Rollover of AGS Energy 2005-1 Limited Partnership Units
TORONTO, March 19 /CNW/ - AGS Resource 2005-1 GP Inc. (the "General
Partner") and Lawrence Asset Management announced today that, in connection
with the planned dissolution of AGS Energy 2005-1 Limited Partnership (the
"Partnership"), the General Partner, on behalf of the Partnership, proposes to
transfer all of the assets of the Partnership to AGS Lawrence Resource Fund
Ltd. (the "Mutual Fund"), a mutual fund managed by an affiliate of the General
Partner, in exchange for shares of the Mutual Fund (the "Mutual Fund Shares")
having the same aggregate net asset value as that of the Partnership (the
"Mutual Fund Rollover Transaction"). Appropriate elections under applicable
income tax legislation will be made to effect the transfer on a tax-deferred
AGS Lawrence Resource Fund Ltd. is a mutual fund with an investment
objective to achieve long-term capital growth by investing primarily in equity
securities of Canadian resource companies, particularly those engaged in oil
and gas exploration and development and mining exploration. The Mutual Fund is
not a reporting issuer under securities legislation.
A Special Meeting of Limited Partners of the Partnership to consider and
vote on the special resolution to enact the Mutual Fund Rollover Transaction
has been called and will be held on April 20, 2007. Details of the time and
location of the Meeting, and the matter to be voted on, will be provided in an
information circular to be delivered to the Limited Partners in connection
with the Meeting. The record date for the Meeting is March 21, 2007. The
proposed date for the Mutual Fund Rollover Transaction is on or about
April 27, 2007.
It is currently intended that the Partnership will be dissolved within 60
days of the Mutual Fund Rollover Transaction. Following the dissolution
investors will be able to redeem or continue to hold their Mutual Fund Shares.
Remaining invested in the Mutual Fund avoids incurring the capital gains tax
liability that will arise upon redemption of the Mutual Fund Shares.
Investors should consult their advisors to determine the strategy that is
most suitable for them for the achievement of their own personal needs and
For further information:
For further information: Investor Relations, Catherine Stretch, (416)