Unitholders will crystallize value with US$16.15 in cash for each Milestone Apartments REIT unit

DALLAS, Feb. 21, 2017 /CNW/ - Milestone Apartments Real Estate Investment Trust (TSX: MST.UN) ("Milestone" or the "REIT") today announced that Glass, Lewis & Co., LLC ("Glass Lewis"), a leading independent proxy voting advisory firm, has recommended that Milestone unitholders vote "FOR" the REIT's going private transaction.

In reaching its recommendation that Milestone unitholders vote "FOR" the transaction, Glass Lewis stated:

"Having considered both the opportunities and risks associated with the REIT's standalone alternative and growth plan, in the face of potentially negative headwinds on the horizon, and the time and risk-adjusted value that could reasonably be expected to accrue to unitholders under various alternatives, as compared to the all-cash, premium offer, we see a reasonable basis for the board's conclusion that the acquisition is in the best interests of the REIT and its unitholders at this time."

"In our view, the purchase price represents a compelling value at which Milestone unitholders can cash out their investment in the REIT and immediately realize an assured value, in cash, at a meaningful premium."

"Based on our own analyses, the valuation metrics referenced by the REIT and the fairness opinions of the two financial advisors, we believe the purchase price is fair and acceptable for Milestone unitholders. Not only does the purchase price imply meaningful premiums compared to the REIT's unaffected trading prices, it also implies premiums in terms of average price per apartment unit, capitalization rate and NAV."

"Based on these factors, along with the unanimous support of the special committee, we believe the proposed acquisition is in the best interests of unitholders."ⁱ

Welcoming Glass Lewis' favourable recommendation, Michael D. Young, Chair of the Board of Trustees and Chair of the Special Committee of the REIT, stated: "We are pleased that Glass Lewis has endorsed the transaction with Starwood, which delivers certain value in an increasingly uncertain environment. We thank our unitholders for their ongoing support and unanimously recommend that they realize the value of their investment by following the recommendations of Glass Lewis and the Board of Trustees and voting FOR the transaction."

Unitholders are reminded every vote counts regardless of how many units they own and to vote their proxies by 10:00 a.m. (Toronto time) on March 3, 2017.

If you have any questions, please contact Kingsdale Advisors at 1-866-851-3215 toll-free in North America, or 416-867-2272 outside North America or by email at [email protected].

About Milestone

The REIT is an unincorporated, open-ended real estate investment trust that is governed by the laws of Ontario. The REIT's portfolio consists of 78 multifamily garden-style residential properties, comprising 24,061 apartment units that are located in 16 major metropolitan markets throughout the Southeast and Southwest United States. The REIT is the largest real estate investment trust listed on the TSX focused solely on the United States multifamily sector. Milestone's vertically integrated platform employs more than 1,200 employees and manages more than 50,000 apartment units across the United States. For more information, please visit www.milestonereit.com.

About Glass Lewis

Glass Lewis is the leading independent provider of global governance services, helping institutional investors understand and connect with the companies they invest in. Glass Lewis empowers more than 1,200 institutional investors to make sound voting decisions at more than 20,000 meetings a year by uncovering and assessing governance, business, legal, political and accounting risks at issuers domiciled in 100 countries.

Milestone Forward-Looking Information

This news release may contain forward-looking statements (within the meaning of applicable securities laws) relating to the business of the REIT and the environment in which it operates. Forward-looking statements are identified by words such as "believe", "anticipate", "expect", "intend", "plan", "will", "may" and other similar expressions.  They are not guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. There can be no assurance that forward-looking statements will prove to be accurate as actual outcomes and results may differ materially from those expressed in these forward-looking statements. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, these forward-looking statements are made as of the date of this news release and, except as expressly required by applicable law, the REIT assumes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

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SOURCE Milestone Apartments REIT

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