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Copyright © 2022 TERANET

Teranet Announces Closing of $500 Million Senior Secured Bond Offering and Redemption of 3.646% Series 2015-1 Senior Secured Bonds

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

Toronto, ON – February 23, 2022 – Teranet Holdings LP (“Teranet”) is pleased to announce the closing of its offering of $500 million 3.719% Series 2022-1 Senior Secured Bonds maturing February 23, 2029.  The bonds were issued pursuant to the Master Trust Indenture dated December 16, 2010 and a Supplemental Indenture. The bonds are secured and rank equally with Teranet’s other senior obligations.

The offering was made on an agency basis by a syndicate of agents co-led by RBC Dominion Securities Inc. and BMO Nesbitt Burns Inc., and included Scotia Capital Inc., CIBC World Markets Inc., TD Securities Inc., and National Bank Financial Inc. The bonds are rated BBB (Stable trend) by DBRS Morningstar, and BBB (Stable outlook) by S&P Global Ratings.

The primary use of the proceeds from the 2022-1 Senior Secured Bond issue is to refinance the $200 million 3.646% Series 2015-1 Senior Secured Bonds due to mature on November 18, 2022. Accordingly, Teranet gave notice of early redemption of the entire principal amount of the Series 2015-1 Senior Secured Bonds on February 10, 2022. The redemption price for the bonds will be calculated in accordance with the applicable indenture. The excess proceeds from the issue will be used for general corporate purposes, which may include a distribution to the partners of Teranet.

Kerri Brass, Teranet’s Senior Vice-President, Finance and Chief Financial Officer, said, “We were pleased with the strong investor appetite for the Teranet issuance. The success of our offering demonstrates that investors continue to understand and embrace the long term fundamentals of the real estate market that underpin Teranet’s key registration, search and writ volumes. Our solid relationship with investors and strong financial performance allowed us to re-finance and significantly upsize our upcoming maturity at terms that were advantageous to the company.”

About Teranet
Teranet is Canada’s leader in the delivery and transformation of statutory registry services with extensive expertise in land and commercial registries. It also provides insightful property intelligence and data solutions to thousands of customers in the real estate, financial services, government, utilities, and legal markets. Founded in 1991, Teranet operates the Electronic Registration System for the Province of Ontario, the Land Titles and Personal Property registries end-to-end for the Province of Manitoba, and Collateral Management Solutions—the market leader in Canadian lien registration and search, asset recovery services, and insolvency management. Most recently, Teranet expanded its global footprint by acquiring Foster Moore. This acquisition expands its registry solutions to include commercial off-the-shelf registry software that delivers operational cost reductions, enhanced security, and process improvements. Teranet is proud to be recognized as one of Greater Toronto’s Top 100 Employers for six years in a row (2017 – 2022). Teranet is owned by OMERS, one of Canada’s largest defined benefit pension plans, and is managed by OMERS Infrastructure, which invests globally on behalf of OMERS. www.teranet.ca

For more information please contact:
Kerri Brass, Senior Vice-President, Finance and Chief Financial Officer
Tel (416) 570-6723

Notice: The Series 2022-1 Senior Secured Bonds have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered, sold or delivered in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy any of the Series 2022-1 Senior Secured Bonds in the United States or in any other jurisdiction where such offer or solicitation is unlawful. No securities regulatory authority has either approved or disapproved of the contents of this news release.

Caution Regarding Forward-Looking Statements: Some of the statements contained in this press release may constitute forward-looking statements. Forward-looking statements include the expected use of proceeds, the timing of the redemption of the Series 2015-1 Senior Secured Bonds and the closing of Series 2022-1 Senior Secured Bonds. Often, but not always, forward-looking information can be identified by the use of forward-looking terminology such as “may”, “will”, “expect”, “believe”, “estimate”, “plan”, “could”, “should”, “would”, “outlook”, “forecast”, “anticipate”, “foresee”, “continue” or the negative of these terms or variations of them or similar terminology. Forward-looking information is based on the reasonable assumptions, estimates, analysis and opinions of management of Teranet made in light of its experience and perception of trends, current conditions and expected developments, as well as other factors that management of Teranet believes to be relevant and reasonable at the date that such statements are made, and is subject to known and unknown risk and uncertainties. These assumptions may not materialize. As a result, actual future results may vary materially from those expressed or implied in the forward-looking information, and Teranet’s business, financial condition and results of operations could be materially and adversely affected by numerous factors, including such known and unknown risks and uncertainties. A variety of factors, many of which are beyond the control of Teranet, may cause actual future results to differ materially from the expectations expressed in the forward-looking statements.