/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
TORONTO, Oct. 6, 2016 /CNW/ - Starlight U.S.
Multi-Family Core Fund (TSX.V: UMF.A, UMF.U), Starlight U.S.
Multi-Family (No. 2) Core Fund (TSX.V: SUD.A, SUD. U), Starlight
U.S. Multi-Family (No. 3) Core Fund (TSX.V: SUS.A, SUS.U) and
Starlight U.S. Multi-Family (No. 4) Core Fund (TSX.V: SUF.A, SUF.U)
(collectively, the "Existing Starlight Funds") and Campar
Capital Corporation (TSXV:CHK.P) ("Campar") reported today
that the unitholders of each of the Existing Starlight Funds and
the shareholders of Campar have overwhelmingly approved the
previously announced plan of arrangement under section 193 of the
Business Corporations Act (Alberta) (the "Arrangement") at the
special meetings of the unitholders of each Existing Starlight Fund
and the special meeting of the shareholders of Campar. The
Arrangement provides for, among other things, the consolidation of
the assets of the Existing Starlight Funds and Campar into
Starlight U.S. Multi-Family (No. 5) Core Fund ("Fund
5").
The approval of the Arrangement at each special meeting was as
follows:
|
|
|
|
In
Favour
Special
Resolution
|
In
Favour
Majority of
Minority
|
|
Percent
(%)
|
Percent
(%)
|
Starlight U.S.
Multi-Family Core Fund
|
100%
|
100%
|
Starlight U.S.
Multi-Family (No. 2) Core Fund
|
98.77%
|
97.46%
|
Starlight U.S.
Multi-Family (No. 3) Core Fund
|
100%
|
100%
|
Starlight U.S.
Multi-Family (No. 4) Core Fund
|
99.15%
|
98.68%
|
Campar Capital
Corporation
|
100%
|
100%
|
It is anticipated that the Arrangement will be completed on or
about October 14, 2016, subject to
satisfaction of customary closing conditions, including receipt of
required Court and regulatory approvals. Application for a final
order of the Court of Queen's Bench of Alberta approving the Arrangement has been
scheduled to be heard on October 11,
2016. Conditional approval for the Arrangement and listing
of the Class A and Class U units of Fund 5 has been obtained from
the TSX Venture Exchange.
Following closing of the Arrangement, Fund 5 expects to close
its previously announced public offering of limited partnership
units (the "Offering") after filing a final prospectus with
the securities commissions of all of the provinces in Canada.
In connection with the Offering and in response to requests from
investors, Fund 5 and Starlight Investments Ltd., the promoter of
Fund 5, have added a right for the Class A units of Fund 5 to be
convertible, at the option of the holder, into Class D units of
Fund 5 and to add a right for the Class U units of Fund 5 to be
convertible, at the option of the holder, into Class E units of
Fund 5, in each case, at any time following closing of the
Offering. The exchange of Class A units will be at the "Class A
Unit Exchange Rate", which will be determined based on the
proportionate unit class interest of the Class A units relative to
the Class D units and the exchange of Class U units will be at the
"Class U Unit Exchange Rate", which will be determined based on the
proportionate unit class interest of the Class U units relative to
the Class E units, in each case as defined in the (final)
prospectus concerning the Offering.
Forward-looking Statements
Certain statements made in
this news release are forward-looking statements, including, but
not limited to, statements relating to the proposed acquisition by
Fund 5 of all of the issued and outstanding units of the Existing
Starlight Funds and the shares of Campar, the expected timing for
completion of the Arrangement and the Offering, and other
statements that are not historical facts. Such statements address
future events and conditions and, as such, involve known and
unknown risks, uncertainties and other factors which may cause the
actual results or achievements to be materially different from any
future results or achievements expressed or implied by the
statements. Accordingly, readers are cautioned against placing
undue reliance on any of these forward-looking statements.
These forward looking statements are made as of the date of this
news release and, except as expressly required by law, the Existing
Starlight Funds and Campar undertake no obligation to update or
revise publicly any forward-looking statements, whether as a result
of new information, future events or otherwise, after the date on
which the statements are made or to reflect the occurrence of
unanticipated events.
About the Existing Starlight Funds and Fund 5
Each of
the Existing Starlight Funds and Fund 5 is a limited partnership
formed under the Limited Partnerships Act (Ontario) 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.
About Campar
Campar is a real estate investment
company focused on investments in the U.S. multifamily real estate
sector. The Corporation owns an 80% interest in one U.S.
multi-family residential property located in Texas.
SOURCE Starlight U.S. Multi-Family Core Fund