USQIX / USQ Core Real Estate Fund - USQ Core Real Estate Fund - Class I - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

USQ Core Real Estate Fund - USQ Core Real Estate Fund - Class I
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CIK 1691570
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to USQ Core Real Estate Fund - USQ Core Real Estate Fund - Class I
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
October 31, 2025 424B3

Filed Pursuant to Rule 424(b)(3)

Filed Pursuant to Rule 424(b)(3) File Nos. 333-217181 USQ Core Real Estate Fund Shares of Beneficial Interest Class I Shares (USQIX) Class L Shares (USQSX) Supplement dated October 31, 2025 to the Prospectus and Statement of Additional Information dated July 29, 2025 After careful consideration, the Board of Trustees of USQ Core Real Estate Fund (the “Fund”) has concluded that it is in the best in

July 24, 2025 EX-99. (N)

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form N-2 of our report dated May 30, 2025, relating to the financial statements and financial highlights of USQ Core Real Estate Fund, which are included in Form N-CSR for the year ended March 31, 2025, and to the references to our firm under the headings “Financial Highlights” and “Counsel, Independent Registered Public Accounting Firm and Service Providers” in the Prospectus, and “Independent Registered Public Accounting Firm” in the Statement of Additional Information.

July 24, 2025 EX-99. (L)(2)

July 21, 2025

July 21, 2025 USQ Core Real Estate Fund 235 Whitehorse Lane, Suite 200 Kennett Square, PA 19348 Dear Board Members: A legal opinion (the "Legal Opinion") that we prepared was filed with the USQ Core Real Estate Fund Registration Statement on July 28, 2023.

July 24, 2025 EX-99. (K)(6)

New York, NY 10281-8098

April 23, 2025 Royal Bank of Canada 200 Vesey Street, 14th Floor New York, NY 10281-8098 Attention: Portfolio Services Group Re: Request for Extension of Committed Credit Facility Ladies and Gentlemen: We refer to the Credit Agreement dated May 5, 2023 (as amended through the date hereof, the "Credit Agreement") between USQ Core Real Estate Fund, a Delaware Statutory Trust ("Borrower") and Royal Bank of Canada ("Lender"), pursuant to which Lender has made available to Borrower the credit facility described therein.

July 24, 2025 486BPOS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2

As filed with the Securities and Exchange Commission on July 24, 2025 1933 Act File No.

June 23, 2025 424B3

USQ CORE REAL ESTATE FUND (THE “FUND”) Class I Shares (USQIX) Supplement dated June 23, 2025 to the Prospectus dated July 29, 2024

Filed Pursuant to Rule 424(b)(3) File Nos. 333-217181 USQ CORE REAL ESTATE FUND (THE “FUND”) Class I Shares (USQIX) Supplement dated June 23, 2025 to the Prospectus dated July 29, 2024 Effective June 30, 2025 (the “Effective Date”), the Fund has a new mailing address. As of the Effective Date, written requests to obtain Fund documentation and correspondence regarding the dividend reinvestment poli

June 23, 2025 424B3

USQ CORE REAL ESTATE FUND (THE “FUND”) Class L Shares (USQSX) Supplement dated June 23, 2025 to the Prospectus dated July 29, 2024, as previously supplemented

Filed Pursuant to Rule 424(b)(3) File Nos. 333-217181 USQ CORE REAL ESTATE FUND (THE “FUND”) Class L Shares (USQSX) Supplement dated June 23, 2025 to the Prospectus dated July 29, 2024, as previously supplemented Effective June 30, 2025 (the “Effective Date”), the Fund has a new mailing address. As of the Effective Date, written requests to obtain Fund documentation and correspondence regarding th

October 11, 2024 CORRESP

October 4, 2024

October 4, 2024 VIA ELECTRONIC TRANSMISSION John F. Kernan Staff Accountant Division of Investment Management Disclosure Review and Accounting U.S. Securities and Exchange Commission Re: Response to Staff Comments Regarding USQ Core Real Estate Fund March 31, 2024 Annual Report and Form N-CSR (File No. 811-23219) Dear Mr. Kernan: This correspondence is submitted in response to the Staff's comments

October 10, 2024 SC 13G

USQIX / USQ Core Real Estate Fund - USQ Core Real Estate Fund - Class I / HALBERT HARGROVE GLOBAL ADVISORS, LLC - HALBERT HARGROVE GLOBAL ADVISORS, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 USQ Core Real Estate Fund (Name of Issuer) Class I Shares (Title of Class of Securities) 90351Y101 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is f

