Mr. Steven Scott reports

PARKIT TO SELL WINNIPEG INDUSTRIAL ASSET PORTFOLIO IN RETURN FOR AN INVESTMENT IN PROREIT

Parkit Enterprise Inc. has agreed to sell a portfolio of six industrial buildings and properties located in Winnipeg, Man., to Pro REIT LP, as purchaser, for aggregate proceeds of $96.5-million, subject to customary adjustments. Approximately $40-million of the proceeds will be in the form of units of Pro Real Estate Investment Trust, totalling an aggregate of approximately 6.45 million units. The purchaser is not a related party to Parkit, and the transaction constitutes an arm's-length transaction for the purposes of the TSX Venture Exchange policies. The purchase agreement for the transaction is dated Feb. 18, 2025, and certain conditions were waived on May 12, 2025.

Sale price and proceeds

The sale price for the transaction is $96.5-million, subject to adjustments. The properties include six industrial buildings that have a total of 678,177 square feet of gross leasable area. Approximately $40-million of the sale price will be paid by the issuance to Parkit of trust units of Pro REIT and Class B LP units of Pro REIT LP, each of which is exchangeable for a trust unit of Pro REIT, both at a price of $6.20 per unit, totalling an aggregate of approximately 6.45 million units. Pro REIT is an unincorporated, open-ended real estate investment trust which owns a portfolio of high-quality commercial real estate properties in Canada, with a strong industrial focus in robust secondary markets. Pro REIT trades on the Toronto Stock Exchange (TSX). Following the transaction, Parkit will hold an approximately 9.6-per-cent ownership interest in Pro REIT. Depending on the satisfaction of certain closing conditions, closing is expected to occur in the second quarter of 2025.

Concurrent with the closing of the transaction, Pro REIT and Parkit will enter into an investor rights agreement providing for, among other things, pre-emptive rights for the purchase by Parkit of trust units on a Pro REIT offering, registration rights for the sale of the trust units (including Class B LP units exchanged for trust units) that Parkit acquires, the right for Parkit to nominate one trustee to Pro REIT's board of trustees, and certain lock-up and standstill provisions. The initial Parkit nominee to the Pro REIT board of trustees will be Steven Scott, chairman of Parkit.

Mr. Scott stated, "We are excited to make this significant investment in Pro REIT and look forward to working with Gord and his team on future opportunities."

Gordon Lawlor, president and chief executive officer of Pro REIT, stated: "We are pleased to strengthen our industrial footprint in Winnipeg and to form a strategic relationship with Parkit, including welcoming Steven Scott to our board of trustees following closing. With aligned interests and complementary expertise, we see meaningful opportunities to pursue further growth together."

Conditions precedent to the transaction

The obligations of Parkit and Pro REIT to complete the transaction are subject to the satisfaction of customary closing conditions, including approvals of the TSX-V and the TSX.

About Parkit Enterprise Inc.

Parkit Enterprise is an industrial real estate platform focused on the acquisition, growth and management of strategically located industrial properties across key urban markets in Canada. In addition, Parkit has parking assets across various markets in the United States.

We seek Safe Harbor.