SmartCentres Announces Filing of Information Circular in Connection with Annual Unitholders' Meeting

Executive Summary

• SmartCentres REIT announced new five‑year arrangements with Penguin Group and a five‑year extension of its Executive Chairman/CEO’s employment agreement.
• The agreements, effective Jan. 1 2026, modernize the relationship between the Trust and Penguin and provide continuity of leadership through Dec. 31 2030.
• Management estimates the arrangements will increase G&A expenses by roughly $1.5 million per quarter.

Key Details

• The agreements were approved by an Independent Committee of independent Board trustees after advice from financial, legal and compensation advisors.
• Definitive documents include:
• Extension and amendment of the Executive Chair/CEO employment agreement.
• Updated Penguin Services Agreement.
• Amended Development Services Agreement.
• Omnibus settlement agreement.
• The arrangements were entered into on April 1 2026 and are effective retroactively from January 1 2026, running through December 31 2030.
• No voting top‑up right will be reinstated; the prior outstanding right has expired per the REIT’s Declaration of Trust.
• The transactions are exempt from related‑party transaction requirements under Multilateral Instrument 61‑101 and do not require a formal valuation or minority shareholder approval.
• Financial Impact: Expected run‑rate increase in G&A expenses of approximately $1.5 million per quarter.

Notable Quotes

(No direct quotes were provided in the release.)