Filing Details

Accession Number:
0000902664-17-002662
Form Type:
13D Filing
Publication Date:
2017-06-16 16:34:27
Filed By:
FrontFour Capital Group
Company:
Granite Reit Inc.
Filing Date:
2017-06-16
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
FrontFour Capital Group 0 1,065,376 0 1,065,376 1,065,376 (see%
FrontFour Value Fund 0 703,500 0 703,500 703,500 (see%
FrontFour Value GP Inc 0 703,500 0 703,500 703,500 (see%
FrontFour Master Fund, Ltd 0 641,357 0 641,357 641,357 (see%
FrontFour Opportunity Fund 0 26,624 0 26,624 26,624 (see%
FrontFour Capital Corp 0 26,624 0 26,624 26,624 (see%
Stephen Loukas 0 1,795,500 0 1,795,500 1,795,500 (see%
David A. Lorber 0 1,795,500 0 1,795,500 1,795,500 (see%
Zachary George 0 1,795,500 0 1,795,500 1,795,500 (see%
Sandpiper Asset Management Inc 0 1,124,075 0 1,124,075 1,124,075 (see%
Sandpiper Real Estate Fund Limited Partnership 0 255,225 0 255,225 255,225 (see%
Stone Opportunity Limited Partnership 0 868,850 0 868,850 868,850 (see%
Sandpiper GP Inc 0 1,124,075 0 1,124,075 1,124,075 (see%
Samir A. Manji 0 1,124,075 0 1,124,075 1,124,075 (see%
Salim Aziz Manji 0 1,124,075 0 1,124,075 1,124,075 (see%
Filing
SECURITIES AND EXCHANGE COMMISSION  
Washington, D.C. 20549  
   
SCHEDULE 13D/A
 
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
 
Granite Real Estate Investment Trust
Granite REIT Inc.
(Name of Issuer)
 

Stapled Units, no par value per unit

(Title of Class of Securities)
 

387437114

(CUSIP Number)
 

Zachary George

FrontFour Capital Group LLC

35 Mason Street, 4th Floor

Greenwich, Connecticut 06830

(203) 274-9050

 

Samir A. Manji

Sandpiper Asset Management Inc.

200 Burrard Street, Suite 1670,

Vancouver, British Columbia V6C 3L6

(604) 558-4885

 

Walied Soliman, Esq.

Heidi Reinhart, Esq.

Norton Rose Fulbright Canada LLP

200 Bay Street, Suite 3800

Toronto, Ontario M5J 2Z4

(416) 216-4820

 

Aneliya Crawford, Esq.

Schulte Roth & Zabel LLP

919 Third Avenue

New York, New York 10022

(212) 756-2372

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 

June 15, 2017

(Date of Event Which Requires Filing of This Statement)
 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. [ ] 

(Page 1 of 21 Pages)

______________________________

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

1

NAME OF REPORTING PERSONS

FrontFour Capital Group LLC

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) x

(b) ¨

3 SEC USE ONLY

4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

1,065,376 (including options to purchase 374,800 Stapled Units)

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

1,065,376 (including options to purchase 374,800 Stapled Units)

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

1,065,376 (including options to purchase 374,800 Stapled Units)

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)

2.26%

14

TYPE OF REPORTING PERSON

IA

         

 

 

1

NAME OF REPORTING PERSONS

FrontFour Value Fund

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) x

(b) ¨

3 SEC USE ONLY

4

SOURCE OF FUNDS

WC

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Ontario, Canada

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

703,500

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

703,500

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

703,500

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)

1.49%

14

TYPE OF REPORTING PERSON

OO

         

 

 

1

NAME OF REPORTING PERSONS

FrontFour Value GP Inc.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) x

(b) ¨

3 SEC USE ONLY

4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

British Columbia, Canada

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

703,500

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

703,500

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

703,500

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)

1.49%

14

TYPE OF REPORTING PERSON

CO

         

 

 

 

 

1

NAME OF REPORTING PERSONS

FrontFour Master Fund, Ltd.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) x

(b) ¨

3 SEC USE ONLY

4

SOURCE OF FUNDS

WC

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

641,357 (including options to purchase 230,600 Stapled Units)

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

641,357 (including options to purchase 230,600 Stapled Units)

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

641,357 (including options to purchase 230,600 Stapled Units)

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)

1.36%

14

TYPE OF REPORTING PERSON

CO

         

 

 

 

 

1

NAME OF REPORTING PERSONS

FrontFour Opportunity Fund

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) x

(b) ¨

3 SEC USE ONLY

4

SOURCE OF FUNDS

WC

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

British Columbia, Canada

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

26,624 (including options to purchase 16,200 Stapled Units)

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

26,624 (including options to purchase 16,200 Stapled Units)

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

26,624 (including options to purchase 16,200 Stapled Units)

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)

Less than 1%

14

TYPE OF REPORTING PERSON

OO

         

