While I’m enjoying my vacation, things are moving fast with Slate Office REIT and I barely have time to follow the news.
Lots of things have happened since my initial post on SOT.UN:
- Slate Office has sold two GTA buildings for a good price.
The Disposition is occurring at a 12.0% or $10.4 million premium to the REIT’s purchase price; the sale price represents a 5.0% increase to the REIT’s June 30, 2022 IFRS value, further validating the net asset value of the REIT.
Source: Slate Office REIT Announces Disposition of Office Property in Toronto, Ontario for $97.0 Million
I have doubts that selling 88.8% and 100% occupied buildings in the most expensive Canadian real estate market can really validate the NAV. C’mon guys, try to sell your 50-60% occupied buildings with these kinds of gains! But higher NAV translates into higher fees for the management, which are 0.3% of gross book value.
- Then, instead of doing something valuable for the REIT and shareholders, management decided to issue debentures (0.25% fee?) and acquire another building (1% fee?). They just can’t stop collecting those fat fees, huh?
Each Debenture will be convertible into freely tradeable trust units of the REIT (“Units”) at the option of the holder at any time prior to the close of business on the earliest of (i) the last business day before December 31, 2027 (the “Maturity Date”); or (ii) if called for redemption, the business day immediately preceding the date specified by the REIT for redemption of the Debentures, at a conversion price of $5.50 per Unit…
Source: Slate Office REIT Announces Agreement to Acquire US$19.8 Million Class A Office Property in Chicago, Illinois and Bought Deal Offering Comprised of C$45 Million of Convertible Debentures
For me, this is a much better validation of the current NAV, which is equal to ~C$5.50 then.
- Finally, George Armoyan published an open letter in which he told what everyone had known for a long time:
“We have tried for months to work constructively with SOT’s management and trustees, but it has become clear that they only seek to maintain the status quo and continue to line SLAM’s pockets with management fees,” said George Armoyan, Executive Chairman of G2S2. “We are releasing this letter to appeal directly to our fellow unitholders to push for change and to hold the trustees and management accountable.”
- The confusing part of Armoyan’s actions is his sudden sale of shares at the same time:
Let’s see if he will sell more, but I hope there is some simple explanation here.
- Slate Office REIT issued a meaningless statement in response, saying that they were “working hard” to enhance shareholders’ value.
The only sentence worth mentioning is the following:
In these conversations, Mr. Armoyan expressed interest in acquiring certain of the REIT’s assets located in Atlantic Canada.
Source: Slate Office REIT Issues Statement Regarding Unitholder Letter
If it is true, and Armoyan’s goal is not to turn around weighed down by fees REIT, but simply grab the Atlantic portfolio for a low price and move on, the future for small shareholders might not be as bright as one might hope.
Another confusing point, though.
- Today SOT.UN management announced a review of strategic alternatives, basically confirming that they were not doing enough before. Let’s wait and see what “value enhancing” ideas they have now.
I’m not buying more shares until things clear up.