Good morning. It is 11:00 A.M. We will now call the meeting to order. My name is Amar Bhalla, and I'm Chair of the Board of Dream Impact Trust, and welcome to our annual meeting. I will act as chair of the meeting. Robert Hughes will act as secretary of the meeting. With the consent of the meeting, I appoint Daniela Munoz and Arlene Arellano of Computershare Trust Company of Canada as scrutineers for the meeting. We will first proceed with our formal business. To expedite the formal part of the meeting, Robert Hughes, a unitholder, will move, and Shannon Macri, a unitholder, will second all motions. After our formal business is concluded, our management team will make a brief presentation, and then there'll be an opportunity to ask questions. Please hold questions that do not relate to the formal business of the meeting until that time. I have an affidavit from Computershare as to the mailing of the notice of availability of proxy materials and the form of proxy. Our circular and other meeting materials were made available through the notice and access system. I would ask the secretary to place the affidavit before the meeting and to keep the affidavit with the Trust records. The scrutineers have advised that there are at least two individuals present who are unitholders, who are represented by proxy unitholders who hold at least 10% of the votes attached to all outstanding units. As a result, we have a requisite quorum of unitholders present, and I declare the meeting to be properly constituted for the transaction of business. The first item of business is a presentation of the Trust 2023 Annual Report, which contains the Trust's audited financial statements for 2023 and the report of auditors thereon. I note that the secretary has placed before the meeting a copy of the 2023 Annual Report. The next item of business is the election of trustees. As stated in our circular, five trustees are to be elected at the meeting, and five nominees are named. They are Dr. Catherine Brownstein, Robert Goodall, Jennifer Lee Koss, Karine MacIndoe, and myself. Rob, will you please propose the nominees for election? I nominate the individuals listed in the Management Information Circular for election as trustees of the Trust to hold office for the upcoming term. I second the motion. Thank you. As the Trust did not previously receive timely notice of any further nominations for persons for election as trustees in accordance with the Advance Notice Regulations to its Declaration of Trust, I declare the nominations closed. Are there any questions on this motion? Seeing none, based on the proxies received, I would mention that each of the five n ominees received a majority of votes cast in favor of their election as trustee. After the meeting, we will issue a press release with detailed voting results. Given the proxies received, and as the number of persons nominated for election as a trustee is equal to the number of trustees to be elected, I propose, with the consent of the meeting, not to take a formal vote on the election of trustees. Therefore, I confirm that the motion has been carried, and the five persons who were nominated have been elected as trustees by acclamation. The next item of business is the appointment of auditors. The audit committee and the board have recommended the reappointment of PricewaterhouseCoopers LLP, Chartered Professional Accountants, as auditors. Can I have a motion? I move that PricewaterhouseCoopers LLP be appointed as auditors of the Trust and its subsidiaries for the ensuing year, and the board of trustees be authorized to fix their remuneration. I second the motion. Are there any questions on this motion? The meeting will now vote on the motion. I propose to take the vote by a show of hands. I would, I would ask those registered unitholders and duly appointed proxy holders who are in favor of the motion to please raise your hand. Any votes withheld? The motion is carried. PricewaterhouseCoopers LLP have been reappointed as auditors, and the trustees authorized to fix their remuneration. The next item of business is to vote on a resolution authorizing the issuance and delivery of up to 1.8 million units of the Trust to Dream Asset Management Corporation, the asset manager of the Trust, in satisfaction of the base management fees and acquisition fees payable under the Management Agreement for the period from January 1, 2024, to December 31, 2026, as contemplated by the Third Letter Agreement, all as more particularly described in the Management Information Circular. In order to be effective, this resolution must be passed by a majority of votes cast by the unitholders who vote on this resolution. DAM and its associates and affiliates will not be voting on this resolution because of their interest in the proposed transaction. Can I have a motion? I move to approve the fee proposal resolution authorizing the issuance and delivery of up to 1.8 million units of the Trust to Dream Asset Management Corporation, pursuant to the Third Letter Agreement, as set out in this Management Information Circular. I second the motion. Are there any questions on this motion? The meeting will now vote on the motion. I propose to take the vote by a show of hands. I would ask those registered unitholders and duly appointed proxy holders who are in favor of the motion to please raise your hand. Any against? The motion is carried. I declare that the fee proposal resolution in the form set out in the management information circular relating to the issuance and delivery of up to 1.8 million units of the Trust to Dream Asset Management Corporation, pursuant to the Third Letter Agreement, is approved. The formal items of business as set out in the notice of the meeting have now been dealt with. As there is no further business to come before this meeting, I declare that the formal part of the meeting to be concluded and the formal meeting adjourned. I now invite the management team to make a short presentation. After their presentation, we will have a question period. Thanks, Amar, and hi, everyone. Thank you all for coming today. Along with Michael Cooper, the Trust Portfolio Manager, we wanted to provide a brief overview of some of the progress we've made within the Trust in 2023. We'd be happy to take any questions at the end of the presentation. Dream Impact ended the year with roughly CAD 430 million in net assets, which was largely concentrated in our recurring income segment. This segment has been a significant focus for us as it provides stability and consistency in our cash flows to help fund our ongoing business needs. We've been consciously working towards a more diversified asset base with a large emphasis on multifamily assets. Over the two years, we've actually doubled the value of our multifamily segment. Now, 50% of that is growth from our development build-out, with the latter half being from high-quality apartment acquisitions across the GTA. We've also decreased our commercial allocation, which we view as a positive in light of some of the ongoing challenges within the sector. In 2023, we completed over 900 multifamily units at a 100% asset level, of which roughly 40% are considered affordable. We also made significant headway advancing on our multifamily pipeline and are on track to deliver an additional 440 units for 2024. Maple House is the first multifamily rental building in our Canary Landing community, which we previously referred to as West Don Lands Block 8. This was significant for the Trust for a number of reasons. Now, initially acquired in 2018, the site is the combination of five years of construction execution in a market that has been challenging, to say the least. It's the largest rental development to be completed to date within the Trust portfolio, and we financed the project through CMHC's Apartment Construction Loan Program, which is formerly RCFI. Now, at the time, this was one of the largest loans that was actually done as part of the program. Because of this, the interest rate on the in-place debt is locked in at 1.3% for a further five years, which mitigates our takeout financing risk now that the construction is complete. Also completed in 2023 was Alto II, which is the sister building to Alto Suites that welcomed residents in the fourth quarter. Combined, these two buildings brought online 310 multifamily units along the Gatineau side of the Ottawa River at Zibi. Alto II also houses Zibi's district thermal energy system, which will provide net zero heating and cooling for the entire Zibi development. Crossing the Ottawa River, construction on Block 206 at Zibi progressed well over the year, and we were able to commence leasing this past February. Now, by commencing vertical build for Block 206, Alto and Alto II, we were actually able to reduce our land loan at Zibi by CAD 20 million, which helps to de-risk the overall project, but also reduces the Trust land loan exposure. Now, as we look forward from our efforts in 2023, we're able to deliver a further 1,900 rental units over the next 3.5 years. This includes Birch House and Cherry House, which are both under active construction today, as well as Dream LeBreton. Dream LeBreton is an incredible site located in Downtown Ottawa, and probably about a five-minute walk to Zibi. We've now secured ACLP financing for the project, tendered over 80% of hard costs and are extremely pleased that we were able to start construction this past April. Based on our current timelines, we expect to complete the building in 2027. The last asset I'd like to highlight is 49 Ontario, and we have to talk to this one, given its significant redevelopment potential, but also the impact on liquidity for the Trust. For those not familiar, 49 Ontario is located in Downtown Toronto, in close proximity to a future Ontario Line stop. In May of 2023, we achieved rezoning, which will provide