 

 

1

NAME OF REPORTING PERSONS

FrontFour Capital Corp.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) x

(b) ¨

3 SEC USE ONLY

4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

British Columbia, Canada

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

26,624 (including options to purchase 16,200 Stapled Units)

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

26,624 (including options to purchase 16,200 Stapled Units)

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

26,624 (including options to purchase 16,200 Stapled Units)

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)

Less than 1%

14

TYPE OF REPORTING PERSON

CO

         

 

 

 

 

 

1

NAME OF REPORTING PERSONS

Stephen Loukas

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) x

(b) ¨

3 SEC USE ONLY

4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

USA

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

1,795,500 (including options to purchase 391,000 Stapled Units)

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

1,795,500 (including options to purchase 391,000 Stapled Units)

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

1,795,500 (including options to purchase 391,000 Stapled Units)

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)

3.81%

14

TYPE OF REPORTING PERSON

IN

         

 

 

 

 

1

NAME OF REPORTING PERSONS

David A. Lorber

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) x

(b) ¨

3 SEC USE ONLY

4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

USA

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

1,795,500 (including options to purchase 391,000 Stapled Units)

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

1,795,500 (including options to purchase 391,000 Stapled Units)

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

1,795,500 (including options to purchase 391,000 Stapled Units)

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)

3.81%

14

TYPE OF REPORTING PERSON

IN

         

 

 

 

 

1

NAME OF REPORTING PERSONS

Zachary George

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) x

(b) ¨

3 SEC USE ONLY

4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

USA

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

1,795,500 (including options to purchase 391,000 Stapled Units)

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

1,795,500 (including options to purchase 391,000 Stapled Units)

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

1,795,500 (including options to purchase 391,000 Stapled Units)

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)

3.81%

14

TYPE OF REPORTING PERSON

IN

         

 

 

 

 

 

1

NAME OF REPORTING PERSONS

Sandpiper Asset Management Inc.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) x

(b) ¨

3 SEC USE ONLY

4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Canada

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

1,124,075

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

1,124,075

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

1,124,075

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)

2.39%

14

TYPE OF REPORTING PERSON

IA

         

 

 

 

 

 

 

 

 

1

NAME OF REPORTING PERSONS

Sandpiper Real Estate Fund Limited Partnership

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) x

(b) ¨

3 SEC USE ONLY

4

SOURCE OF FUNDS

WC

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

British Columbia, Canada

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

255,225

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

255,225

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

255,225

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)

Less than 1%

14

TYPE OF REPORTING PERSON

PN

         

 

 

 

 

1

NAME OF REPORTING PERSONS

Stone Opportunity Limited Partnership

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) x

(b) ¨

3 SEC USE ONLY

4

SOURCE OF FUNDS

WC

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

British Columbia, Canada

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

868,850

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

868,850

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

868,850

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)

1.84%

14

TYPE OF REPORTING PERSON

PN

         

 

 

 

 

 

1

NAME OF REPORTING PERSONS

Sandpiper GP Inc.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) x

(b) ¨

3 SEC USE ONLY

4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Canada

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

1,124,075

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

1,124,075

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

1,124,075

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)

2.39%

14

TYPE OF REPORTING PERSON

CO

         

 

 

 

 

1

NAME OF REPORTING PERSONS

Samir A. Manji

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) x

(b) ¨

3 SEC USE ONLY

4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Canada

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

1,124,075

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

1,124,075

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

1,124,075

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)

2.39%

14

TYPE OF REPORTING PERSON

IN

         

 

 

 

 

1

NAME OF REPORTING PERSONS

Salim Aziz Manji

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) x

(b) ¨

3 SEC USE ONLY

4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Canada

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7

SOLE VOTING POWER

0

8

SHARED VOTING POWER

1,124,075

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

1,124,075

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

1,124,075

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)

2.39%

14

TYPE OF REPORTING PERSON

IN

         

 

 

 

This Amendment No. 3 (“Amendment No. 3”) amends and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on May 2, 2017 (the “Original Schedule 13D”), Amendment No. 1 filed with the SEC on May 8, 2017 (“Amendment No. 1”) and Amendment No. 2 filed with the SEC on May 30, 2017 (“Amendment No. 2” and, together with the Original Schedule 13D, Amendment No. 1 and this Amendment No. 3, the “Schedule 13D”), with respect to the Stapled Units, consisting of (i) one unit, no par value per unit, of Granite Real Estate Investment Trust, an Ontario real estate investment trust (the “REIT”), and (ii) one common share, no par value per share, of Granite REIT Inc., a British Columbia corporation (the “GP”). Capitalized terms used herein and not otherwise defined in this Amendment No. 3 have the meanings set forth in the Schedule 13D. This Amendment No. 3 amends Items 4, 5 and 7 as set forth below. This Amendment No. 3 constitutes an “exit filing” for the Reporting Persons.

