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Press release from CNW Group

Morguard North American Residential REIT files preliminary prospectus for initial public offering

Monday, March 05, 2012

Morguard North American Residential REIT files preliminary prospectus for initial public offering14:15 EST Monday, March 05, 2012/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES/MISSISSAUGA, ON, March 5, 2012 /CNW/ - Morguard Corporation (TSX: MRC) and Morguard North American Residential Real Estate Investment Trust (the "REIT") announced today that the REIT has filed, and obtained a receipt for, a preliminary prospectus for its initial public offering of trust units with the securities commissions of all provinces and territories in Canada. The proposed offering will be underwritten by a syndicate of underwriters co-led by RBC Capital Markets and TD Securities, and including CIBC, BMO Capital Markets, Scotiabank, HSBC Securities (Canada) Inc., National Bank Financial Inc., Canaccord Genuity Corp. and Dundee Securities Ltd.On closing of the initial public offering, it is expected that Morguard Corporation (collectively, with its affiliates, "Morguard") will directly or indirectly hold a significant interest in the REIT. Morguard's experienced multi-unit residential real estate team will externally administer and operate the REIT's properties.The preliminary prospectus has not yet become final for the purpose of a distribution of securities to the public. This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale or any acceptance of an offer to buy these securities in any province or territory of Canada prior to the time a receipt for the final prospectus or other authorization is obtained from the securities commission or similar authority in such province of territory. Copies of the preliminary prospectus will be available on SEDAR at www.sedar.com.Completion of the initial public offering of trust units is subject to and conditional upon the receipt of all necessary approvals, including regulatory approvals.The trust units 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 trust units in the United States or to, or for the account or benefit of, U.S. Persons.About Morguard North American Residential REITThe REIT is an unincorporated, open-ended real estate investment trust established under the laws of the Province of Ontario. The REIT has been formed to own multi-unit residential properties in Canada and the United States. Concurrently with the completion of the initial public offering of trust units, the REIT will indirectly acquire, through a limited partnership, interests in a portfolio of 14 Canadian multi-unit residential properties and three U.S. multi-unit residential low rise properties (collectively, the "Initial Properties") currently operated and owned or co-owned by affiliates of Morguard. The Initial Properties consist of interests in 5,439 residential suites that are located in Ontario, Alberta and Louisiana and have been assembled from Morguard's portfolio of residential properties.About Morguard Morguard is a real estate investment company whose principal activities include the acquisition, development and ownership of commercial and multi-unit residential real estate properties. Morguard currently owns interests in a diversified portfolio of 101 office, industrial, retail and multi-unit residential properties (including the Initial Properties) located across Canada and the United States. As of December 31, 2011, Morguard's owned and managed portfolio of retail, office and industrial properties consisted of approximately 54.3 million square feet of gross leasable area and had an estimated market value in excess of $11.4 billion. Morguard owns approximately 44.8% of the units of Morguard Real Estate Investment Trust. Morguard provides advisory and management services to institutional and other investors through Morguard Investments Limited and Morguard Residential.Forward-Looking StatementsThis press release may contain forward-looking information within the meaning of applicable securities legislation, which reflects Morguard's and the REIT's current expectations regarding future events. 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 Morguard's or the REIT's control, that could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking information. Such risks and uncertainties include, but are not limited to, failure to complete the initial public offering of trust units and related transactions, and the factors discussed under "Risk Factors" in the preliminary prospectus of the REIT dated March 2, 2012. Neither Morguard nor the REIT undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.For more information, visit Morguard's website at www.morguard.com and the REIT's and Morguard's respective issuer profiles at www.sedar.com.For further information: Morguard Corporation and Morguard North American Residential REIT K. (Rai) Sahi Chief Executive Officer (905) 281-3800 Paul Miatello Chief Financial Officer (905) 281-3800