REIT Notes Program Ltd

Early Warning Report Filed Pursuant To National Instrument 62-103

TORONTO, Nov. 23, 2020 /PRNewswire/ -- This press release is being disseminated by REIT Notes Program Ltd. (the "Acquiror"), as required by National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, in connection with the filing of an early warning report regarding the acquisition of units ("Units") of Inovalis Real Estate Investment Trust (the "REIT").

The REIT, through one of its subsidiaries, issued three convertible notes to the Acquiror on June 22, 2017, October 4, 2017 and April 19, 2018 in the initial denominations of €9,146,000, €7,262,000, and €3,584,000, respectively (the "Notes"). The Notes are each subject to put/call agreements whereby the Acquiror has the right (the "Put Right") to transfer all or any portion of any of the Notes to the REIT in consideration for Units based on certain conversion prices, which represent the market price of the Units based on a five-day weighted-average closing price prior to each issuance date of Notes.

On November 3, 2020 and November 5, 2020, the Acquiror exercised the Put Right in respect of the entire outstanding principal amount of each of the Notes. As a result, the Acquiror acquired 4,489,127 Units, representing an approximate 14% ownership interest in the REIT, for a total purchase price of $35,033,950. The Acquiror previously did not own any Units.

The head office of the REIT is located at:
151 Yonge Street, 11^th Floor
Toronto, Ontario
M5C 2W7

The address of the Acquiror is:
c/o MaplesFS Limited
PO Box 1093
Queensgate House, Grand Cayman
KYl-1102, Cayman Islands

A copy of the Early Warning Report to which this press release relates can be obtained from REIT Notes Program Ltd with the address of c/o Maples Corporate Services Limited, PO Box 309, Ugland House, South Church Street, Grand Cayman, Cayman Islands KY1-1104 or on the SEDAR profile of the REIT at www.sedar.com.