Starlight U.S. Multi-Family (No. 5) Core Fund (the “Fund”) was acquired by Tricon Capital Group Inc. (“Tricon”). The transaction is valued at approximately US$1.4 billion including Tricon indirectly assuming approximately US$916 million of the Fund’s existing debt.
The acquisition was completed pursuant to a court-approved plan of arrangement under the Business Corporations Act (Alberta).
The Fund owns a portfolio of 23 properties, consisting of 7,289 suites in the U.S. multi-family real estate market. The transaction consisted of the acquisition of the outstanding limited partnership units of the Fund by Tricon in exchange for 50,779,311 Tricon common shares. Based on the closing trading price of Tricon’s common shares on the TSX on June 10, 2019, the total consideration payable (including assumed debt) was approximately US$1.33 billion.
The Fund was represented internally by David Hanick, Chief Legal Officer. Blake, Cassels & Graydon LLP acted as external counsel to the Fund with a team led by Will Fung and including Michael Gans, Matthew Merkley, Linda Tu, Jeremy Ozier, Christopher Yeretsian and Alexa Morin (Corporate/Securities), Andrew Spiro and Peter Lee (Tax), David Tupper and Vanessa Williams (Litigation) and Cassandra Brown (Competition). Clark Hill PLC acted as external counsel to the Fund with respect to US real estate and corporate matters with a team that included Sherry Meyer, Crawford Moorefield and Debra Hatter. Wildeboer Dellelce LLP acted for the Special Committee of the Fund with a team led by Perry Dellelce and including Rob Wortzman, Michael Rennie and Joel Fraser.
Tricon was represented internally by David Veneziano, Executive Vice President & General Counsel. Goodmans LLP acted as external counsel to Tricon with a team led by John Connon and including Matthew Prager and Tara Hunt (Corporate/Securities) and Jon Northupand Michael Royal (Tax). Goulston & Storrs PC acted as external counsel to Tricon with respect to US real estate and corporate matters with a team that included Zev Gewurz and Jamie Einbinder.