STARLIGHT U.S. RESIDENTIAL FUND PROVIDES UPDATE ON CLOSING OF REORGANIZATION TRANSACTION; CLOSING EXPECTED DECEMBER 30, 2025

STARLIGHT U.S. RESIDENTIAL FUND PROVIDES UPDATE ON CLOSING OF REORGANIZATION TRANSACTION; CLOSING EXPECTED DECEMBER 30, 2025

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TORONTO, Dec. 24, 2025 /CNW/ - Starlight U.S. Residential Fund (the "Fund"), announced today an update on the expecting closing of its previously announced reorganization transaction (the "Reorganization"). Closing is now expected on December 30, 2025, pending receipt of a final lender consent to the Reorganization. The unitholders of the Fund ("Unitholders") approved the Reorganization at the December 10, 2025 special meeting of the Fund, with approximately 99% of votes cast in favour of the Reorganization and approximately 90% voting in favour of the U.S. dollar Unitholders resolution in order to receive Canadian dollar denominated Class A units of Starlight U.S. Residential (Multi-Family) Investment LP (the "LP Units").

As a result of the original planned implementation of the Reorganization on December 23, 2025, the Fund's Class A and Class U Units have been delisted from the TSX Venture Exchange (the "TSXV") as of the close of market on December 23, 2025. Unitholders will receive the LP Units following closing of the Reorganization. The LP Units have been listed under the symbol "SURF.UN" on the TSXV but have been and will remain halted pending confirmation of closing of the Reorganization. Trading will commence following a bulletin from the TSXV.

The final record date for the conversion of existing Fund classes of units ("Units") to LP Units was December 18, 2025 ("Record Date"), upon which the Due Bill Period (as defined below) commenced.

As previously announced, the TSXV implemented due bill trading for Reorganization, with due bills attached to underlying listed securities from the Record Date (December 18, 2025), until the close of trading on December 23, 2025 (the "Due Bill Period"). Buyers of Units during the Due Bill Period would become entitled to receive LP Units, provided they remained holders on the implementation date for the Reorganization. Although no further trading will occur in the Units, as the Class A Units and Class U Units of the Fund have been delisted pending completion of the Reorganization, the due bill redemption date has been extended to December 31, 2025. Unitholders entitled to receive the LP Units should expect receipt of such LP on or about December 31, 2025. Unitholders prior to the Due Bill Period who do not purchase or sell units during the Due Bill Period will not have their applicable LP Units impacted by the due bill process.

It is expected that trading will commence in the LP Units on or about December January 5, 2026, assuming closing of the Reorganization after markets close on December 30, 2025.

FORWARD-LOOKING STATEMENTS

Certain statements contained in this press release constitute forward-looking information within the meaning of Canadian securities laws and which reflect the Fund's current expectations regarding future events, including statements relating to the Reorganization, the closing date for the Reorganization, the receipt of the outstanding lender consent, and the commencement of trading of the LP Units. Forward-looking information is provided for the purposes of assisting the reader in understanding the Fund's financial performance, financial position and cash flows as at and for the periods ended on certain dates and to present information about management's current expectations and plans relating to the future and readers are cautioned that such statements may not be appropriate for other purposes.

Forward-looking statements involve known and unknown risks and uncertainties, which may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct, and that objectives, strategic goals and priorities may not be achieved. Those risks and uncertainties include, but are not limited to: the effect of the closing of the Reorganization on the Fund's relationships with its customers, lenders, operating results and business generally; the effects of local and national economic, credit and capital market conditions, including changes in interest rates, foreign exchange rates, government regulations or in tax laws; and other risk factors described in the Fund's previously filed continuous disclosure materials, available on SEDAR+ at www.sedarplus.ca under the Fund's SEDAR+ profile.

Information contained in forward-looking information is based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including management's perceptions of historical trends, current conditions and expected future developments, as well as other considerations that are believed to be appropriate in the circumstances.

The forward-looking information included in this press release relates only to events or information as of the date on which the statements are made in this press release. Except as specifically required by applicable Canadian securities law, the Fund undertakes no obligation to update or revise publicly any forward-looking information, whether because 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 STARLIGHT U.S. RESIDENTIAL FUND

he Fund is a "closed-end" trust formed under and governed by the laws of the Province of Ontario, pursuant to a declaration of trust dated September 23, 2021, as amended and restated. The Fund was established for the primary purpose of directly or indirectly acquiring, owning and operating a portfolio primarily composed of income-producing residential properties in the Fund's target metrics or that can achieve significant increases in rental rates as a result of undertaking high return, value-add capital expenditures and active asset management. The Fund currently owns interests in three multi-family properties consisting of 1,029 suites.

Please visit us at www.starlightinvest.com and connect with us on LinkedIn at www.linkedin.com/company/starlight-investments-ltd-.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. 

SOURCE Starlight U.S. Residential Fund