Ewing Morris Announces Best and Final Revised All-Cash Offer to Acquire up to 8,000,000 Units of BTB Real Estate Investment Trust


Ewing Morris Announces Best and Final Revised All-Cash Offer to Acquire up to 8,000,000 Units of BTB Real Estate Investment Trust

* Revised offer is for $4.10 per Unit of BTB payable in cash for up to 8,000,000 Units

* Revised offer represents 12% premium to unaffected Unit price

* Provides Unitholders with immediate liquidity at a premium to market

* The deadline to tender Units to the offer is extended to 5 p.m. (Eastern Standard Time) on October 15, 2025

Toronto, Ontario--(Newsfile Corp. - October 2, 2025) - Ewing Morris, on behalf of investment vehicles and accounts managed by it ("Ewing Morris"), today announced that it has revised its all-cash offer (the "Offer") to purchase units ("Units") in the capital of BTB Real Estate Investment Trust (TSX: BTB.UN) ("BTB" or the "Trust") by increasing the price being offered from $3.80 per Unit to $4.10 per Unit (the "Purchase Price") and extending the expiry time to 5:00 p.m. (Eastern Standard Time) on October 15, 2025, unless further varied, extended, or withdrawn in accordance with the terms of the Offer (the "Expiry Time"). The increased Purchase Price will not be increased further and represents Ewing Morris' best and final offer for the BTB Units.

The increased Purchase Price represents an approximate 12% premium to the volume-weighted average price of the Units on the TSX over the 20 trading days prior to the first announcement of the Offer by Ewing Morris on September 4, 2025. The increased Purchase Price exceeds the target price of all current sell-side analysts covering BTB. BTB Units have not traded above $4.00 in more than three years.

The total value of the Offer, if fully taken up, is approximately $32,800,000. The Offer is open for acceptance until 5:00 p.m. (Eastern Standard Time) on October 15, 2025, unless the Offer is extended, varied or withdrawn. The Offer is not a "take-over bid" under Canadian securities laws.

Unitholders of BTB who have already validly deposited and not withdrawn their Units are not required to take any further action to accept the Offer. No Units will be taken up and paid for by Ewing Morris pursuant to the Offer until after the Expiry Time.

Ewing Morris has posted a letter to Unitholders (the "Letter") setting out more information pertaining to the revised Offer on the Trust's SEDAR+ profile at www.sedarplus.ca. The Letter has also been publicly disclosed by way of a separate press release.

Except as expressly otherwise set forth in the Letter, the terms and conditions set forth in the original offer dated September 4, 2025 (the "Original Letter") remain unchanged. Details of the Offer, including instructions for tendering Units, are included in the Original Letter (as amended by the Letter, together with the letter of transmittal dated September 4, 2025, the "Offer Documents"). Please see "Details of Amended Offer" below for additional information.

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