Dream Residential REIT Acquired by Morgan Properties in US$354 Million All-Cash Deal
Dream Residential Real Estate Investment Trust (Dream Residential REIT), a significant player in the residential real estate market, officially announced today the successful closing of its acquisition by an affiliate of Morgan Properties, LP (a prominent multifamily housing investor). This landmark deal, valued at approximately US$354 million, marks a pivotal moment for the REIT and its unitholders.
The Transaction, which was executed on an all-cash basis, provides immediate and substantial value to the REIT’s unitholders. Upon the completion of the acquisition, unitholders of the REIT and Class B unitholders of DRR Holdings LLC (collectively referred to as the Unitholders) received a total cash consideration of US$10.80 per unit. This consideration was applied to both the Trust Units of the REIT and the Class B Units of DRR Holdings LLC (collectively, the Units).
Breakdown of the Cash Consideration
The US$10.80 per Trust Unit cash payment was structured in two distinct components to facilitate the closing of the Transaction:
- Special Distribution: A payment designated as a Special Distribution was issued to unitholders in the amount of US$3.40 per Trust Unit.
- Redemption Amount: The remaining portion, an amount equal to US$7.40, was paid in connection with the redemption of each Trust Unit (referred to as the Redemption Amount).
The sum of these two components—the Special Distribution of US$3.40 and the Redemption Amount of US$7.40—equaled the total cash consideration of US$10.80 per Trust Unit. Importantly, the REIT anticipates that neither the Special Distribution nor the Redemption Amount will be reported as including any distributions of ordinary income.
Strategic Manager Separation
A key aspect of the Transaction’s completion involved a separation of the REIT’s external asset managers. DRR Asset Management LP, a subsidiary of Dream Unlimited Corp., and Pauls Realty Services, LLC, a subsidiary of Pauls Corp., have officially concluded their roles as external asset managers of Dream Residential REIT. This move streamlines the REIT’s structure as it transitions fully under the ownership and management of Morgan Properties.
Delisting and Reporting Status
Following the closure of the acquisition, the Trust Units are slated for delisting from the Toronto Stock Exchange (TSX). This delisting is expected to take place at the close of business on or about November 19, 2025. Furthermore, the REIT has expressed its intent to formally apply to cease to be a reporting issuer under applicable Canadian securities laws. These actions signify the final steps in the REIT’s transition from a publicly traded entity to a private holding of Morgan Properties.
Unitholder and Information Resources
For Registered Unitholders who require assistance with the process of submitting their Units in connection with the Transaction, or who have specific questions, resources are available through the designated depositary. Computershare Investor Services Inc. is acting in this capacity, and Unitholders can direct inquiries via the following contact channels:
- Telephone (Toll-Free in North America): 1-800-564-6253
- Telephone (Outside North America): (514) 982-7555
- Facsimile: (416) 263-9394 or 1-888-453-0330
- Email: corporateactions@computershare.com
Detailed information regarding the Transaction—including previous news releases dated August 21, 2025, September 24, 2025, October 7, 2025, October 16, 2025, and October 21, 2025, along with the REIT’s comprehensive management information circular dated September 17, 2025—is publicly accessible. These documents can be found under the REIT’s profile on SEDAR+
Early Warning Disclosure: Post-Transaction Ownership
In the immediate aftermath of the Transaction’s completion, the ownership structure of Dream Residential REIT has been consolidated. 1562652 B.C. Unlimited Liability Company (REIT Holdco), a wholly-owned subsidiary of Morgan Properties, acquired 1 subordinated unit (the Subordinated Subscription Unit) of the REIT. The consideration paid for this single unit was US$10.80.
This Subordinated Subscription Unit now represents all of the issued and outstanding units of the REIT following the redemption of all previously outstanding Trust Units as part of the acquisition process. Prior to the successful consummation of the Transaction, neither REIT Holdco nor Morgan Properties held any Trust Units. Consequently, after fully giving effect to the Transaction, REIT Holdco now owns the 1 Subordinated Subscription Unit, which equates to 100% of the issued and outstanding units of Dream Residential REIT. This final step formalizes the complete takeover and privatization of the REIT by Morgan Properties.
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