Five institutional investors plan to vote against H&R REIT takeover
Key Facts
Five institutional investors plan to vote against GO Residential and a buyers’ consortium’s acquisition of all H&R REIT assets, Bloomberg reported on Nov. 12. The opposing parties include the British Columbia Investment Management Corporation, the New York City Comptroller, Norwegian pension fund KLP, the California State Teachers’ Retirement System and the Florida State Board of Administration. Proxy advisers ISS and Glass Lewis also recommended rejecting the deal. That puts the transaction before a special vote the following day, amid objections from institutions that hold units in the trust. The deal requires approval from different classes of unitholders before it can close.
Bloomberg said four parties had previously announced their opposition: RBC Global Asset Management, Mill Pond Capital, Scheer Rowlett & Associates and Sandpiper Asset Management. Those parties own or control, according to Bloomberg’s estimate, about 19 million H&R units. The four holdings represent nearly 7% of units outstanding as of Nov. 11, 2026. This announced opposition adds to the position of the five investors planning to vote against the deal. The disclosed size of the holdings shows that the vote is taking place amid objections from multiple institutional investors.
H&R announced the agreement on Aug. 11, 2026, under which GO Residential and the buyers’ consortium would acquire all of the trust’s assets. Under the announced terms, H&R unitholders would receive C$4.28 in cash, plus 0.5688 of a GO Residential unit for each H&R unit they own. At the announcement, the company estimated total consideration at about C$12.01 per H&R unit, based on GO Residential’s unit closing price on Aug. 10 and the Bank of Canada exchange rate. The consideration thus combines cash with units in the entity connected to the deal. No more recent figure for the consideration was established in the open official disclosure.
H&R said the consideration estimated at the announcement represented a premium of about 14.5% to its unit price on June 10, 2026, the last trading day before speculation about the deal emerged. It said the agreement followed a multi-year strategic review that considered the available options, including the trust remaining independent. The independent trustees, according to the company, concluded that the deal was the best available course after weighing the risks of remaining independent and other alternatives. Those trustees recommend voting in favor of the deal. H&R says the transaction will increase funds from operations, or FFO, and adjusted funds from operations, or AFFO, per unit.
Based on H&R’s pro forma estimates after the deal closes, its unitholders would own about 68% of GO Residential Operating LLC, GO Residential’s operating company. The arrangement is part of a deal involving a Blackstone-affiliated fund, a partnership managed by Crestpoint and a company controlled by members of the Tom Hofstetter family. The official disclosure describes the transaction as an acquisition of all H&R assets. The expected ownership stake gives H&R unitholders participation in the operating entity after the deal closes. Unitholder approval remains a necessary condition before it can proceed.
Approval of the deal requires two-thirds of votes cast, as well as a simple majority of votes cast by unitholders unaffiliated with CRAL and its joint actors. H&R set the special meeting for Nov. 13, 2026, at 10:30 a.m. Toronto time, online with a live audio webcast. Unitholders of record on Oct. 2, 2026, are entitled to vote, including holders of Class B exchangeable limited partnership units. The two voting requirements make measuring support among all voters and unaffiliated holders part of determining the deal’s outcome. The meeting comes days after investors announced their opposition.
H&R’s portfolio, according to company data as of June 30, 2026, comprised 107 properties with a total area of 20.526 million square feet. The company estimated the fair market value of its investment properties at C$6.566 billion on that date. The portfolio includes 26 residential properties, 68 industrial properties, 12 office properties and one retail property. This breakdown offers a picture of the assets covered by the agreement to acquire the trust’s entire portfolio. Attention now turns to the result of the unitholder vote scheduled for Nov. 13.