October 9, 2024 424B3

USQ CORE REAL ESTATE FUND (THE “FUND”) Class IS Shares (USQSX) Supplement dated October 9, 2024 to the Statement of Additional Information (“SAI”) dated July 29, 2024

Filed Pursuant to Rule 424(b)(3) File No. 333-217181 USQ CORE REAL ESTATE FUND (THE “FUND”) Class IS Shares (USQSX) Supplement dated October 9, 2024 to the Statement of Additional Information (“SAI”) dated July 29, 2024 Effective October 14, 2024 ( the “Effective Date”), the Fund’s Class IS Shares will now be Class L Shares. Accordingly, as of the Effective Date all references to “Class IS Shares”

October 9, 2024 424B3

TABLE OF CONTENTS

Filed Pursuant to Rule 424(b)(3) File No. 333-217181 USQ Core Real Estate Fund Shares of Beneficial Interest Class L Shares (USQSX) Prospectus July 29, 2024, as supplemented October 14, 2024 The Fund. The USQ Core Real Estate Fund (the “Fund”) is a Delaware statutory trust that is registered under the Investment Company Act of 1940 (the “1940 Act”) as a non-diversified, closed-end management inves

September 9, 2024 POS EX

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-14 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Registration No. 333-280267 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-14 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Pre-Effective Amendment No. X Post-Effective Amendment No. 1 USQ CORE REAL ESTATE FUND (Exact Name of Registrant as Specified in Charter) 235 Whitehorse Lane, Suite 200 Kennett Square, PA 19348 (484) 731-3101 Agent for Service G. Keith Downing

September 9, 2024 EX-99.12

2

September 6, 2024 USQ Core Real Estate Fund 235 Whitehorse Lane, Suite 200 Kennett Square, Pennsylvania 19348 PREDEX 4221 North 203rd Street, Suite 100 Elkhorn, Nebraska 68022 Re:AGREEMENT AND PLAN OF REORGANIZATION, DATED AS OF JUNE 13, 2024 (THE “AGREEMENT”), AMONG USQ CORE REAL ESTATE FUND, A DELAWARE STATUTORY TRUST (THE “ACQUIRING FUND”), PREDEX, A DELWAWARE STATUTORY TRUST (THE “ACQUIRED FUN

September 9, 2024 EX-99.11(B)

September 9, 2024

September 9, 2024 USQ Core Real Estate Fund 235 Whitehorse Lane, Suite 200 Kennett Square, PA 19348 Dear Board Members: A legal opinion (the "Legal Opinion") that we prepared was filed with the USQ Core Real Estate Fund Registration Statement on Form N-14 on July 22, 2024.

July 26, 2024 486BPOS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2

As filed with the Securities and Exchange Commission on July 26, 2024 1933 Act File No.

July 26, 2024 EX-99. (N)

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form N‐2 of our report dated May 30, 2024, relating to the financial statements and financial highlights of USQ Core Real Estate Fund, for the year ended March 31, 2024, and to the references to our firm under the headings “Financial Highlights” and “Counsel, Independent Registered Public Accounting Firm and Service Providers” in the Prospectus and “Independent Registered Public Accounting Firm” in the Statement of Additional Information.

July 26, 2024 EX-99. (K)(6)

EX-99. (K)(6)

April 17, 2024 Royal Bank of Canada 200 Vesey Street, 14th Floor New York, NY 10281-8098 Attention: Portfolio Services Group Re: Request for Extension of Committed Credit Facility Ladies and Gentlemen: We refer to the Credit Agreement dated May 5, 2023 (as amended through the date hereof, the "Credit Agreement") between USQ Core Real Estate Fund, a Delaware Statutory Trust ("Borrower") and Royal Bank of Canada ("Lender"), pursuant to which Lender has made available to Borrower the credit facility described therein.

July 26, 2024 424B3

PREDEX Class I Shares (PRDEX) Class T Shares (PTDEX) Class W Shares (PWDEX) of Beneficial Interest 4221 North 203rd Street Suite 100 Elkhorn, Nebraska 68022-3474 (402) 493-4603

Filed Pursuant to Rule 424(b)(3) File No. 333-280267 PREDEX Class I Shares (PRDEX) Class T Shares (PTDEX) Class W Shares (PWDEX) of Beneficial Interest 4221 North 203rd Street Suite 100 Elkhorn, Nebraska 68022-3474 (402) 493-4603 Dear Shareholder July 26, 2024 You are receiving this Information Statement/Prospectus because you own shares of PREDEX (the "Acquired Fund"). The Board of Trustees of th

July 26, 2024 EX-99. (L)(2)

July 22, 2024

July 22, 2024 USQ Core Real Estate Fund 235 Whitehorse Lane, Suite 200 Kennett Square, PA 19348 Dear Board Members: A legal opinion (the "Legal Opinion") that we prepared was filed with the USQ Core Real Estate Fund Registration Statement on July 28, 2023.

July 22, 2024 EX-99.14

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form N-14 of our report dated May 30, 2024, relating to the financial statements and financial highlights of USQ Core Real Estate Fund, for the year ended March 31, 2024, and to the references to our firm under the headings “Service Providers”, “Financial Highlights” and “Representations and Warranties” in the Joint Information Statement/Prospectus, and “Independent Registered Public Accounting Firm“ and “Financial Statements” in the Statement of Additional Information.

July 22, 2024 CORRESP

July 22, 2024

July 22, 2024 Michael A. Rosenberg Attorney Adviser Division of Investment Management U.S. Securities and Exchange Commission 200 Vesey St. #400 New York, NY 10281 Re: USQ Core Real Estate Fund Form N-14 File Nos. 333-280267 Dear Mr. Rosenberg: On July 12, 2024, you provided telephonic comments with respect to the Information Statement/Prospectus filed on Form N-14 relating to the reorganization (

July 22, 2024 EX-99.11

July 19, 2024

July 19, 2024 USQ Core Real Estate Fund 235 Whitehorse Lane, Suite 200 Kennett Square, PA 19348 Re: Opinion of Counsel Relating to the Amended Registration Statement Filed on Form N-14 Under the Securities Act of 1933 Ladies and Gentlemen: We have been requested by USQ Core Real Estate Fund for our opinion with respect to certain matters relating to the reorganization of PREDEX (the "Target Fund"), and the USQ Core Real Estate Fund (the "Survivor Fund").

July 22, 2024 N-14 8C/A

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-14 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 X Pre-Effective Amendment No. 1 Post-Effective Amendment No. _ USQ CORE REAL ESTATE FUND (Exact Name of Registrant as Spe

Registration No. 333-280267 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-14 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 X Pre-Effective Amendment No. 1 Post-Effective Amendment No. USQ CORE REAL ESTATE FUND (Exact Name of Registrant as Specified in Charter) 235 Whitehorse Lane, Suite 200 Kennett Square, PA 19348 (484) 731-3101 Agent for Service G. Keith Downing

June 17, 2024 N-14 8C

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-14 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Registration No. 333-[] U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-14 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Pre-Effective Amendment No. Post-Effective Amendment No. USQ CORE REAL ESTATE FUND (Exact Name of Registrant as Specified in Charter) 235 Whitehorse Lane, Suite 200 Kennett Square, PA 19348 (484) 731-3101 Agent for Service G. Keith Downing 235 Whi

June 17, 2024 EX-99.11

June 12, 2024

June 12, 2024 USQ Core Real Estate Fund 235 Whitehorse Lane, Suite 200 Kennett Square, PA 19348 Re: Opinion of Counsel Relating to the Registration Statement Filed on Form N-14 Under the Securities Act of 1933 Ladies and Gentlemen: We have been requested by USQ Core Real Estate Fund for our opinion with respect to certain matters relating to the reorganization of PREDEX (the "Target Fund"), and the USQ Core Real Estate Fund (the "Survivor Fund").

June 17, 2024 EX-99.12

2

Form of Tax Opinion , 2024 USQ Core Real Estate Fund 235 Whitehorse Lane, Suite 200 Kennett Square, Pennsylvania 19348 PREDEX 4221 North 203rd Street, Suite 100 Elkhorn, Nebraska 68022 Re: AGREEMENT AND PLAN OF REORGANIZATION, DATED AS OF JUNE 13, 2024 (THE “AGREEMENT”), AMONG USQ CORE REAL ESTATE FUND, A DELAWARE STATUTORY TRUST (THE “ACQUIRING FUND”), PREDEX, A DELWAWARE STATUTORY TRUST (THE “AC

June 17, 2024 EX-99.14

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Cohen & Co® CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form N-14 of our report dated May 30, 2024, relating to the financial statements and financial highlights of USQ Core Real Estate Fund, for the year ended March 31, 2024, and to the references to our firm under the headings “Service Providers”, “Financial Highlights” and “Representations and Warranties” in the Joint Information Statement/Prospectus, and “Independent Registered Public Accounting Firm“ and “Financial Statements” in the Statement of Additional Information.

