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Annual Information Form 2014

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Annual Information Form 2014 SLATE GROCERY REIT ANNUAL INFORMATION FORM For the Year Ended December 31, 2020 Dated February 23, 2021 TABLE OF CONTENTS INFORMATION ..................................................................................................................................................... 1 FORWARD-LOOKING STATEMENTS ................................................................................................................ 1 NON-IFRS MEASURES ....................................................................................................................................... 2 ORGANIZATIONAL STRUCTURE ....................................................................................................................... 2 GENERAL DEVELOPMENT OF THE BUSINESS ............................................................................................... 4 DESCRIPTION OF THE BUSINESS .................................................................................................................... 5 Overview ........................................................................................................................................................ 5 Manager ......................................................................................................................................................... 6 Objectives....................................................................................................................................................... 6 Growth Strategies .......................................................................................................................................... 6 Competitive Conditions for Real Property Investments ................................................................................. 7 PROPERTIES OF THE REIT ............................................................................................................................... 7 Overview ........................................................................................................................................................ 7 Geographic Diversification ........................................................................................................................... 11 Occupancy and Leasing ............................................................................................................................... 12 Tenant Mix.................................................................................................................................................... 13 Fifteen Largest Parent Company Tenants ................................................................................................... 13 Fifteen Largest Tenants ............................................................................................................................... 13 DESCRIPTION OF THE PROPERTIES............................................................................................................. 16 MATERIAL SUBSIDIARIES ............................................................................................................................... 27 Slate Grocery Investment L.P. ..................................................................................................................... 27 Slate Grocery General Partner..................................................................................................................... 27 Slate Grocery One L.P. ................................................................................................................................ 27 Slate Grocery Two L.P. ................................................................................................................................ 29 U.S. Grocery Anchored Retail (1B) Limited Partnership .............................................................................. 31 INDEBTEDNESS AND OTHER OBLIGATIONS ................................................................................................ 32 Overview ...................................................................................................................................................... 32 STRATEGIC ACQUISITION LOANS ................................................................................................................. 33 INTEREST RATE SWAPS ................................................................................................................................. 34 RISK FACTORS ................................................................................................................................................. 34 Risk Factors Related to the Real Estate Industry ........................................................................................ 35 Risk Factors Related to the Business of the REIT ....................................................................................... 36 Risk Factors Related to the Units ................................................................................................................ 43 Risk Factors Related to Canadian Tax Matters ........................................................................................... 45 Risk Factors Related to U.S. Tax Matters .................................................................................................... 48 MARKET FOR SECURITIES ............................................................................................................................. 49 Trading Price and Volume............................................................................................................................ 49 Prior Sales .................................................................................................................................................... 50 ESCROWED SECURITIES ................................................................................................................................ 50 DISTRIBUTION POLICY AND HISTORY .......................................................................................................... 50 General ......................................................................................................................................................... 50 Distribution History ....................................................................................................................................... 51 Restrictions................................................................................................................................................... 52 CAPITAL STRUCTURE...................................................................................................................................... 52 Authorized Capital and Outstanding Securities ........................................................................................... 52 Units ............................................................................................................................................................. 52 Special Voting Units ..................................................................................................................................... 52 Conversion Rights ........................................................................................................................................ 53 DECLARATION OF TRUST ............................................................................................................................... 53 i General ......................................................................................................................................................... 53 Investment Guidelines .................................................................................................................................. 54 Operating Policies ........................................................................................................................................ 55 Amendments to Investment Guidelines and Operating Policies .................................................................. 57 Regulatory Conflict ....................................................................................................................................... 57 Meetings of Unitholders ............................................................................................................................... 57 Advance Notice Provision ............................................................................................................................ 58 Redemption Right ........................................................................................................................................ 59 Purchases of Units by the REIT ................................................................................................................... 60 Take-Over Bids ............................................................................................................................................ 60 Issuance of Units .......................................................................................................................................... 61 Non-Certificated Inventory System .............................................................................................................. 61 Limitation on Non-Resident Ownership ....................................................................................................... 61 Information and Reports ..............................................................................................................................
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