H&R Real Estate Investment Trust has entered into an agreement to be acquired in a transaction valued at approximately C$6.7 billion, including assumed debt, by GO Residential REIT and a consortium that includes Blackstone Real Estate, Crestpoint Real Estate Investments, PSP Investments and a company controlled by members of H&R Executive Chairman and CEO Tom Hofstedter’s family.
Under the agreement, H&R unitholders will receive C$4.28 in cash plus 0.5688 GO Residential REIT units for each H&R unit they own.
The consideration was valued at C$12.01 per H&R unit based on GO REIT’s closing price and the prevailing Canadian/U.S. dollar exchange rate on August 10, 2026. The transaction is expected to close in the fourth quarter of 2026, subject to unitholder, court and regulatory approvals and other customary conditions.
The C$12.01 per-unit consideration represents a 14.5% premium to H&R’s unaffected closing price on June 10, the final trading day before media reports emerged about a potential transaction involving Blackstone.
The deal implies approximately C$3.4 billion of equity value and C$6.7 billion of enterprise value for H&R.
H&R’s board, with interested trustees abstaining, unanimously recommends that unitholders vote in favor of the transaction at a special meeting expected in October.
The deal concludes H&R’s multi-year effort to simplify its portfolio and increase its focus on residential real estate.
Following completion, existing H&R unitholders are expected to own approximately 66.9% of GO REIT on a pro forma basis.
The combined residential portfolio is expected to comprise 35 properties and more than 13,300 residential suites across eight markets and four states.
H&R contributes 27 properties and approximately 10,300 suites across seven Sunbelt markets and New York, while GO REIT currently owns ten properties totaling 3,034 suites in the New York City metropolitan area.
Two trustees nominated by H&R are expected to join GO REIT’s board following the transaction.
GO REIT management expects the deal to be accretive to funds from operations and adjusted funds from operations per unit.
The transaction is also expected to reduce GO REIT’s pro forma leverage by more than approximately two turns at closing while creating a larger residential platform with broader geographic exposure.
GO REIT’s existing executive team will lead the combined residential company, including CEO Josh Gotlib, President Matthew Keller, COO Max Kaufman and CFO Peter Sweeney.
The GO REIT units issued to eligible Canadian-resident H&R unitholders are structured to qualify for a tax-deferred rollover.
The transaction involves multiple buyers acquiring different portions of H&R’s portfolio.
GO REIT will acquire H&R’s 23 Lantower residential properties across three Sunbelt states, H&R’s 50% interest in the Jackson Park luxury apartment complex in New York, the Gotham Centre office property in New York, a 50% stake in Miami’s River Landing mixed-use property and Lantower’s Dallas headquarters building.
As part of that consideration, GO REIT will assume H&R’s Series S and Series T unsecured debentures with an aggregate principal amount of C$550 million, along with approximately US$1.1 billion of related property-level debt.
Blackstone will acquire certain Canadian industrial properties for cash, while Crestpoint and PSP Investments will purchase Canadian industrial assets in which they already hold co-ownership interests.
CRAL, a company controlled by members of the Hofstedter family, will acquire H&R’s remaining non-core assets for cash, subject to the transaction’s conditions.
GO REIT, which currently trades in U.S. dollars on the Toronto Stock Exchange, also plans to introduce a Canadian dollar-denominated TSX listing before closing. That listing is a condition of the arrangement and is intended to broaden the REIT’s potential investor base.
The agreement includes customary protections permitting either H&R or GO REIT to accept a superior proposal under specified conditions and subject to matching rights.
H&R would owe an approximately C$102 million termination fee in certain circumstances, while GO REIT would owe approximately C$27 million if it accepts a superior proposal under specified conditions.
A C$136 million reverse termination fee could become payable by the purchaser to H&R if the purchaser fails to fund the cash consideration in certain circumstances.
H&R’s independent trustees conducted the transaction process with separate financial and legal advisors following the REIT’s strategic review during 2025.
CIBC World Markets and National Bank of Canada Capital Markets provided fairness opinions, with National Bank also providing independent formal valuations.
The transaction is expected to create the second-largest residential REIT on the TSX by enterprise value and increase GO REIT’s equity float capitalization to approximately four times its current level.
Completion requires multiple levels of H&R unitholder approval, approval from GO REIT unitholders, approval from the Alberta Court of King’s Bench, clearance under Canada’s Competition Act and satisfaction of other customary closing conditions.
Both H&R and GO REIT plan to hold special unitholder meetings in October 2026.
Following completion, H&R’s units are expected to be delisted from the Toronto Stock Exchange, and H&R intends to apply to cease being a reporting issuer across Canada.
KEY QUOTES:
“This Transaction delivers immediate cash and GO REIT unit consideration at a meaningful premium and establishes H&R unitholders as significant partners in a larger, stronger, pure-play residential platform with considerable upside potential. Following last year’s exhaustive and independent review of H&R’s strategic alternatives, the Independent Trustees are confident this Transaction represents the best path forward for our unitholders.”
Stephen Gross, Independent Lead Trustee Of H&R REIT
“This is a transformational transaction for GO REIT and H&R unitholders. GO REIT has built one of the highest-quality luxury residential portfolios in New York City, and H&R adds to that foundation with its portfolio of exceptional residential assets across the highest-growth Sunbelt markets in the United States. Together, we are establishing GO REIT as a leading luxury residential REIT with New York City and Sunbelt exposure, a platform with the scale, balance sheet strength, and geographic diversification to compete for a broader category of investors. We are excited to welcome H&R unitholders as our partners.”
Josh Gotlib, CEO Of GO Residential REIT
