Axia Real Assets Submits Fully Financed, Non-Binding Offer, Supported by the REIT’s Largest Unitholder, to Acquire All of the Units of Plaza Retail REIT at $5.28 Per Unit in Cash, Valuing the REIT at $1.23 Billion

Maximizes Value and Provides Immediate Liquidity to Plaza Unitholders

TORONTO, July 7, 2026 /CNW/ – Axia Real Assets LP (“Axia“) announced today that on June 8, 2026 it submitted a non-binding offer to the Board of Trustees (the “Board“) of Plaza Retail REIT (the “REIT“), to acquire (the “Proposed Transaction“) all of the issued and outstanding trust units (the “Units“) of the REIT at a price of $5.28 per Unit (the “Proposed Purchase Price“). The Proposed Transaction values the REIT at approximately $1.23 billion, including approximately $670 million of debt.

The Proposed Purchase Price of $5.28 per Unit represented a 20.8% premium to the 90 day volume-weighted average price of the Units on the Toronto Stock Exchange (the “TSX“) as of the close of trading on June 8, 2026, the day Axia’s offer was delivered to the Board. The Proposed Purchase Price also represented an approximately 19.5% premium to the closing trading price of the Units on June 8, 2026.

The Proposed Transaction is not subject to any financing or due diligence conditions. Axia obtained committed financing to deliver all amounts required to be paid in connection with the Proposed Transaction, including to the extent necessary, to refinance any existing indebtedness of the REIT that may be accelerated as a result of the consummation of the Proposed Transaction. Included as part of this was a financing commitment from a Canadian Schedule I Bank.

Axia believes the Proposed Transaction remains compelling — delivering a significant premium and immediate liquidity to holders of Units (the “Unitholders“) — and is a superior alternative to remaining invested in a small-cap, illiquid REIT that lacks the access to capital needed to grow its free cash flow and resulting distributions, which have remained flat for eight years under a structurally constrained AFFO payout ratio.

Axia is calling on Unitholders to require that the Board engage on Axia’s offer and take the necessary steps to complete the Proposed Transaction.

WHY DOES THIS TRANSACTION MAKE SENSE FOR PLAZA RETAIL REIT UNITHOLDERS?

• Significant Premium, Liquidity and Certainty of Value. The Proposed Transaction would immediately crystallize full and certain value by providing for 100% cash consideration for the Units and immediate liquidity while removing financing, market, regulatory and business plan execution risks to Unitholders.
• Fully Financed All-Cash Offer. The Proposed Transaction is highly credible and is not subject to any financing or due diligence conditions.
• Support from the REIT’s Largest Unitholder. Morguard Corporation, the REIT’s largest unitholder owning approximately 15.3% of issued and outstanding Units, has notified Axia and the REIT that it is strongly supportive of the Proposed Transaction and is prepared to vote all of its Units in favour of the Proposed Transaction at any meeting of Unitholders to approve the Proposed Transaction.
• Ability to Move Expeditiously. Axia has completed extensive due diligence on the REIT during a period of exclusivity previously granted to Axia and delivered a draft definitive arrangement agreement to the REIT on May 20, 2026, and is willing and able to move expeditiously to consummate the Proposed Transaction.

OFFER PRESENTS A SUPERIOR ALTERNATIVE TO THE EXISTING REIT STRUCTURE

The existing structure objectively suffers from several issues, namely:

• Perpetual Discount to NAV. The REIT has traded at a discount to sell-side NAV since its inception as a real estate investment trust while institutional ownership in small-cap REITs continues its secular decline.
• Stagnant Distributions. The REIT has not increased distributions to Unitholders since 2018 with no clear path to growth, as it is weighed down by continued rising debt costs and no access to accretive capital.
• Shrinking Portfolio. In 2022, the REIT owned 253 properties and now owns only 190 properties as sales continue to be used to finance capital expenditures while access to growth capital in a small public vehicle remains constrained.
• Illiquid Units. The REIT traded on average ~$212,000 worth of unit value on a daily basis over the last year, making it the most illiquid TSX-listed REIT with a market cap greater than $500 million.

BACKGROUND TO THE PROPOSED TRANSACTION

• Respectfully Seeking Engagement. Axia has sought constructive engagement in good faith for more than two years with the REIT’s Board to negotiate a transaction to provide Unitholders with an opportunity to achieve liquidity at a premium on their investment that is unavailable to them otherwise.
• Significantly Improved, Fully Financed Offers. Since Axia’s first offer on May 17, 2024, at the Board’s request, it subsequently submitted improved offers that were all highly credible and fully financed. Each improved offer represented a meaningful premium to the then trading price of the Units. Since granting exclusivity at $4.70 per Unit in December 2024, Axia significantly raised its recent offer to $5.28 per Unit, while continuing to engage in good faith.
• Final Market Clearing Offer Dismissed. Following both Axia’s May 20, 2026 offer and Axia’s June 8^th market clearing offer of $5.28 per Unit, the Board has refused to meaningfully engage or provide any specific feedback. Axia believes the REIT has had more than ample time to review and diligence the Proposed Transaction in accordance with its fiduciary duties and provide meaningful feedback to Axia.

ABOUT AXIA

Axia Real Assets was founded in 2021 with a focus on investments in grocery-anchored real estate and last-mile industrial properties. Through long-standing relationships, Axia connects investors with high-quality real estate and real estate-related investment opportunities across sectors and capital structures, underpinned by rigorous underwriting and a transparent approach. These opportunities are further enhanced by Axia’s track record of building and acquiring platforms to deliver best-in-class operational execution and outcomes for its investors.

ADVISORS

Colliers Capital Markets is acting as lead financial and real estate advisor to Axia along with National Bank of Canada Capital Markets as co-financial advisor and Stikeman Elliott LLP is acting as legal advisor to Axia.

READER ADVISORIES

This news release does not constitute an offer to buy or an invitation to sell, or a solicitation of an offer to sell or invitation to sell, any of the securities of the REIT. This news release is being provided for informational purposes to Unitholders and does not constitute a “take-over bid” for the Units nor is it intended to qualify as notice of Axia’s intention to commence a “take-over bid” (in each case as such term is defined in National Instrument 62-104 – Take-Over Bids and Issuer Bids).

There can be no assurance that the proposal described herein will result in a completed transaction. The proposal is non-binding only, and no binding agreement with respect to a transaction will arise unless and until the parties enter into a definitive agreement or Axia otherwise proceeds with a transaction in accordance with applicable law. The consummation of any transaction would be subject to, among other things, the satisfaction of applicable conditions, including receipt of all necessary regulatory approvals and other approvals required by law. There is no assurance that the conditions to completion of any transaction will be satisfied or that any transaction will be consummated on the terms described herein, or at all.

Axia does not intend to make any further public comment regarding the Proposed Transaction unless and until it determines that further disclosure is appropriate or required by law. Axia reserves all rights with respect to the form, structure and terms of any transaction it may pursue, as well as the right to withdraw or modify this proposal at any time for any reason.

SOURCE Axia Real Assets LP