Norrep Capital Management Ltd. Announces Closing of Centurion Short Duration 2014 Flow-Through Limited Partnership Rollover Transaction
September 29, 2015
Calgary, Alberta, September 25, 2015. Norrep Capital Management Ltd. (Norrep Capital), the manager of the Centurion Short Duration 2014 Flow-Through Limited Partnership (the Partnership), announces that it has closed a transaction (the Liquidity Transaction) pursuant to which the assets of the Partnership were transferred on a tax-deferred basis to Norrep Opportunities Corp. (Norrep Opportunities), an open end mutual fund corporation, in exchange for I Series shares of Norrep Energy Class.
Norrep Energy Class is a publicly offered mutual fund, as are the other classes of Norrep Opportunities. Norrep Opportunities is managed by Norrep Capital, which is also the portfolio adviser to the Partnership. Information about Norrep Energy Class and Norrep Opportunities is available at the Norrep Investments website (www.norrep.com) and also at www.sedar.com.
The effective date of the Liquidity Transaction (the Effective Date) is September 25, 2015. As soon as reasonably possible, the I Series shares of Norrep Energy Class that the Partnership has received as consideration for the transfer of its assets will be distributed to the Limited Partners of the Partnership on a pro rata basis and thereafter the Partnership will be dissolved. There will be no fees or costs charged to Limited Partners as a result of the Liquidity Transaction. No costs associated with the Liquidity Transaction will be charged to Norrep Opportunities.
Following the Liquidity Transaction, Limited Partners will become shareholders in Norrep Energy Class and the Partnership will be dissolved.
How the Rollover Will Work
Limited Partners will receive, on a pro rata basis, I Series shares of Norrep Energy Class with a value equal to the value of the Limited Partnership Units of the Partnership (the Units) held at the Effective Date. The number of I Series shares of Norrep Energy Class that Limited Partners will receive will be equal to the number of Units they hold multiplied by the conversion ratio. The conversion ratio will be equivalent to the Net Asset Value of Units of the Partnership (less any performance bonus paid or payable to Norrep) divided by the Net Asset Value of the I Series shares of Norrep Energy Class determined at the close of business on the day prior to the Effective Date. The ACB (adjusted cost base) for each Unit of the Partnership and each I Series share of Norrep Energy Class will be determined upon the wind-up of the Partnership.
Limited Partners may indefinitely defer the capital gains tax liability that occurs at disposition of the investment by continuing to hold the I Series shares of Norrep Energy Class or by initiating a tax-deferred switch to another mutual fund class within the multi-class structure of Norrep Opportunities. The other mutual funds making up Norrep Opportunities are:
|Norrep II Class||Canadian small/mid cap equity|
|Norrep Canadian Equity Class||Canadian equity|
|Norrep Income Growth Class||Canadian equity balanced|
|Norrep US Dividend Plus Class||U.S. equity|
|Norrep Global Class||Global equity|
|Norrep Entrepreneurs Class||Canadian small/mid cap equity|
|Norrep High Yield Class||High yield fixed income|
|Norrep Global Income Growth Class||Global quity balanced|
|Norrep Tactical Opportunities Class||Tactical balanced|
Investors should consult with their investment advisor and/or tax advisor for all tax-related matters.
Information about Norrep Opportunities, including Norrep Energy Class
Information about Norrep Energy Class and Norrep Opportunities is available in the Norrep Opportunities’ Fund Facts documents, simplified prospectus, annual information form, management reports of fund performance and financial statements. You can obtain a copy of these documents at your request and at no cost by contacting Norrep toll free at: 1-877-431-1407, by e-mailing firstname.lastname@example.org, by downloading from www.norrep.com or www.sedar.com or from your financial advisor.
Norrep Capital Management Ltd. is a Canadian investment firm managing approximately $1.2 billion in a strategically focused group of investment funds with offices in Calgary and Toronto.
For further information with respect to Norrep Opportunities, Norrep Energy Class or the Partnership, please contact:
Certain information set forth in this press release, including a discussion of the timing and completion of the Liquidity Transaction, is considered forward-looking information that involves substantial known and unknown risks. Actual results could differ from those expressed in or implied by this forward-looking information and there is no assurance that the Liquidity Transaction will be completed as described.
For More Information:
Notice to Reader:
Certain information set forth in this press release, including a discussion of future plans and operations, contains forward-looking statements that involve substantial known and unknown risks and uncertainties. These forward-looking statements are subject to numerous risks and uncertainties, some of which are beyond management’s control, including but not limited to, the impact of general economic conditions, industry conditions, fluctuation of commodity prices, fluctuation of foreign exchange rates, environmental risks industry competition, availability of qualified personnel and management, stock market volatility, timely and cost effective access to sufficient capital from internal and external sources. Actual results, performance or achievement could differ from those expressed in or implied by these forward-looking statements.