for 800,000 sq ft of residential density. We're now working on obtaining government-affiliated financing and pursuing partnership opportunities, which will help bolster liquidity, liquidity for the Trust in the latter half of 2025. Now, as I mentioned, building out a recurring income segment has been extremely important to provide consistent cash flows to fund our business needs. Over 2023 and continued into this year, managing the Trust liquidity has been a very high priority for us. Between the fourth quarter and now, we were able to generate CAD 9 million in proceeds from the sale of non-core legacy investments and loan repayments. We also took two office properties to market, which have gone extremely well, and we anticipate closing on the sale of both in the latter half of this year, which would be able to generate gross proceeds in excess of CAD 30 million. We were happy with the arrangement we negotiated with Dream Unlimited to settle our asset management fee in units, which could result in CAD 39 million of cash savings for the Trust over the next three years, which is incredibly meaningful. In addition, we have a further CAD 21 million of passive investments on our books, which will further enhance our liquidity position as we exit these investments in due course. Overall, we're comfortable with our liquidity position today, and we'll continue to provide updates on 49 Ontario and our other asset progress as they come up. With that, I'll ask Michael to join me to take any questions. Are there any questions? If there's none, it's fine. Yes? ... My son, one of my sons looked at your, your property, at some of your property, found them small and expensive. Yes. Yeah. Yeah, that, that's Canada. I think it's a significant issue that, if you build a building and you wanna get a 4.5% return on costs, that's what you have to do, and that's how we're trying to get housing. But there, there's no doubt that the new units are relatively small and relatively expensive. Construction costs are expensive, development charges are expensive. And, you know, it's tough because you're talking about your experience from your son, and then if you talk to the shareholders, they're like, "It's been really tough." So I think, like, it's not a problem about what we're building; it's a real issue about affordability in the country. Well, well, so from his perspective, he won't rent it. Yeah. How was that affordability? Oh. Well, I think they're actually... look, the basic numbers is, a new unit is gonna cost about CAD 3,000 a month, and that's gonna drive about a 4.5% return on your capital. Today, the bond rate's about, and I'm not sure exactly 'cause, the U.S. had some good numbers, but it's about 3.5. We can borrow at 4.3%, so if we get 4.5% as a return on all our costs, that's very tight return. So that's the issue. Now, we do a lot of affordable. So you mentioned LeBreton, which is over 40%. At Maple House, it's 30%. So that's how we're trying to, to help the situation. But what's happening now is, if you use CMHC's numbers about people should have 30% for their housing costs after tax. Well, somebody makes CAD 110,000 a year, which is in the top 50% of all Canadians, would be able to afford about CAD 2,200 a month. So CAD 110,000 isn't enough, and one of the issues is that CAD 110,000 of income, you're paying CAD 25,000 in tax. Now, I picked CAD 110,000 because with the next dollar you make, you pay 40% tax. So it means you got to get to about CAD 160,000 to be able to rent a CAD 3,000-a-month unit and be at 30%. So it's tough. There's a lot of demands on the money. I think that a lot of people who think they're not doing that well are paying a very high level of tax, and they're not able to purchase with their money what they used to be able to. I think, just read the news, that's what's happening everywhere. In our industry, it's really tough to make the numbers work. So that is the real issue, and we're really glad to work with the federal government on trying to create as many units that are affordable as we can. As far as what the choices are, depending on which market we're in, the leasing's pretty good. So there's enough people who make enough money, but it's expensive. Sometimes people say, "Well, why don't you make builder, build bigger units?" Well, then you're starting to say, "Okay, we're only building for people who make CAD 300,000 a year." That's a small market. So it's tough, but I mean, we're doing our best to balance everything. Are you Paul? I am. Hi. Paul Vernon from Burlington. From Burlington? Yeah. Are you gonna move? Could you do the speech- You put up a building in Burlington, and I'll move in. Okay, we'll pull some poor credit. Okay, so the Dream Impact Trust management fees are paid in units instead of cash. That money is going to Dream Asset Management, is it? Units, no money. Yeah, but it's going to Dream Asset Management? Yeah. Okay. This stock has come