June 17, 2024 EX-99.16

LIMITED POWER OF ATTORNEY

LIMITED POWER OF ATTORNEY I, Edward P. Mooney, Jr. (the "Principal"), a resident of Fox Point Wisconsin and a member of the Board of Trustees of USQ Core Real Estate Fund, hereby constitutes and appoints as my co-agents: G. Keith Downing, c/o Union Square Capital Partners, LLC, 235 Whitehorse Lane, Suite 200, Kennett Square, Pennsylvania 19348, (484) 731-3101; Thomas E. Miller, c/o Union Square Ca

July 28, 2023 EX-99. (K)(5)

ARTICLE I DEFINITIONS AND ACCOUNTING TERMS; RULES OF CONSTRUCTION

EXECUTION VERSION CREDIT AGREEMENT dated as of May 5, 2023 between USQ CORE REAL ESTATE FUND, a Delaware statutory trust (“Borrower”), and ROYAL BANK OF CANADA (“Lender”).

July 28, 2023 EX-99. (N)

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Cohen & Co® CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form N-2 of our report dated May 30, 2023, relating to the financial statements and financial highlights of USQ Core Real Estate Fund, for the year ended March 31, 2023, and to the references to our firm under the headings “Counsel, Independent Registered Public Accounting Firm and Service Providers” and “Financial Highlights” in the Prospectus and “Independent Registered Public Accounting Firm” in the Statement of Additional Information.

July 28, 2023 486BPOS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2

As filed with the Securities and Exchange Commission on July 28, 2023 1933 Act File No.

July 28, 2023 EX-99. (K)(4)

USQ CORE REAL ESTATE FUND SHAREHOLDER SERVICES PLAN Effective September 18, 2017, and as amended June 22, 2023

USQ CORE REAL ESTATE FUND SHAREHOLDER SERVICES PLAN Effective September 18, 2017, and as amended June 22, 2023 Section 1.

July 28, 2023 EX-99. (J)(2)

AMENDED AND RESTATED CUSTODY AGREEMENT Dated April 27, 2023 UMB BANK, N.A. the Funds listed on Schedule B hereto

AMENDED AND RESTATED CUSTODY AGREEMENT Dated April 27, 2023 Between UMB BANK, N.A. and the Funds listed on Schedule B hereto 1 AMENDED AND RESATED CUSTODY AGREEMENT This agreement made as of the date first set forth above between UMB Bank, n.a., a national banking association with its principal place of business located in Kansas City, Missouri (hereinafter "Custodian") and the funds listed on Sch

July 28, 2023 EX-99. (L)

July 20, 2023

July 20, 2023 USQ Core Real Estate Fund 235 Whitehorse Lane, Suite 200 Kennett Square, PA 19348 Re: Registration Statement on Form N-2 (SEC File No.

March 24, 2023 424B3

USQ Core Real Estate Fund 235 Whitehorse Lane, Suite 200 Kennett Square, PA 19348 (833) 877-3863 TABLE OF CONTENTS

Filed Pursuant to Rule 424(b)(3) File No. 333-217181 USQ Core Real Estate Fund Shares of Beneficial Interest Class I Shares (USQIX) & Class IS Shares (USQSX) Statement of Additional Information July 29, 2022, as supplemented March 24, 2023 This Statement of Additional Information (“SAI”) provides general information about the USQ Core Real Estate Fund (the “Fund”). This SAI is not a prospectus and

February 24, 2023 NPORT-EX

Fair Value

USQ Core Real Estate Fund Schedule of Investments December 31, 2022 (Unaudited) Description Shares Fair Value Real Estate Investments - 89.

August 25, 2022 NPORT-EX

Fair Value

USQ Core Real Estate Fund Schedule of Investments June 30, 2022 (Unaudited) Description Shares Fair Value Real Estate Investments - 89.

July 25, 2022 EX-99.(N)

Consent of Independent Registered Public Accounting Firm

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form N-2 of our report dated May 31, 2022, relating to the financial statements and financial highlights of USQ Core Real Estate Fund, for the year ended March 31, 2022, and to the references to our firm under the headings ?Financial Highlights? and ?Counsel, Independent Registered Public Accounting Firm and Service Providers? in the Prospectus and ?Independent Registered Public Accounting Firm? in the Statement of Additional Information.

