Exchange Bulletin
Healthcare Special Opportunities Fund (MDS.UN) To Trade On Toronto Stock Exchange
Healthcare Special Opportunities Fund (the “Fund”) - An application has been granted for the original listing in the Industrial category of up to a maximum of 28,500,000 Class A Units ("Units"), of which up to 13,500,000 Units will be issued and outstanding, and up to 15,000,000 Units will be reserved for issuance upon completion of an initial public offering (the “Offering”) and the current private placement.
Listing of the Units will become effective at 5:01 p.m. on Tuesday, July 14, 2015 in anticipation of the public offering closing on Wednesday, July 15, 2015. The Units, will be posted for trading at the opening on July 15, 2015 upon confirmation of closing.
Registration of interests in, and transfers of, the Units will be made only through the Book-Entry Only System of CDS Clearing and Depository Services Inc. (“CDS”). Units must be purchased, transferred and surrendered for redemption through a CDS Participant. Upon purchase of any Units, the Unitholder will receive only a customer confirmation.
Additional information on the units may be found in the final prospectus dated June 26, 2015 (the “Prospectus”), which is available at www.SEDAR.com. Capitalized terms not otherwise defined are as defined in the Prospectus.
| Stock Symbol: "MDS.UN" | CUSIP: 42226J 10 8 | Trading Currency: CDN$ |
| Temporary Market Maker: | Mackie Research Capital Corp. |
| Other Markets: | None |
| Head Office Address: | 130 King Street West Suite 2130, P.O. Box 399 Toronto, Ontario M5X 1E2 |
| Email Address: | beryl@ldic.ca |
| Website Address: | www.ldic.ca |
| Head Office Telephone Number: | (416) 362-4141 |
| Fax Number: | (416) 642-5054 |
| Investor Relations: | Beryl McCallum (416) 362-4141 Email: beryl@ldic.ca |
| Chief Financial Officer & Corporate Secretary: | Beryl McCallum |
| Incorporation: | The Fund is a closed-end investment trust established under the laws of the Province of Ontario pursuant to a declaration of trust dated June 26, 2015. |
| Manager of the Fund: | LDIC Inc. |
| Fiscal Year End: | December 31 |
| Nature of Business: | The Fund has been created to invest in an actively managed Portfolio comprised primarily of publicly traded issuers and private issuers that derive a significant portion of their revenue or earnings from medical and healthcare products and/or services. The Fund will be invested primarily in publicly traded healthcare equity securities (the “Public Portfolio”), but may also invest up to 20% of the Fund’s total assets in private equity investments (the “Private Portfolio”). It is expected that the Public Portfolio will be comprised of securities of 20 to 30 large, mid and small capitalization publicly-listed Healthcare Issuers based in developed markets. |
| Transfer Agent & Registrar: | Equity Financial Trust Company at its principal office in Toronto. |
| Distributions: | Beginning in 2016, the Manager may determine to pay a cash distribution to Unitholders. Such determination will be based upon prevailing market conditions and the total return generated from the Portfolio. There can be no assurance that the Manager will make any such declaration relating to cash distributions. If, in any taxation year, after payment of distributions paid on the Units, there would remain in the Fund additional net income or net realized capital gains, the Fund will pay or make payable on the last day of that year to Unitholders of record on that date a special distribution (in cash and/or additional Units) as is necessary to ensure, to the extent permitted under the Income Tax Act (Canada) (together with the regulations thereunder, the “Tax Act”), that the Fund will not be liable for income tax (other than any refundable taxes) under Part I the Tax Act for such taxation year. |
| Class U Units: | In addition to the Units, the Fund is offering Class U Units under the Prospectus. The Class U Units are designed for investors wishing to make their investment in U.S. dollars. A holder of Class U Units may convert such Class U Units into Units on a weekly basis and it is expected that liquidity for the Class U Units will be obtained primarily by means of conversion into Units and the sale of such Units. Class U Units may be converted in any week on the first Business Day of such week (the “Conversion Date”) by delivering a notice and surrendering such Class U Units no later than 3:00 p.m. (Toronto time) at least five Business Days prior to the applicable Conversion Date. For each Class U Unit so converted, a holder will receive that number of Units that is equal to the NAV per Class U Unit (expressed in Canadian dollars based on the WM/Reuters closing spot U.S. dollar/Canadian dollar exchange rate or, if for any reason this rate of exchange is not available, such other published rate selected by the Manager) calculated as at the close of trading on the Business Day immediately preceding the Conversion Date divided by the NAV per Unit calculated as at the close of trading on the Business Day immediately preceding the Conversion Date. No fraction of a Unit will be issued upon any conversion of Class U Units and any fractional amounts will be rounded down to the nearest whole number of Units. |
| Concurrent Private Placements: | Concurrent with the Offering up to a maximum of approximately 3,500,000 Units and/or unlisted Class U Units are being offering pursuant to a private placement at a subscription price of $9.475 per Unit and US$9.475 per Class U Unit for gross proceeds of up to $35,000,000. The unlisted Class U Units are convertible to into Units on a weekly basis. |
| Public Offering: | Pursuant to the terms of the Prospectus, up to a maximum of 11,500,000 Units and/or unlisted Class U Units (including the overallotment option of 1,500,000 Units) at a price of $10.00 per Unit and U.S.$10.00 per Class U Unit are being offered to the public by BMO Nesbitt Burns Inc., Scotia Capital Inc., Canaccord Genuity Corp., GMP Securities L.P., Mackie Research Capital Corporation, Salman Partners Inc., Desjardins Securities Inc., Dundee Securities Ltd., Global Securities Corporation, Industrial Alliance Securities Inc., Laurentian Bank Securities Inc., and PI Financial Corp. as agents. |
