CALGARY, Dec. 29, 2016 /CNW/ - Middlefield Group, on
behalf of COMPASS Income Fund ("COMPASS") (TSX: CMZ.UN),
YIELDPLUS Income Fund ("YIELDPLUS") (TSX: YP.UN), MINT
Income Fund ("MINT") (TSX: MID.UN), INDEXPLUS Income
Fund ("INDEXPLUS") (TSX: IDX.UN) and ACTIVEnergy Income
Fund ("ACTIVE") (TSX: AEU.UN) (collectively the "Funds") is
pleased to announce the intention to:
- merge COMPASS and YIELDPLUS into MINT (the "Merger"); and
- convert INDEXPLUS and ACTIVE into mutual funds or
exchange-traded funds (together, the "Conversions" and, together
with the Merger, the "Transactions").
A special meeting of unitholders of each of the Funds (the
"Meetings" and individually, a "Meeting") will be held on or about
February 28, 2017 in order to approve
the Transaction applicable to each Fund.
About the Merger
The Merger is intended to combine the substantially similar
investment portfolios of COMPASS, YIELDPLUS and MINT, with MINT
being the continuing fund. It is expected that MINT's increased
assets under management following the Merger will provide
unitholders of COMPASS, YIELDPLUS and MINT with an investment in a
fund with greater investment opportunities, increased liquidity and
a reduction in aggregate fees and expenses. In addition, the
Merger is expected to benefit unitholders of COMPASS and YIELDPLUS
by reducing the annual management fee payable by those Funds.
The Merger is also expected to benefit the unitholders of MINT and
COMPASS by accelerating the annual redemption rights of those funds
to August 31, which is consistent
with the annual redemption right of YIELDPLUS.
The Merger is expected to be effected on a tax-deferred
"rollover" basis at an exchange ratio calculated as the net asset
value per unit of COMPASS or YIELDPLUS, as applicable, divided by
the net asset value per unit of MINT, determined as of the close of
trading on the Toronto Stock Exchange (the "TSX") on the business
day immediately prior to the effective date of the Merger.
About MINT
Investment Objectives - The objectives of MINT are to
provide unitholders with (i) a high level of sustainable income
distributed monthly over the life of the Fund, (ii) a
cost-effective method of reducing the risk of investing in high
income securities, and (iii) the potential for capital appreciation
by investing in an actively managed, diversified portfolio
comprised primarily of high yielding equity securities.
Performance – Since its inception over 19 years ago in
March 1997, MINT has a track record
that has outperformed the S&P/TSX Composite, as illustrated in
the table below.
Fund/Benchmark
|
Since
Inception
|
MINT Income
Fund
|
9.1%
|
S&P/TSX Composite
Index
|
6.4%
|
Source:
Bloomberg, Middlefield. As at November 30, 2016. Figures reflect
annualized total returns, net of fees.
|
About the Conversions
The Conversions are expected to benefit unitholders of INDEXPLUS
and ACTIVE by providing a continued investment in the successful
investment strategies of those funds, but in the reorganized form
of an investment fund that offers daily liquidity through
redemptions at net asset value. Middlefield Limited, the manager of
the Funds, expects to provide a further update to unitholders
regarding the Conversions in early 2017.
Information about the Special Meeting
The Meetings will be held on or about February 28, 2017 commencing at 10:00 a.m. at the offices of Fasken Martineau
DuMoulin LLP, 333 Bay Street, Suite 2400, Bay Adelaide Centre,
Toronto, ON, M5H 2T6. The
respective effective dates of the Merger and the Conversions will
occur as soon as reasonably practicable following the Meetings,
subject to receipt of all necessary approvals, including, where
applicable, unitholder approval and the approval of the TSX, and
certain other customary closing conditions.
Additional details regarding the Transactions will be set forth
in the joint information circular (the "Information Circular") to
be prepared in connection with the Meetings. After considering the
Information Circular and related meeting materials, unitholders of
the Funds are encouraged to complete and return their proxy forms
to ensure their units can be voted at the applicable Meetings. The
board of directors of Middlefield Limited, as manager of the Funds,
has determined that the Transactions are in the best interests of
each of the Funds and accordingly recommends that unitholders of
each Fund vote in favour of the Transaction to which each Fund is a
party.
Certain statements in this press release may be viewed as
forward-looking statements. Any statements that express or involve
discussions with respect to predictions, expectations, beliefs,
plans, intentions, projections, objectives, assumptions or future
events or performance (often, but not always, using words or
phrases such as "expects", "is expected", "anticipates", "plans",
"estimates" or "intends" (or negative or grammatical variations
thereof), or stating that certain actions, events or results "may",
"could", "would", "might" or "will" be taken, occur or be achieved)
are not statements of historical fact and may be forward-looking
statements. Statements which may constitute forward-looking
statements relate to: the proposed timing of the Transactions and
completion thereof; the benefits of the Transactions; and the
Information Circular for the Meetings. Forward-looking statements
are subject to a variety of risks and uncertainties which could
cause actual events or results to differ from those reflected in
the forward-looking statements including as a result of changes in
the general economic and political environment, changes in
applicable legislation, and the performance of each fund. There are
no assurances the funds can fulfill such forward-looking statements
and the funds do not undertake any obligation to update such
statements. Such forward-looking statements are only predictions;
actual events or results may differ materially as a result of risks
facing one or more of the funds, many of which are beyond the
control of the funds.
SOURCE MINT Income Fund