July 25, 2022 486BPOS

U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X] PRE-EFFECTIVE AMENDMENT NO. [ ] POST-EFFECTIVE AMENDMENT NO. 6 REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT

486BPOS 1 combined486busqcorerealest.htm 486BPOS As filed with the Securities and Exchange Commission on July 25, 2022 1933 Act File No. 333-217181 1940 Act File No. 811-23219 U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X] PRE-EFFECTIVE AMENDMENT NO. [ ] POST-EFFECTIVE AMENDMENT NO. 6 and/or REGISTRATION STATEMENT

February 22, 2022 NPORT-EX

Fair Value

USQ Core Real Estate Fund Schedule of Investments December 31, 2021 (Unaudited) Description Shares Fair Value Real Estate Investments - 85.

August 24, 2021 CORRESP

* * * * *

August 24, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Investment Management 100 F Street, N.

August 18, 2021 EX-14

Consent of Independent Registered Public Accounting Firm

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form N-2 of our report dated May 28, 2021, relating to the financial statements and financial highlights of USQ Core Real Estate Fund, for the year ended March 31, 2021, and to the references to our firm under the headings ?Financial Highlights? and ?Counsel, Independent Registered Public Accounting Firm and Service Providers? in the Prospectus and ?Independent Registered Public Accounting Firm? in the Statement of Additional Information.

August 18, 2021 POS EX

U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X] PRE-EFFECTIVE AMENDMENT NO. [ ] POST-EFFECTIVE AMENDMENT NO. 5 REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT

As filed with the Securities and Exchange Commission on August 18, 2021 1933 Act File No.

August 13, 2021 NPORT-EX

Fair Value

USQ Core Real Estate Fund Schedule of Investments June 30, 2021 (Unaudited) Description Shares Fair Value Real Estate Investments - 89.

July 28, 2021 486BPOS

relating to the Registration Statement on Form N-2 previously filed with the SEC

486BPOS 1 combined486b.htm 486BPOS As filed with the Securities and Exchange Commission on July 28, 2021 1933 Act File No. 333-217181 1940 Act File No. 811-23219 U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X] PRE-EFFECTIVE AMENDMENT NO. [ ] POST-EFFECTIVE AMENDMENT NO. 4 and/or REGISTRATION STATEMENT UNDER THE INV

July 28, 2021 EX-14

Consent of Independent Registered Public Accounting Firm

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form N-1A of our report dated May 28, 2021, relating to the financial statements and financial highlights of USQ Core Real Estate Fund, for the year ended March 31, 2021, and to the references to our firm under the headings “Financial Highlights” and “Counsel, Independent Registered Public Accounting Firm and Service Providers” in the Prospectus and “Independent Registered Public Accounting Firm” in the Statement of Additional Information.

July 28, 2021 EX-19

ower of Attorney

EX-19 3 powerofattorneymooney.htm EX-19 POWER OF ATTORNEY The undersigned officers and trustees of USQ CORE REAL ESTATE FUND, a Delaware statutory trust (the "Registrant"), hereby appoint THOMAS E. MILLER, G. KEITH DOWNING, MARY ZIEGLER, PRUFESH R. MODHERA and NICOLE SIMON (with full power to each of them to act alone) his/her attorney-in-fact and agent, in all capacities, to execute, deliver and

February 16, 2021 NPORT-EX

Fair Value

USQ Core Real Estate Fund Schedule of Investments December 31, 2020 (Unaudited) Description Shares Fair Value Real Estate Investments - 77.

August 25, 2020 NPORT-EX

Level 1

Fair Value Measurements In applying the valuation procedures described in this Valuation Policy, the Adviser maximizes the use of “observable” versus “unobservable” inputs in markets which are active or markets where there has not been a significant decrease in the volume and frequency of transactions, as stressed by ASC Topic 820.

August 25, 2020 NPORT-EX

Fair Value

USQ Core Real Estate Fund Schedule of Investments June 30, 2020 (Unaudited) Description Shares Fair Value Real Estate Investments - 94.

July 24, 2020 EX-1

Distribution Agreement dated March 31, 2020 between the Registrant, the Adviser and Quasar Distributors LLC

DISTRIBUTION AGREEMENT THIS DISTRIBUTION AGREEMENT (“Agreement”) is by and between Quasar Distributors, LLC (the “Distributor”), USQ Core Real Estate Fund (the “Fund”) and Union Square Capital Partners, LLC (the “Adviser”).

July 24, 2020 EX-2

Consent of Independent Registered Public Accounting Firm

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form N-1A of our report dated May 28, 2020, relating to the financial statements and financial highlights of USQ Core Real Estate Fund, for the year ended March 31, 2020, and to the references to our firm under the headings “Financial Highlights” and “Counsel, Independent Registered Public Accounting Firm and Service Providers” in the Prospectus and “Independent Registered Public Accounting Firm” in the Statement of Additional Information.

