MORGUARD NORTH AMERICAN RESIDENTIAL REIT ANNOUNCES CLOSING OF OVER-ALLOTMENT OPTION IN CONNECTION WITH ITS RECENTLY COMPLETED PUBLIC OFFERING OF $50 MILLION OF CONVERTIBLE DEBENTURES

TSX SYMBOL: MRG.UN

      /NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES WIRE SERVICES/

MISSISSAUGA, ON, March 17, 2023 /CNW/ - Morguard North American Residential Real Estate Investment Trust (the "REIT") (TSX: MRG.UN) announced today that it has successfully closed the issuance of an additional $6 million aggregate principal amount of its 6.00% convertible unsecured subordinated debentures due March 31, 2028 (the "Debentures") pursuant to the partial exercise of the over-allotment option granted by the REIT to the syndicate of underwriters in connection with the REIT's previously announced offering of $50 million aggregate principal amount of Debentures, which closed on March 9, 2023. The gross proceeds from the offering (the "Offering"), including the proceeds from the exercise of the over-allotment option, are $56 million. The Debentures are listed on the Toronto Stock Exchange under the symbol MRG.DB.B.

The REIT intends to use the net proceeds from the Offering, together with existing liquidity, to fund the redemption on March 24, 2023 of all of the REIT's 4.50% convertible unsecured subordinated debentures (current outstanding principal balance of $85.5 million).

The syndicate of underwriters was co-led by RBC Capital Markets, TD Securities Inc. and Scotiabank, with RBC Capital Markets and TD Securities Inc. acting as bookrunners.

The Debentures, and the units of the REIT underlying the Debentures, have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered, sold or delivered, directly or indirectly, in the United States or to, or for the account or benefit of, "U.S. persons" (as defined in Regulation S under the United States Securities Act of 1933, as amended). This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States or to, or for the account or benefit of, U.S. Persons.

About Morguard North American Residential REIT

The REIT is an unincorporated, open-ended real estate investment trust which owns, through a limited partnership, interests in Canadian residential apartment communities, located in Alberta and Ontario, and U.S. residential apartment communities located in Colorado, Texas, Louisiana, Illinois, Georgia, Florida, North Carolina, Virginia and Maryland.

For more information, please visit Morguard.com.

Certain information in this press release may constitute forward-looking statements that involve a number of risks and uncertainties, including statements regarding the outlook for the REIT's business results of operations, proposed use of proceeds from the Offering (including any redemption) and the timing thereof. Forward-looking statements use the words "believe," "expect," "anticipate," "may," "should," "intend," "estimate" and other similar terms, which do not relate to historical matters. Such forward-looking statements involve known and unknown risks and uncertainties and other factors that may cause the actual results to differ materially from those indicated. Such factors include, but are not limited to, general economic conditions, both nationally and in the regions in which the REIT operates; changes in business strategy or development/acquisition plans; environmental exposures; financing risk; existing governmental regulations and changes in, or the failure to comply with, governmental regulations; liability and other claims asserted against the REIT, and other factors referred to in the REIT's filings with Canadian securities regulators. The REIT believes that the expectations reflected in forward-looking statements are based on reasonable assumptions; however, the REIT can give no assurance that actual results will be consistent with these forward-looking statements. Except as required by applicable law, the REIT disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise. Readers should be cautioned not to place undue reliance on the forward-looking statements.

SOURCE Morguard North American Residential Real Estate Investment Trust

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