CALGARY, Dec. 31, 2013 /CNW/ - Middlefield Group, on behalf of
Middlefield Income Plus II Corp. (the "Fund") is pleased to announce
that, as described in its initial public offering final prospectus
dated February 24, 2012 (the "Prospectus"), the Fund intends to merge
(the "Merger") with Middlefield Income Plus Class (the "Mutual Fund"),
an open-end mutual fund managed by Middlefield Limited (which also
manages the Fund), subject to the satisfaction of all regulatory
requirements. The effective date of the Merger is expected to be on or
about March 4, 2014. The Merger will be effected on a "tax-deferred rollover" basis at an exchange ratio calculated as the net asset value per
equity share (each, an "Equity Share") of the Fund divided by the net
asset value per series A share of the Mutual Fund, determined as at the
close of trading on the Toronto Stock Exchange the business day
immediately prior to the effective date of the Merger.
Holders of Equity Shares who do not wish to participate in the Merger
and receive series A shares of the Mutual Fund will have the opportunity to redeem their Equity Shares prior to the
Merger on February 28, 2014. As described in the Prospectus, redeeming
holders of Equity Shares must provide notice and surrender their Equity
Shares by 5:00 p.m. (Toronto time) on January 30, 2014. Surrendered
Equity Shares will be redeemed in accordance with the articles of
amendment of the Fund and redemption proceeds will be payable on or
before March 21, 2014.
Middlefield Income Plus II Corp. trades on the Toronto Stock Exchange
under the symbol "MIP".
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 Merger and expected completion thereof. 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 involved in the Merger.
Actual events or results may differ materially from such
forward-looking statements as a result of risks facing one or both of
the funds, most of which are beyond the control of the funds. There are
no assurances the funds can fulfill such forward-looking statements and
the funds do not undertake any obligation to update such statements.
SOURCE: Middlefield Income Plus II Corp.
For further information:
visit our website at www.middlefield.com or contact the undersigned:
Managing Director, Sales and Marketing