July 24, 2020 486BPOS

- 486BPOS

As filed with the Securities and Exchange Commission on July 24, 2020 1933 Act File No.

February 21, 2020 EX-99.CERT

I, S. Timothy Grugeon, certify that:

Exhibit 99.CERT CERTIFICATION I, S. Timothy Grugeon, certify that: 1. I have reviewed this report on Form N-Q of the USQ Core Real Estate Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with

February 21, 2020 N-Q

USQIX / USQ Core Real Estate Fund N-Q - Quarterly Schedule of Portfolio Holdings - QUARTERLY NOTICE OF PORTFOLIO HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-23219 USQ Core Real Estate Fund (Exact name of registrant as specified in charter) 235 Whitehorse Lane, Suite 200 Kennett Square, PA 19348 (Address of principal executive offices) (Zip code) Uni

August 22, 2019 EX-99.CERT

I, S. Timothy Grugeon, certify that:

Exhibit 99.CERT CERTIFICATION I, S. Timothy Grugeon, certify that: 1. I have reviewed this report on Form N-Q of the USQ Core Real Estate Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with

August 22, 2019 N-Q

USQIX / USQ Core Real Estate Fund N-Q - Quarterly Schedule of Portfolio Holdings - QUARTERLY NOTICE OF PORTFOLIO HOLDINGS

N-Q 1 usq-crnq.htm QUARTERLY NOTICE OF PORTFOLIO HOLDINGS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-23219 USQ Core Real Estate Fund (Exact name of registrant as specified in charter) 235 Whitehorse Lane, Suite 200 Kennett Square, PA 193

July 26, 2019 EX-99.(G)(2)

Form of Amended and Restated Expense Limitation Agreement

AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT USQ CORE REAL ESTATE FUND THIS AGREEMENT is made and entered into as of the 30th day of May, 2019 by and between USQ CORE REAL ESTATE FUND (the “Trust”), a Delaware statutory trust, and UNION SQUARE CAPITAL PARTNERS, LLC (the “Adviser”), a Delaware limited liability company.

July 26, 2019 486BPOS

USQIX / USQ Core Real Estate Fund 486BPOS - - POST EFFECTIVE AMENDMENT

As filed with the Securities and Exchange Commission on July 26, 2019 1933 Act File No.

July 26, 2019 EX-99.(N)

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EX-99.(N) 3 audtior-consent.htm CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form N-2 of our report dated May 30, 2019 relating to the financial statements and financial highlights of USQ Core Real Estate Fund, for the year ended March 31, 2019,

March 28, 2019 SC 13D/A

USQIX / USQ Core Real Estate Fund / Bontrager John Michael - AMENDED BENEFICIAL OWNERS REPORT Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) USQ Core Real Estate Fund (Name of Issuer) Class I (Title of Class of Securities) 90351Y101 (CUSIP Number) Mary Ziegler, 235 Whitehorse Lane, Suite 200, Kennett Square, PA 19348. (484) 275-5919 (Name, Address and Telephone Number of Person Authorized to R

March 28, 2019 SC 13D/A

USQIX / USQ Core Real Estate Fund / Bontrager Dorothy - AMENDED BENEFICIAL OWNERS REPORT Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) USQ Core Real Estate Fund (Name of Issuer) Class I (Title of Class of Securities) 90351Y101 (CUSIP Number) Mary Ziegler, 235 Whitehorse Lane, Suite 200, Kennett Square, PA 19348. (484) 275-5919 (Name, Address and Telephone Number of Person Authorized to R

February 20, 2019 EX-99.CERT

I, S. Timothy Grugeon, certify that:

Exhibit 99.CERT CERTIFICATION I, S. Timothy Grugeon, certify that: 1. I have reviewed this report on Form N-Q of the USQ Core Real Estate Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with

February 20, 2019 N-Q

USQIX / USQ Core Real Estate Fund QUARTERLY NOTICE OF PORTFOLIO HOLDINGS (Quarterly Schedule of Portfolio Holdings)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-23219 USQ Core Real Estate Fund (Exact name of registrant as specified in charter) 235 Whitehorse Lane, Suite 200 Kennett Square, PA 19348 (Address of principal executive offices) (Zip code) Uni

August 13, 2018 EX-99.CERT

I, S. Timothy Grugeon, certify that:

Exhibit 99.CERT CERTIFICATION I, S. Timothy Grugeon, certify that: 1. I have reviewed this report on Form N-Q of the USQ Core Real Estate Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with

