Macquarie Power & Infrastructure Income Fund to Provide Additional Time for Confirmation of Residency by Non-Tendering Clean Power Income Fund Unitholders
TORONTO, ONTARIO (June 28, 2007) – Following the successful completion of its acquisition of Clean Power Income Fund (“CPIF”) on June 26, 2007, Macquarie Power & Infrastructure Income Fund (TSX: MPT.UN – “MPT” or the “Fund”) today announced that the Canadian Depositary for Securities (“CDS”) has agreed to extend the period during which former holders of units (“CPIF Units”) of CPIF who did not tender their units to MPT’s offer to purchase dated May 18, 2007 (the “Offer”) may provide confirmation of their Canadian residency.
As described below, any non-tendering CPIF Unitholder who is a resident of Canada and who wishes to receive MPT Units (rather than the net proceeds of the sale thereof as contemplated below) and CVRs is advised to contact such person’s broker or investment dealer in sufficient time to permit such broker or investment dealer to confirm the Canadian residency of such person to MPT and the depositary prior to 4 p.m. (Toronto time) on Friday, June 29, 2007.
Former CPIF Unitholders who tendered their CPIF Units under the Offer and who are residents of Canada do not need to take any further action. As described in MPT’s take-over bid circular dated May 18, 2007 (the “Circular”), each such person was issued 0.5581 of a trust unit (a “MPT Unit”) and one contingency value receipt (“CVR”) of MPT for each CPIF Unit tendered.
On June 26, 2007, MPT completed both the Offer and the subsequent acquisition transaction described in its Circular. Pursuant to the subsequent acquisition transaction, all but one of the 35,847,828 issued and outstanding CPIF Units were redeemed in exchange for a redemption price equal in value to, and in the same form as, the consideration offered under the Offer. The sole remaining issued and outstanding CPIF Unit is held by MPT. For each CPIF Unit redeemed pursuant to the subsequent acquisition transaction, 0.5581 of a MPT Unit and one CVR (a “CVR”) was issued, as described in the Circular. As disclosed in the Circular, former CPIF Unitholders who are resident in jurisdictions outside of Canada are not entitled to receive MPT Units or CVRs in connection with MPT’s Offer or the subsequent acquisition transaction, unless it is established to the satisfaction of MPT, whose determination is final and binding, that the MPT Units and CVRs can be offered and delivered in the applicable non-Canadian jurisdiction on a basis acceptable to MPT in its sole discretion.
All MPT Units otherwise payable to former CPIF Unitholders who are unable to satisfy MPT on such a basis will be sold through the facilities of the Toronto Stock Exchange, through a registered broker or investment dealer. Each former CPIF Unitholder whose MPT Units are to be sold in such a manner will be forwarded a payment in cash in an amount equal to such former CPIF Unitholder's pro rata interest in the net proceeds of such sale or sales, after commissions, expenses and any applicable withholding taxes, as soon as practicable after completion of such sale or sales. In effecting the sale of MPT Units as described above, the registered broker or investment dealer will exercise its sole judgment as to the timing and manner of any sale or sales and will not be obligated to seek or obtain a minimum price. The sale price of such MPT Units will fluctuate with the market price of the MPT Units and no assurance can be given that any particular amount will be received upon any such sale.
In addition, the CVRs otherwise distributable to such former CPIF Unitholders who are resident in jurisdictions outside of Canada will be issued to an escrow agent until payment, if any, on the CVRs is made, at which time each such former CPIF Unitholder will be forwarded a payment in cash in an amount equal to such former CPIF Unitholder's pro rata portion of the payment amount, if any, net of all costs related to such arrangements and any applicable withholding taxes.
Unless it is established prior to Friday, June 29, 2007 at 4 p.m. (Toronto time) to the satisfaction of MPT and the depositary under the Offer, whose determination shall be final and binding, that a former CPIF Unitholder is a resident of Canada, it will be assumed that such unitholder is a resident of a non-Canadian jurisdiction.
The request for confirmation of residency for Canadian resident former CPIF Unitholders prior to the completion of the subsequent acquisition transaction was previously communicated in a formal bulletin from CDS to all CDS intermediaries on June 19, 2007 and in a news release issued by MPT dated June 25, 2007.
About Macquarie Power & Infrastructure Income Fund
Macquarie Power & Infrastructure Income Fund invests in essential infrastructure assets with an emphasis on power infrastructure. MPT’s strategy is to acquire and actively manage a diverse, high quality portfolio of infrastructure assets to improve their financial performance and provide growing and sustainable distributions to unitholders. MPT’s portfolio includes investments in gas cogeneration, wind, hydro and biomass power generating facilities, totalling 459 MW of installed capacity, and a 45% indirect interest in Leisureworld Senior Care LP, a leading provider of long-term care, or social infrastructure, in Ontario. MPT is managed by a wholly-owned subsidiary of Macquarie Bank Limited and a member of the Macquarie group. Please visit www.macquarie.com/mpt for additional information.
Certain statements in this news release may constitute forward-looking statements which involve known and unknown risks, uncertainties and other factors which may cause the actual results to be materially different from any future results expressed or implied by such forward- looking statements. Forward-looking statements use such words as “may”, “will”, “anticipate”, “believe”, “expect”, “plan” and other similar terminology. These statements reflect current expectations regarding future events and operating performance and speak only as of the date of this news release. Forward-looking statements involve significant risks and uncertainties, should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not such results will be achieved. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements, including, but not limited to: the MPT Units and CVRs issued in connection with the Offer or the subsequent acquisition transaction may have a value lower than expected; the businesses of MPT and CPIF may not be integrated successfully or such integration may be more difficult, time consuming or costly than expected; and the expected benefits from the acquisition of CPIF’s business may not be fully realized or not realized within the expected time frame by MPT. The risks and uncertainties described above are not exhaustive and other events and risk factors including risk factors disclosed in MPT’s filings with Canadian securities regulatory authorities could cause actual results to differ materially from the results discussed in the forward-looking statements.
The forward-looking statements contained in this news release are based upon information currently available and what Macquarie Power Management Ltd. (the manager of MPT) currently believes are reasonable assumptions. However, MPT and its manager cannot assure investors that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this news release and MPT and its manager assume no obligation to update or revise them to reflect new events or circumstances. MPT and its manager caution readers not to place undue reliance on any forward-looking statements, which speak only as of the date made.
For further information, please contact:
Macquarie Power & Infrastructure Income Fund
Tel: (416) 649 1325