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H&R REIT announces approval by unitholders of plan of arrangement
Friday, September 19, 2008 2:52 PM


/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES/
TSX SYMBOL: HR.UN

TORONTO, Sept. 19 /CNW/ - H&R Real Estate Investment Trust (the "REIT") (TSX: HR.UN) announced today that the REIT's unitholders approved an internal organization (the "Reorganization") of the REIT which was previously announced by the REIT in its May 16, 2008 Press Release. The Reorganization was approved by 99.8% of the votes cast in person or by proxy by the REIT's unitholders at the special meeting.

The Reorganization would result in the following:
(i)    the completion of certain transactions in the course of which each
       unitholder would receive, for each REIT unit held, a unit of a
       "sister" trust ("H&R Finance Trust"). Thereafter, each issued and
       outstanding REIT unit would trade together with a unit of H&R
       Finance Trust as a "Stapled Unit"; and
(ii)   the completion of certain transactions whereby H&R TT (LP) Inc., a
       wholly-owned subsidiary of the REIT, would ultimately transfer all
       of its assets (which primarily consist of an interest in a
       partnership that holds the Telus Tower in Calgary, Alberta) to the
       REIT.

The Reorganization will require the approval of the Court of Queen's Bench of Alberta, and the REIT has scheduled such approval for September 26, 2008. Subject to the Court's approval, the REIT anticipates that the effective date of the Reorganization will be October 1, 2008.

As described in more detail in the management information circular of the REIT dated August 20, 2008, Part XIII.2 of the Income Tax Act (Canada) (the "Tax Act") imposes a tax on each holder of REIT units that is neither a person resident in Canada for purposes of the Tax Act nor a "Canadian partnership" for purposes of the Tax Act (a "Non-Resident Holder") equal to 15% of the fair market value of the units of H&R Finance Trust at the time of their distribution. It is anticipated that each unit of H&R Finance Trust will have a fair market value of approximately $0.91 on October 1, 2008, being the effective date of the Reorganization, and therefore Part XIII.2 non-resident withholding tax of approximately $0.14 is required to be withheld in respect of each unit of H&R Finance Trust distributed to Non-Resident Holders. Non-Resident Holders are encouraged to consult their broker or investment adviser with regard to arrangements for remittance of any applicable Part XIII.2 non-resident withholding tax. On the effective date of the Reorganization the REIT will issue a press release (which will be made available on its website at www.hr-reit.com) disclosing the amount of non-resident withholding tax payable by Non-Resident Holders per Finance Trust Unit distributed. Unitholders are encouraged to review the management information circular of the REIT dated August 20, 2008 in detail for more information.

About H&R REIT

The REIT is a TSX-listed, open-ended real estate investment trust, which owns a North American portfolio of 34 office, 124 industrial and 129 retail properties comprising 43 million square feet, with a net book value of $4.4 billion. The foundation of the REIT's success is a disciplined strategy that leads to consistent and profitable growth.

(Source: CNW )


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