August 13, 2018 N-Q

USQIX / USQ Core Real Estate Fund QUARTERLY NOTICE OF PORTFOLIO HOLDINGS (Quarterly Schedule of Portfolio Holdings)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-23219 USQ Core Real Estate Fund (Exact name of registrant as specified in charter) 235 Whitehorse Lane, Suite 200 Kennett Square, PA 19348 (Address of principal executive offices) (Zip code) Uni

July 26, 2018 486BPOS

USQIX / USQ Core Real Estate Fund POST EFFECTIVE AMENDMENT - RULE 486B

As filed with the Securities and Exchange Commission on July 26, 2018 1933 Act File No.

July 26, 2018 EX-99.N

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form N-2 of our report dated May 25, 2018, relating to the financial statements and financial highlights of USQ Core Real Estate Fund, for the period ended March 31, 2018, and to the references to our firm under the headings “Financial Highlights” and “Counsel, Independent Registered Public Accounting Firm and Service Providers” in the Prospectus and “Independent Registered Public Accounting Firm” in the Statement of Additional Information.

May 25, 2018 EX-99.77B ACCT LTTR

EX-99.77B ACCT LTTR

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Trustees of USQ Core Real Estate Fund In planning and performing our audit of the financial statements of USQ Core Real Estate Fund (the “Fund”) as of and for the period ended March 31, 2018, in accordance with the standards of the Public Company Accounting Oversight Board (United States), we considered the Fu

February 8, 2018 EX-99.CERT

I, S. Timothy Grugeon, certify that:

Exhibit 99.CERT CERTIFICATION I, S. Timothy Grugeon, certify that: 1. I have reviewed this report on Form N-Q of the USQ Core Real Estate Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with

February 8, 2018 N-Q

Usq Core Real Estate Fund - QUARTERLY NOTICE OF PORTFOLIO HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-23219 USQ Core Real Estate Fund (Exact name of registrant as specified in charter) 235 Whitehorse Lane, Suite 200 Kennett Square, PA 19348 (Address of principal executive offices) (Zip code) Uni

October 10, 2017 SC 13D

USQIX / USQ Core Real Estate Fund / Chatham Financial Corp - BENEFICIAL OWNERS REPORT Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.) USQ Core Real Estate Fund (Name of Issuer) Class IS (Title of Class of Securities) 90351Y200 (CUSIP Number) Keith Downing, 235 Whitehorse Lane, Suite 200, Kennett Square, PA 19348. (484) 731-0033 (Name, Address and Telephone Number of Person Authorized to R

October 10, 2017 SC 13D

USQIX / USQ Core Real Estate Fund / Cfc Investments Corp - BENEFICIAL OWNERS REPORT Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) USQ Core Real Estate Fund (Name of Issuer) Class I (Title of Class of Securities) 90351Y101 (CUSIP Number) Keith Downing, 235 Whitehorse Lane, Suite 200, Kennett Square, PA 19348. (484) 731-0033 (Name, Address and Telephone Number of Person Authorized to R

October 10, 2017 SC 13D

USQIX / USQ Core Real Estate Fund / Cfc Investments Corp - BENEFICIAL OWNERS REPORT Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) USQ Core Real Estate Fund (Name of lssuer) Class IS (Title of Class of Securities) 90351Y200 (CUSIP Number) Keith Downing, 235 Whitehorse Lane, Suite 200, Kennett Square, PA 19348. (484) 731-0033 (Name, Address and Telephone Number of Person Authorized to

October 10, 2017 SC 13D

USQIX / USQ Core Real Estate Fund / Chatham Financial Corp - BENEFICIAL OWNERS REPORT Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.) USQ Core Real Estate Fund (Name ofissuer) Class I (Title of Class of Securities) 90351Y101 (CUSIP Number) Keith Downing, 235 Whitehorse Lane, Suite 200, Kennett Square, PA 19348. (484) 731-0033 (Name, Address and Telephone Number of Person Authorized to Rec

October 10, 2017 SC 13D

USQIX / USQ Core Real Estate Fund / Bontrager Dorothy - BENEFICIAL OWNERS REPORT Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) USQ Core Real Estate Fund (Name oflssuer) Class I (Title of Class of Securities) 90351Y101 (CUSIP Number) Keith Downing, 235 Whitehorse Lane, Suite 200, Kennett Square, PA 19348. (484) 731-0033 (Name, Address and Telephone Number of Person Authorized to Re

October 10, 2017 SC 13D

USQIX / USQ Core Real Estate Fund / Bontrager John Michael - BENEFICIAL OWNERS REPORT Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. J USQ Core Real Estate Fund (Name of Issuer) Class I (Title of Class of Securities 90351Yl01 (CUSIP Number) Keith Downing, 235 Whitehorse Lane, Suite 200, Kennett Square, PA 19348. (484) 731-0033 (Name, Address and Telephone Number of Person Authorized to Re

September 22, 2017 CORRESP

USQIX / USQ Core Real Estate Fund CORRESP

Stradley Ronon Stevens & Young, LLP 2005 Market Street, Suite 2600 Philadelphia, PA 19103 Telephone 215.

