Exchange Bulletin

Energy Credit Opportunities Income Fund (PCF.UN, PCF.U) To Trade On Toronto Stock Exchange


June 19, 2015

Energy Credit Opportunities Income Fund (the "Fund") – An application has been granted for the original listing in the Industrial category of up to 11,500,000 class A units ("Class A Units") of the Fund of which up to 10,000,000 Class A Units will be issued and outstanding and up to 1,500,000 Class A Units will be reserved for issuance upon completion of an initial public offering (the "Offering"). An application has also been granted for the original listing of up to 11,500,000 class U Units ("Class U Units"), of which up to 10,000,000 Class U Units will be issued and outstanding and up to 1,500,000 Class U Units will be reserved for issuance.

Listing of the Class A Units and Class U Units will become effective at 5:01 p.m. on Thursday, June 18, 2015, in anticipation of the offering closing on Friday, June 19, 2015. The Class A Units and Class U Units will be posted for trading at the opening on June 19, 2015.

The registration and transfer of Class A Units and Class U Units will be affected through the book-entry only system administered by CDS Clearing and Depository Services Inc. ("CDS"). Class A Units and Class U Units must be purchased, converted, transferred and surrendered for redemption through a CDS Participant. Unitholders will receive only a customer confirmation from the registered dealer which is a CDS Participant and from or through which the Units are purchased.

Additional information on the Class A Units and Class U Units can be found in the Fund's final prospectus dated May 28, 2015 (the "Prospectus"), which is available at www.SEDAR.com. Capitalized terms not otherwise defined are as defined in the Prospectus.

Class A Unit

Symbol: "PCF.UN" CUSIP: 29273L 10 2 Currency: CDN$

Class U Unit

Symbol: "PCF.U" CUSIP: 29273L 20 1 Currency: US$

Temporary Market Maker: Independent Trading Group
Other Markets: None
Head Office Address: 130 Adelaide Street West, Suite 1700
P.O. Box 83
Toronto, Ontario
M5H 3P5
Head Office
Telephone Number:
(416) 583-3850
Email Address: info@purposeinvest.com
Website Address: www.purposeinvest.com
Manager: Purpose Investments Inc.
Investor Relations: Lara Misner
Tel: (416) 583-3850
info@purposeinvest.com

- or -

Scott Bartholomew
Tel: (416) 583-3850
info@purposeinvest.com
Corporate Secretary: Lara Misner
Incorporation: The Fund is a closed-end investment fund established as a trust under the laws of the Province of Ontario pursuant to a declaration of trust dated May 28, 2015.
Fiscal Year End: December 31
Nature of Business: The Fund seeks to provide unitholders with (i) a stable stream of monthly distributions; and (ii) with the opportunity for growth in the net asset value ("NAV") per Unit. The Fund will invest in a portfolio comprised primarily of North American fixed income securities, which may include non-investment grade, investment grade and convertible debt securities.
Transfer Agent & Registrar: Equity Financial Trust Company at its principal office in Toronto.
Conversion of the Fund: The Fund will automatically convert (the "Conversion") into an exchange-traded fund (an "ETF") on or before December 31, 2017, but not earlier than July 31, 2017 (the Fund, following the Conversion, the "Purpose ETF"). In connection with the Conversion, the Purpose ETF shall not be limited to investments in the Energy Sector, shall be renamed as the "Purpose Credit Opportunities Income Fund" and, as a mutual fund, may not be permitted to use leverage to pursue its investment objectives (which could impact distributions paid to shareholders following the Conversion, as described in the Prospectus), but is otherwise expected to be managed by the Portfolio Advisor utilizing the same investment philosophy and discipline. The Conversion, including the corresponding change to the investment objectives of the Fund, shall be subject to applicable law, which may require Unitholder or regulatory approvals.
Distributions: The Fund intends to make monthly cash distributions to Unitholders of record on the last business day of each month ("Distribution Record Date"). Distributions will be paid on a business day on or before the 15th business day of the following month ("Distribution Payment Date"). The Fund will not have a fixed monthly distribution amount. Instead, the Manager will determine, at least annually, an indicative distribution amount (the "Indicative Distribution Amount") that the Fund will target, and endeavour to distribute on a monthly basis, for the following 12-month period, or such lesser period, as may be determined by the Manager. The securities in the Portfolio will be denominated in U.S dollars and the monthly distribution amount may vary between the CAD Units and USD Units. Prior to the determination of the Indicative Distribution Amount in January 2016, the initial Indicative Distribution Amount is $0.050 per Unit per month (U.S. $0.050 in the case of the USD Units) ($0.60 or U.S. $0.60 per annum, respectively), representing an annual cash distribution of 6.0% based on the $10.00 per CAD Unit and U.S. $10.00 per USD Unit issue price. The initial cash distribution is anticipated to be payable on August 15, 2015 to Unitholders of record on July 31, 2015.
Conversion of Units: Units of a class may be converted (the "Converting Units") in any week on the Thursday of such week (the "Conversion Date") by delivering written notice to the registrar and transfer agent of the Fund and surrendering such Units by 5:00 p.m. (Toronto time) at least two business days prior to the relevant Conversion Date. For each Converting Unit a holder will receive that number of converted units (the "Converted Units") equal to the NAV per Converting Unit as of the close of trading on the Conversion Date divided by the NAV per Converted Unit as of the close of trading on any Conversion Date. If a Class U Unit is being converted into a Class A Unit or vice versa, the conversion rate will be calculated with reference to the corresponding CAD$/U.S.$ exchange rate employed by the Valuation Agent of the Fund in determining the NAV of the Fund and NAV per Unit and is available from the Manager, at the request of any Unitholder, as of any Conversion Date. Converted Units will be delivered on the business day following the Conversion Date. No fraction of a Unit will be issued upon any conversion of a Unit. If the conversion of a Unit would result in the issuance of a fractional Unit, the Fund will, following the Conversion Date, forward a cash payment to CDS equal to $10.00 or U.S$10.00, as the case may be multiplied by such fraction of such Unit, in lieu of issuing a fractional Unit.
Initial Public Offering: Pursuant to the terms of the Prospectus, a maximum of 11,500,000 Class A Units at a price of CDN$10.00 per Class A Unit and/or a maximum of 11,500,000 Class U Units at a price of US$10.00 per Class U Unit, are being offered to the public by RBC Dominion Securities Inc., CIBC World Markets Inc., TD Securities Inc., BMO Nesbitt Burns Inc., National Bank Financial Inc., Scotia Capital Inc., GMP Securities L.P., Canaccord Genuity Corp., Raymond James Ltd., Desjardins Securities Inc., Burgeonvest Bick Securities Ltd., Dundee Securities Ltd., Global Securities Corp., Mackie Research Capital Corporation and Manulife Securities Incorporated, as Agents.