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Temple REIT announces terms for the previously announced public offering of trust units and convertible debentures

6 January 2007

Temple Real Estate Investment Trust ("Temple REIT") (TSX-V: TR.UN) announced today that it has determined the terms of the previously announced offering (the "Offering") of trust units (the "Units") and 5-Year Series A Convertible Redeemable Debentures (the "Debentures"). The Offering is being placed on a best effort basis by a syndicate led by Blackmont Capital Inc., and including Wellington West Capital Inc., Dundee Securities Corporation, Raymond James Ltd., HSBC Securities (Canada) Inc. and Westwind Partners Inc. (collectively, the "Agents") pursuant to a long form prospectus dated December 28, 2006 (the "Prospectus").


The Units component of the Offering will be comprised of a minimum of $10,000,000 and up to a maximum of $29,000,000 of Units, with each Unit priced at $5.00. The Debentures component of the Offering will be comprised of a minimum of 100,000 and a maximum of 140,000 Debentures, each having a principal amount of $100, for total aggregate principal in the minimum amount of $10,000,000 and up to a maximum amount of $14,000,000. The Debentures will bear interest at a rate of 7.5% per annum, with semi-annual interest payments, and will mature on March 31, 2012. At the option of the holder, the Debentures will be convertible into Units of Temple REIT at any time prior to the maturity date at a conversion price of $5.75 per Unit, subject to the provisions of the trust indenture governing the Debentures. The other material terms of the Debentures, including the right of Temple REIT to redeem the Debentures and to satisfy its obligations upon the redemption or maturity of the Debentures through the issuance of Units, are described in the Prospectus.


The Offering of Units and Debentures will result in minimum aggregate gross proceeds of $20,000,000 and maximum aggregate gross proceeds of $43,000,000. Temple REIT has granted an option to the Agents, exercisable in whole or in part, to purchase additional Units and Debentures in an amount of up to 12% of the Units and Debentures sold pursuant to the Offering.


The TSX Venture Exchange (the "Exchange") has conditionally approved the listing of the additional Units and the Debentures sold pursuant to the Offering and the additional Units issuable upon conversion of the Debentures. Listing is subject to Temple REIT satisfying all requirements of the Exchange.


Temple REIT intends to use the net proceeds of the offering to fund the acquisition of additional hotel properties and assets and for general purposes, as more particularly disclosed in the Prospectus.


Temple REIT is a real estate investment trust, which is listed on the TSX Venture Exchange under the symbol TR.UN. The objective of Temple REIT is to provide Unitholders with stable cash distributions from investment in a geographically diversified portfolio of hotel properties, primarily in Canada. There are currently 2,345,837 trust units outstanding. For further information on Temple REIT, please visit our website at www.treit.ca.


The TSX Venture Exchange has neither approved nor disapproved the


contents of this press release. The TSX Venture Exchange does not accept


responsibility for the adequacy or accuracy of this press release.


This press release contains forward-looking statements. Temple REIT is subject to significant risks and uncertainties which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied in these forward-looking statements. Such risk factors include, but are not limited to, risks associated with real property ownership, the impact of general economic conditions, industry conditions, interest rate fluctuations, tax-related risk factors, governmental regulation, environmental risks, competition from other industry participants, stock market volatility, the ability to access sufficient capital from internal and external sources and the risk of fluctuation and variation in actual operating results, which variation may be material. Temple REIT cannot assure investors that actual results will be consistent with any forward-looking statement and does not assume any obligation to update or revise such forward-looking statements to reflect actual events or new circumstances, except as expressly required by applicable securities laws.


For further information: Arni Thorsteinson, Chief Executive Officer or Gino Romagnoli, Chief Financial Officer, Tel: (204) 475-9090, Fax: (204) 452-5505, Email: info@treit.ca

Source: newswire





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