September 22, 2017 CORRESP

USQIX / USQ Core Real Estate Fund CORRESP

USQ Core Real Estate Fund 235 Whitehorse Lane, Suite 200 Kennett Square, PA 19348 Quasar Distributors LLC 615 E.

September 21, 2017 CORRESP

USQIX / USQ Core Real Estate Fund CORRESP

Stradley Ronon Stevens & Young, LLP 2005 Market Street, Suite 2600 Philadelphia, PA 19103 Telephone 215.

September 20, 2017 CORRESP

USQIX / USQ Core Real Estate Fund CORRESP

Stradley Ronon Stevens & Young, LLP 2005 Market Street, Suite 2600 Philadelphia, PA 19103 Telephone 215.

August 28, 2017 APP ORDR

APP ORDR

UNITED STATES OF AMERICA BEFORE THE SECURITIES AND EXCHANGE COMMISSION INVESTMENT COMPANY ACT OF 1940 Release No.

August 15, 2017 CORRESP

USQIX / USQ Core Real Estate Fund CORRESP

Stradley Ronon Stevens & Young, LLP 2005 Market Street, Suite 2600 Philadelphia, PA 19103 Telephone 215.

August 1, 2017 APP NTC

APP NTC

SECURITIES AND EXCHANGE COMMISSION Investment Company Act Release No. 32767; File No. 812-14733 USQ Core Real Estate Fund and Union Square Capital Partners, LLC July 31, 2017 AGENCY: Securities and Exchange Commission (“Commission”). ACTION: Notice. Notice of an application under section 6(c) of the Investment Company Act of 1940 (the “Act”) for an exemption from sections 18(a)(2), 18(c) and 18(i)

July 6, 2017 CORRESP

USQIX / USQ Core Real Estate Fund CORRESP

Stradley Ronon Stevens & Young, LLP 1250 Connecticut Avenue, N.W., Suite 500 Washington, DC 20036 Telephone 202.822.9611 Fax 202.822.0140 www.stradley.com Prufesh R. Modhera [email protected] 202.419.8417 July 6, 2017 VIA EDGAR U.S. Securities and Exchange Commission Division of Investment Management 100 F Street, N.E. Washington, D.C. 20549-9303 Attention: Ms. Anu Dubey Re: USQ Core Real Esta

May 4, 2017 LETTER

LETTER

May 3, 2017 Mr. Prufesh R. Modhera, Esq. Stradley Ronon Stevens & Young, LLP 1250 Connecticut Avenue, N.W., Suite 500 Washington, D.C. 20036-2652 Re: USQ Core Real Estate Fund File Nos. 333-217181 and 811-23219 Dear Mr. Modhera: On April 6, 2017, you filed a registration statement on Form N-2 for USQ Core Real Estate Fund (the “Fund”). Our comments are set forth below. For convenience, we generall

May 4, 2017 LETTER

LETTER

May 3, 2017  Mr. Prufesh R. Modhera, Esq. Stradley Ronon Stevens & Young, LLP 1250 Connecticut Avenue, N.W., Suite 500 Washington, D.C. 20036-2652 Re: USQ Core Real Estate Fund File Nos. 333-217181 and 811-23219 Dear Mr. Modhera: On April 6, 2017, you filed a registration statement on Form N-2 for USQ Core Real Estate Fund (the “Fund”). Our comments are set forth below. For convenience,

December 9, 2016 N-8A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-8A NOTIFICATION OF REGISTRATION FILED PURSUANT TO SECTION 8(a) OF THE INVESTMENT COMPANY ACT OF 1940

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-8A NOTIFICATION OF REGISTRATION FILED PURSUANT TO SECTION 8(a) OF THE INVESTMENT COMPANY ACT OF 1940 The undersigned investment company hereby notifies the Securities and Exchange Commission that it registers under and pursuant to the provisions of Section 8(a) of the Investment Company Act of 1940 and in connection wit

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