CI Master Limited Partnership Announces Proposed Transaction and Dissolution of Partnership and Annual Distribution to Limited Partners



    TSX Symbol: CIP.UN

    TORONTO, Dec. 12 /CNW/ - CI GP Limited, the general partner of CI Master
Limited Partnership (the "Partnership"), today announced a proposed
transaction (the "Transaction") whereby the distribution agreements among the
Partnership and certain mutual funds will be terminated on or about January
22, 2008 in consideration for a termination payment by CI Investments Inc.
("CI") and the Partnership will be dissolved. The termination payment is based
on a formula amount determined as at November 30, 2007 which represents the
net present value of the distribution agreements of the Partnership less
distributions from the Partnership, distribution fees received by the
Partnership and other adjustments prior to the effective date of the
Transaction. The termination payment is currently estimated to be
approximately $4.854 million or $0.71 per unit. The proceeds available for
distribution to limited partners ("Limited Partners") will be net of expenses
of dissolution of approximately $170,000 or $0.02 per unit.

    In addition, the General Partner also announced today its estimated
annual distribution to limited partners. The details are below:

    Rate: $0.32 per limited partnership unit

    Payable Date: January 15, 2008

    Record Date: December 31, 2007

    Limited Partners who hold their units through to January 22, 2008 will
receive a total of approximately $1.01 per unit.

    The Transaction is subject to the approval of the limited partners by way
of an affirmative vote of not less than 66 2/3% of the votes cast by the
limited partners at the Meeting. In addition, as the Transaction is a related
party transaction for the purposes of applicable securities laws, a majority
of the minority limited partners is required to approve the Transaction. As a
result, the limited partnership units of CI and certain affiliates and
associates will not be included in such vote. A meeting of the Partnership has
been called for January 16, 2008 (the "Meeting"). The record date for the
Meeting is December 12, 2007. A notice of Meeting and management information
circular (the "Meeting Materials") will be mailed to limited partners in
coming weeks.
    Cole & Partners Limited ("Cole & Partners") was engaged to conduct a
valuation of the subject matter of the Transaction by the General Partner in
accordance with applicable securities laws. In addition, the General Partner
and the Independent Review Committee of the Partnership engaged
Cole & Partners to prepare a fairness opinion. Cole & Partners confirmed that
the Transaction is fair, from a financial point of view, to the Limited
Partners. The Meeting Materials will include copies of the valuation and
fairness opinion.
    The board of directors of the General Partner recommend that Limited
Partners vote in favour of the Transaction. In recent years, there has been
minimal trading in the units of the Partnership in the secondary market and,
accordingly, it is difficult for Limited Partners wishing to sell their units
to realize their full value. In addition, with continuing redemptions, the
number of securities subject to the distribution agreements of the Partnership
will continue to decrease, resulting in a reduction in distribution fee
revenue. Accordingly, the General Partner has determined that it would be in
the best interests of the Limited Partners to approve the Transaction.
    As the Transaction was a conflict of interest matter for the manager of
the Partnership under applicable securities laws, the Transaction was
presented to the Independent Review Committee of the Partnership. The
committee confirmed that the Transaction was fair and reasonable to the
Partnership.





For further information:

For further information: Douglas J. Jamieson, Senior Vice-President and
Chief Financial Officer, CI GP Limited, the general partner of CI Master
Limited Partnership, (416) 364-1145


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