Starlight U.S. Multi-Family Core Fund Files Final Prospectus for Initial Public Offering

/NOT FOR DISSEMINATION IN THE UNITED STATES/

TORONTO, April 4, 2013 /CNW/ - Starlight U.S. Multi-Family Core Fund (the "Fund") announced today that it has filed, and obtained a receipt for, a final prospectus for an initial public offering of limited partnership units with the securities commissions of all provinces in Canada.  The final prospectus qualifies the distribution (the "Offering") of a minimum of US$37.5 million (which includes any concurrent private placement of units) and a maximum of US$75 million of Class A Units, Class C Units, Class F Units, Class I Units and/or Class U Units of the Fund at a price of C$10.00 per Class A Unit, Class C Unit, Class F Unit and Class I Unit and US$10.00 per Class U Unit. The Offering is expected to close on or about April 18, 2013.

The syndicate of agents for the Offering is being led by CIBC and includes National Bank Financial Inc., Raymond James Ltd., Scotiabank, GMP Securities L.P., Macquarie Private Wealth Inc., Canaccord Genuity Corp., Desjardins Securities Inc. and Dundee Securities Ltd. (collectively, the "Agents").

Starlight Investments Ltd. ("Starlight") is the promoter of the Fund and will also act as manager of the Fund. Starlight is a privately held real estate investment management company that currently manages approximately $3 billion of Canadian commercial and residential properties.

The Fund has received commitments from an affiliate of Starlight, principals of Starlight and certain other investors known to Starlight to subscribe for a minimum of US$7.5 million Class C Units pursuant to the Offering or, at the discretion of the Fund, by way of private placement. The Fund has also received a commitment from a Canadian fund manager, on behalf of funds managed by it, to subscribe for approximately 10% of the gross proceeds of the Offering.

The Fund has received conditional approval from the TSX Venture Exchange (the "Exchange") to list the Class A Units and Class U Units distributed under the Offering on the Exchange under the symbols "UMF.A" and "UMF.U", respectively. Listing of the Class A Units and Class U Units is subject to the Fund fulfilling all of the requirements of the Exchange.

The Fund was established for the primary purpose of indirectly acquiring, owning and operating a portfolio of diversified income producing rental properties in the U.S. multi-family real estate market. Following completion of the Offering, the Fund will have acquired a portfolio of three multi-family residential properties that comprise a total of 740 suites, all of which are located in Texas for an aggregate purchase price of approximately US$80.58 million, to be satisfied by way of approximately US$28.89 million in cash from the proceeds of the Offering, US$17.5 million in cash from new mortgage financings and the assumption of mortgages in the principal amount of approximately US$34.19 million. The balance of the net proceeds of the Offering will be used to acquire additional income producing multi-family properties in the U.S., consistent with the primary purpose of the Fund, and for working capital purposes.

This press release does not constitute an offer to sell or the solicitation of an offer to buy securities of the Fund in the United States, nor shall there be any sale of the securities of the Fund in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act"), and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the 1933 Act and applicable state securities laws.

A prospectus containing important information relating to these securities has been filed with securities commissions or similar authorities in each of the provinces of Canada. Copies of the prospectus may be obtained from any of the Agents.

SOURCE: Starlight U.S. Multi-Family Core Fund

Evan Kirsh
President, Starlight U.S. Multi-Family Core Fund
647-725-0417
[email protected]