 

Item 4. PURPOSE OF TRANSACTION
 
Item 4 of the Schedule 13D is hereby amended and supplemented by the addition of the following:
 
As previously disclosed in Amendment No. 2, on May 26, 2017, the Reporting Persons filed an information circular / proxy statement (the “Information Circular / Proxy Statement”) disclosing the names and qualifications of Al Mawani, Peter Aghar and Samir Manji, each a nominee of the Reporting Persons in connection with the election of trustees and directors to the boards of the REIT and GP, respectively, at the joint Annual General Meetings of the REIT unitholders and the GP shareholders on June 15, 2017 (the “Annual General Meetings”).
 
On June 14, 2017, Granite Real Estate Investment Trust and Granite REIT Inc. issued a joint press release disclosing that three incumbent directors and trustees, Wesley Voorheis, former Chairman; Peter Dey, former Vice-Chairman; and Brydon Cruise, former Chair of the Compensation Committee, would not be standing for reelection to the boards of the REIT and GP, respectively, at the Annual General Meetings.  On June 15, 2017, at the Annual General Meetings, the REIT unitholders and the GP shareholders elected each of Al Mawani, Peter Aghar and Samir Manji (all three nominees of the Reporting Persons) as a trustee and director of the REIT and GP, respectively.
 
Pursuant to the terms of the Group Agreement dated April 25, 2017, by and between FrontFour Capital and Sandpiper GP, on June 16, 2017, the Reporting Persons terminated their status as a “group” with respect to the Stapled Units for purposes of Section 13(d)(3) of the Exchange Act and Rule 13d-5(b)(1) promulgated thereunder.
 
Also on June 14, 2017, the Reporting Persons issued a press release regarding the foregoing (the “June 14 Press Release”).  The foregoing summary of the June 14 Press Release is qualified in its entirety by reference to the full text of the June 14 Press Release, a copy of which is attached hereto as Exhibit 9, and is incorporated by reference herein.

 

Item 5. INTEREST IN SECURITIES OF THE ISSUER
 
Item 5(e) of the Schedule 13D is hereby amended and restated as follows:
 
(e) The Reporting Persons ceased to be the beneficial owners of more than five percent of the Stapled Units as of June 16, 2017.

 

 

  

Item 7. EXHIBITS
 
Item 7 of the Schedule 13D is hereby amended and supplemented by the addition of the following:
 
Exhibit Description
9 Press Release, dated June 14, 2017.

 

 

SIGNATURES

 

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

DATE: June 16, 2017

  FRONTFOUR CAPITAL GROUP LLC
     
  By: /s/ Zachary George
    Name: Zachary George
    Title: Managing Member
     
     
  FRONTFOUR VALUE FUND
     
  By: FrontFour Value GP Inc., its general partner
     
  By: /s/ Zachary George
    Name: Zachary George
    Title: Director
   
   
  FRONTFOUR VALUE GP INC.
   
  By: /s/ Zachary George
    Name: Zachary George
    Title: Director
     
     
  FRONTFOUR MASTER FUND, LTD.
     
  By: FrontFour Capital Group LLC., its investment manager
     
  By: /s/ Zachary George
    Name: Zachary George
    Title: Managing Member
     
     
  FRONTFOUR OPPORTUNITY FUND
     
  By: FrontFour Capital Corp., its investment manager
     
  By: /s/ Zachary George
    Name: Zachary George
    Title: Principal

 

 

 

 

  FRONTFOUR CAPITAL CORP.
     
  By: /s/ Zachary George
    Name: Zachary George
    Title: Principal
     
     
  By: /s/ Stephen Loukas
    Name: Stephen Loukas
     
     
  By: /s/ David A. Lorber
    Name: David A. Lorber
     
     
  By: /s/ Zachary George
    Name: Zachary George
     
     
  SANDPIPER ASSET MANAGEMENT INC.
     
  By: /s/ Samir A. Manji
    Name: Samir A. Manji
    Title: Chief Executive Officer
     
     
  SANDPIPER REAL ESTATE FUND LIMITED PARTNERSHIP
     
  By: Sandpiper GP Inc., its general partner
     
  By: /s/ Samir A. Manji
    Name: Samir A. Manji
    Title: Chief Executive Officer
     
     
  STONE OPPORTUNITY LIMITED PARTNERSHIP
     
  By: Sandpiper GP Inc., its general partner
     
  By: /s/ Samir A. Manji
    Name: Samir A. Manji
    Title: Chief Executive Officer

 

 

 

 

  SANDPIPER GP INC.
     
  By: /s/ Samir A. Manji
    Name: Samir A. Manji
    Title: Chief Executive Officer
     
     
  By: /s/ Samir A. Manji
    Name: Samir A. Manji
     
     
  By: /s/ Salim Aziz Manji
    Name: Salim Aziz Manji