Ottawa, February 19, 2015 – (TSX: BSD.UN, BSD.PR.A) Brookfield Soundvest Capital Management Ltd. (the “Manager”), the manager of Brookfield Soundvest Split Trust (the “Trust”), is pleased to announce that the board of directors of the Manager has approved proposed extraordinary resolutions (the “Extraordinary Resolutions”), one relating to the preferred securities (the “Preferred Securities”) of the Trust and one relating to the trust units (the “Units”) of the Trust, to be presented to the holders of the Preferred Securities (the “Preferred Securityholders”) and the holders of the Units (the “Unitholders”), as the case may be, at a special meeting of the Preferred Securityholders and the Unitholders (the “Meeting”).
The Extraordinary Resolution relating to the Preferred Securities will allow the Trust to implement the following:
- extend the term of the Preferred Securities for additional five-year renewal terms following the scheduled maturity date of March 31, 2015;
- determine the interest rate on the Preferred Securities for each subsequent extended five-year renewal term of the Preferred Securities, and set the interest rate for the first renewal term at 6.0% per annum; and
- provide the Preferred Securityholders with the right to retract and receive repayment of their Preferred Securities on March 31, 2015, and at the end of each subsequent renewal term of the Preferred Securities, if they so choose (the “Preferred Special Repayment Right”).
The proposal offers Preferred Securityholders the following benefits:
- Preferred Securityholders will continue to enjoy an attractive interest rate, payable quarterly and backed by the Trust’s diversified portfolio consisting of common and preferred shares of Canadian issuers, income securities, including bonds and debentures, income trusts, real estate investment trusts, Canadian mortgage-backed securities, and other securities, with an attractive current yield and which the Trust believes are well positioned to deliver strong returns to investors;
- Preferred Securityholders will be able to extend the term of the Preferred Securities for a five-year renewal term with an option to participate in further extensions of the Preferred Securities, if they so choose; and
- the extension of the term of the Preferred Securities would provide for further opportunity for potential appreciation in the Trust’s portfolio of securities, which could provide additional coverage to the Preferred Securityholders.
The Extraordinary Resolution relating to the Units will allow the Trust to implement the following:
- provide the Unitholders with the right to retract, in the aggregate, a number of Units not exceeding the number of Preferred Securities tendered under the Preferred Special Repayment Right on March 31, 2015 and at the end of each subsequent renewal term of the Preferred Securities, if they so choose (the “Unit Special Retraction Right”), and receive redemption proceeds equal to the net asset value per Unit as of such dates, and to the extent that more Units are tendered for retraction under the Unit Special Retraction Right than Preferred Securities tendered for repayment under the Preferred Special Repayment Right, Units so tendered will be redeemed on a pro rata basis; and
- in order to maintain the same number of the Units and the Preferred Securities outstanding, in the event that more Preferred Securities are tendered for repayment under the Preferred Special Repayment Right than Units tendered for retraction under the Unit Special Retraction Right, provide the Trust with the ability to consolidate the Units on or about March 31, 2015 and at the end of each subsequent renewal term of the Preferred Securities.
The proposal offers Unitholders the following benefits to the Unitholders:
- Unitholders will have the opportunity to exit their investment in the Trust, if they so choose (up to the number of Preferred Securities tendered under the Preferred Special Repayment Right); and
- Unitholders who wish to continue their investment in the Trust could benefit from further opportunity for potential appreciation in the Trust’s portfolio of securities.
The Trust has called and will hold the Meeting on March 27, 2015 to consider and vote upon the Extraordinary Resolutions. Preferred Securityholders and Unitholders of record at the close of business on February 20, 2015 will be provided with notice of the Meeting (the “Notice”) and the management information circular in respect of the Meeting (the “Circular”), and will be entitled to vote on their applicable Extraordinary Resolution at the Meeting.
Even though the Meeting will not be held until March 27, 2015 and the outcome of the vote will not be known until then, (i) Preferred Securityholders who wish to exercise the Preferred Special Repayment Right must give notice to the Trust through their advisor no later than 5:00 p.m. (Eastern time) on March 13, 2015, and (ii) Unitholders who wish to exercise the Unit Special Retraction Right must give notice to the Trust through their advisor no later than 5:00 p.m. (Eastern time) on March 20, 2015.
Further details regarding the Extraordinary Resolutions are contained in the Circular, which will be mailed to Preferred Securityholders and Unitholders once available. The Circular will also be available on SEDAR at www.sedar.com and posted on the Manager’s website at http://brookfieldsoundvest.com/.
The manager, investment advisor and portfolio manager for the Trust is Brookfield Soundvest Capital Management Ltd., an established investment advisor, providing investment management services to trusts, foundations, corporations and high net worth individuals.
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Note: This news release contains forward-looking information within the meaning of Canadian provincial securities laws. The words “may”, “will”, “continue”, “resume” and other expressions which are predictions of or indicate future events, trends or prospects and which do not relate to historical matters identify the above mentioned and other forward-looking statements. Although the Manager believes that these forward-looking statements and information are based upon reasonable assumptions and expectations, the reader should not place undue reliance on them, or any other forward looking statements or information in this news release. The future performance and prospects of the Trust are subject to a number of known and unknown risks and uncertainties. Factors that could cause actual results of the Trust to differ materially from those contemplated or implied by the statements in this news release include general economic conditions in Canada and elsewhere, changes in legislation including tax laws and regulations and other risks and factors described in the documents filed by the Manager with the securities regulators in Canada including under “Risk Factors” and other risks and factors described in the Trust’s most recently filed Management Report of Fund Performance, annual information form and other continuous disclosure documents available at www.sedar.com or www.brookfieldsoundvest.com. Except as required by law, the Manager undertakes no obligation to publicly update or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise.