Exchange Bulletin
U.S. Dividend Growers Income Corp. (US) To Trade On Toronto Stock Exchange
U.S. Dividend Growers Income Corp. (the “Fund”) - An application has been granted for the original listing in the Industrial category of up to a maximum of 23,060,000 equity shares (“Equity Shares”) of the Fund, of which up to 20,000,000 Equity Shares will be issued and outstanding, and up to 3,060,000 Equity Shares will be reserved for issuance upon completion of an initial public offering (the “Offering”).
Listing of the Equity Shares will become effective at 5:01 p.m. on Thursday, March 19, 2015, in anticipation of the Offering closing on Friday, March 20, 2015. The Equity Shares, other than those which have not been distributed to the public, will be posted for trading at the opening on March 20, 2015.
Registration of interests in and transfers of the Equity Shares will be made only through the book-entry only system of CDS Clearing and Depository Services Inc. (“CDS”). Equity Shares must be purchased, transferred and surrendered for redemption only through a CDS Participant. Upon a purchase of Equity Shares, the holder will receive only the customary confirmation.
Additional information on the Equity Shares may be found in the final prospectus of the Fund dated February 25, 2015 (the “Prospectus”), which is available at www.SEDAR.com. Capitalized terms not otherwise defined are as defined in the Prospectus.
| Stock Symbol: "US" | CUSIP: 90350B 10 2 | Trading Currency: CDN$ |
| Temporary Market Maker: | Jones, Gable & Company Limited |
| Other Markets: | None |
| Head Office Address: | 1 First Canadian Place 58th Floor P.O. Box 192 Toronto, Ontario M5X 1A6 |
| Email Address: | invest@middlefield.com |
| Website: | www.middlefield.com |
| Manager: | Middlefield Limited |
| Head Office Telephone Number: | (416) 362-0714 |
| Fax Number: | (416) 362-7925 |
| Investor Relations: | Dean Orrico dorrico@middlefield.com Craig Rogers crogers@middlefield.com |
| Chief Financial Officer and Secretary: | Craig Rogers |
| Incorporation: | The Fund is a corporation incorporated under the laws of the Province of Ontario on January 30, 2015 and is a non-redeemable investment fund. |
| Fiscal Year End: | December 31 |
| Nature of Business: | The Fund’s investment objectives are to provide holders of Equity Shares with: (i) stable monthly cash distributions and to grow distributions over time, and (ii) enhanced long-term total return through capital appreciation of the Fund’s investment portfolio, through an investment strategy which focuses on investing in securities of issuers that have exhibited strong dividend growth and that are organized in the United States or that derive a significant portion of their revenue or earnings from the United States. |
| Transfer Agent & Registrar: | MFL Management Limited at its principal office in Toronto. |
| Distributions: | The Fund intends to provide Shareholders with monthly cash distributions. Such distributions will be payable to Shareholders of record on the last day of each month or such other date as the Fund may set from time to time and will be paid on or before the last business day of the first month following each such month. The Fund will not have a fixed monthly distribution amount, but will at least annually determine and announce (commencing in March 2016) a target monthly distribution amount (the “Target Distribution Amount”) based upon prevailing market conditions and the estimate by the Manager of distributable cash flow for the period to which such Target Distribution Amount pertains. The initial Target Distribution Amount for the period ending March 31, 2016 is $0.04167 per Equity Share (corresponding to an annualized distribution of $0.50 per Equity Share per annum and representing an annualized yield of 5.0% per annum based on the original subscription price). The initial distribution is expected to be declared payable to Shareholders of record on April 30, 2015 and to be paid on or before the last business day of the following month. |
| Conversion: | On or about April 17, 2017, the Fund will, subject to applicable law, which may require Shareholder and/or regulatory approval, either (i) be merged on a tax-deferred basis into Middlefield U.S. Dividend Growth Class, an open-end mutual fund managed by Middlefield Limited (the “Manager”), or another open-end mutual fund managed by the Manager or an affiliate which the Manager determines has substantially similar investment objectives and a similar investment strategy to the Fund, or (ii) convert to an open-end mutual fund to be managed by the Manager or an affiliate of the Manager. |
| Initial Public Offering: | Pursuant to the terms of the Prospectus, a maximum of 20,000,000 Equity Shares at a price of $10.00 per Equity Share, are being offered to the public by CIBC World Markets Inc., RBC Dominion Securities Inc., Scotia Capital Inc., BMO Nesbitt Burns Inc., TD Securities Inc., GMP Securities L.P., National Bank Financial Inc., Canaccord Genuity Corp., Raymond James Ltd., Dundee Securities Ltd., Mackie Research Capital Corporation, Manulife Securities Incorporation and Middlefield Capital Corporation, as agents. |
