Dream Unlimited Corp. and Dream Office REIT Announce Reorganization of Dream Office REIT Management Structure - Seite 2

Following this reorganization the REIT will continue to focus on the creation of long term unitholder value and continues to be positioned to thrive in the current economy with an emphasis on customer service, tenant retention, operating excellence and adding value to its assets. The current environment rewards internal growth from leasing and increasing leasable area compared to the environment of value creation from external growth that was available until two years ago. The REIT has repurchased 1.66 million REIT Units for a total cost of $43 million under its normal course issuer bid since mid-November, 2014 and has sold or is under contract to sell $106 million of properties since the beginning of 2014. The restructured management arrangements as a result of today's reorganization is further value creation for the benefit of REIT Unitholders.

The following are key benefits for the REIT of today's reorganization:

• Results in the cost-effective elimination of the annual asset management fee based on the gross value of assets managed, the annual acquisition fee and capital expenditure fees for the REIT which better aligns the management structure of the REIT with the interests of its unitholders
• Immediately accretive to adjusted funds from operations in an estimated amount of $0.034 per REIT Unit
• The elimination of the capital expenditure fee of 5% should create significant future savings for the REIT as the REIT expects to undertake many new capital improvement and revenue enhancing opportunities in its buildings
• Maintains the ability of the REIT to draw upon the expertise of the acquisition and financing teams at Dream on a cost-recovery basis
• Results in the better alignment of Dream Unlimited Corp. with the interests of the REIT Unitholders as it, together with Michael Cooper, becomes the largest REIT Unitholder and retains an incentive fee tied to increases in the net asset value of the REIT
• The purchase price associated with the reorganization does not use existing cash resources of the REIT
• Dream has agreed not to dispose of its exchangeable limited partnership units acquired as part of the reorganization (or the 4,850,000 REIT Units obtained upon exchange) until the earlier of the termination of the Management Services Agreement and the fifth anniversary of today's reorganization
• Results in the REIT continuing to benefit from Dream's platform, relationships and management style while operating under a more efficient cost structure
• Removes a significant impediment to an acquisition of control transaction for the REIT

The reorganization provides Dream with fair consideration in the form of a significant ownership stake in the REIT, continues Dream's participation in the strategic direction of the REIT through the Management Services Agreement and representation on the Board of Trustees and retains an incentive fee tied to an increase in the net asset value of the REIT as a result of all of which Dream expects to benefit from the continuing success of the REIT.