down a long way to CAD 3, a very long way. It hasn't hit CAD 3. It's hit CAD 3.60. Well, you see, all right, it's just over CAD 3. But be factually correct, Paul. You go to page 122, and you ask a question to the MD&A. So it's CAD 3.60 was the low. Okay, so the negative return on equity and the distribution has been cut out completely, and the increased loss, net loss. Okay, now, I'm not gonna be all negative. You-- this rental accommodation is a key word. It's on the news every night. It strikes me that what you've got stuff in the pipeline, and it's going to be snapped up. I really believe that you're going to fill these buildings, and this stock has come down too far. The only drawback is you have had difficulty in selling some commercial buildings, and there still are two handfuls in the portfolio. But my own personal view is this stock is a buy because I think this rental accommodation is gonna fill right up. That sounded like a statement. Yeah, not a question. Yeah, I know. I'm like... Thank you. Sorry. Look, just fundamentally, the apartments we're building, when we're finished, they're performing the way we had expected. Yeah. The two big issues in the stock market, and to a certain extent in real life, is that we have a fair amount of debt, and we have a fair amount of land that's we need to convert into income properties. And debt's gone up a lot in cost. That's hurt us. And making the numbers work, like you know, we're proud of what we do, but you cannot build something for CAD 1,500 a month without the government giving you CAD 600,000 a unit, and we work very closely with the government. So trying to get a piece of land that you're paying interest on to become an income property is very difficult. I think you mentioned LeBreton... We're excited, 'cause I think we're making real progress on 49 Ontario. So every time we take a site from having a cash drag on it, put it into development where the debt accrues in the construction loan, that's great progress. Then, when it comes out of construction, starts cruising, that's great. So now what we have is, nobody wants development. Actually, nobody wants real estate stocks. They don't want development. They don't want leverage, and it's been killing us in the stock market. So, as we get through each development, it contributes a lot of value to the business, and it also reduces the cash drag. So we've definitely been on the wrong side of the trends in the stock market. But I was in New York, and a guy was asking me a question. This was a great question. He was asking me, "At 49 Ontario, if you get it to development, how much value does it contribute, whether you sell it or develop it, compared to the market cap of the business?" I'm like, "Somewhere between 50%-200%." That's, like, one building. So there's a lot of operating leverage on the business, and if we can take it to the other side, continue to get buildings done, we're very excited about the business. And quite honestly, we're paying cash for the expenses. We're taking stock at net asset value. So was that CAD 24? Currently, this year, we're gonna fix the number, but it turns out to be the equivalent of about CAD 24. So we're paying effectively CAD 24 to get one share, and we're happy doing that, and we think when we get to the other side, it's gonna be great. But this is a very difficult time. We're very focused on liquidity. On the commercial side, I would say Sussex is a more of an issue. I don't think they're. I'm not really concerned about the other commercial assets, but we're working our way through raising cash as we need it. What's the... Okay, I understand CMHC has special rates for anybody that's creating apartments. What are your rates that CMHC are, is giving you now on this- On Friday, if we would've closed the deal, it would've been 3.21% for 10 years. Well, that's good. Yeah, it's good. Yeah, and they're doing everything they can do. It's a very bureaucratic process. It's very difficult. By the way, we're not even talking about the approvals and the site plan- Yeah ... or dealing with the trades. So there's a lot of difficult parts, but the government is doing a lot at the federal level to help us get this land moving. Have you had any trouble with leaks in the basement on the Ottawa River? The reference is to Zibi. Yes. We're on both banks of the river, and I was there. There's a dam just maybe 200 m west of our site, and they have, I think, 24 doors. And, when the water builds up, they open more doors. And, I was there one time when the water was going under the bridge and hitting the bridge, and you can see all the water in the river going around one building. Fortunately, Hydro-Québec, Hydro Ottawa owns it, not us. But, we've... To prepare the site, we prepared it for what they call, like, a 1-in-1,000-year storm, so we haven't had, any issues with water. Thank you. That was great, Paul.
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