "should", "plans", or "continue", or similar expressions suggesting future outcomes or events. Forward-looking statements contained in this press release include, without limitation, statements pertaining to the execution by PROREIT of its growth strategy, the future financial and operating performance of PROREIT, the proposed increase of PROREIT's footprint in the light industrial sector, the proposed sale of three non-core office properties for gross proceeds of $31.6 million, the timing thereof and the use of the proceeds thereof, and the medium-term goals of reaching $2 billion in assets, 90% industrial base rent and 45% Debt to Gross Book Value* in the next three to five years.

PROREIT's objectives and forward-looking statements are based on its current assumptions about future events, including that (i) PROREIT will receive financing on favourable terms; (ii) the future level of indebtedness of PROREIT and its future growth potential will remain consistent with PROREIT's current expectations; (iii) there will be no changes to tax laws adversely affecting PROREIT's financing capacity or operations; (iv) the impact of the current economic climate and the current global financial conditions on PROREIT's operations, including its financing capacity and asset value, will remain consistent with PROREIT's current expectations; (v) the performance of PROREIT's investments in Canada will proceed on a basis consistent with PROREIT's current expectations; and (vi) capital markets will provide PROREIT with readily available access to equity and/or debt.

Without limiting the foregoing, the medium-term targets of PROREIT are based on PROREIT's current business plan and strategies and are not intended to be a forecast of future results. The medium-term targets contemplate the REIT's historical growth and certain assumptions including but not limited to (i) current global capital market conditions, (ii) access to capital, (iii) interest rate exposure, (iv) availability of high-quality industrial properties for acquisitions, (v) dispositions of retail and office properties, and (vi) capacity to finance acquisitions on an accretive basis.

Although PROREIT believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that these expectations will prove to have been correct, and since forward-looking statements inherently involve risks and uncertainties, undue reliance should not be placed on such statements. Certain material factors or assumptions are applied in making forward-looking statements, and actual results may differ materially from those expressed or implied in such forward-looking statements. The forward-looking statements contained in this news release are expressly qualified in their entirety by this cautionary statement. All forward-looking statements in this press release are made as of the date of this press release. PROREIT 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 under "Risk Factors" in PROREIT's latest annual information form and "Risk and Uncertainties" in PROREIT's management's discussion and analysis for the three and six months ended June 30, 2024, which are available under PROREIT's profile on SEDAR+ at www.sedarplus.ca

SOURCE Pro Real Estate Investment Trust

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