Uranium Mining and Exploration

[Tackler]

Uranium Focused Energy Fund to list on TSX March 20

2007-03-16 17:46 MT - New Listing

TSX bulletin 2007-0368

An application has been granted for the original listing in the industrial category of a maximum of 46.26 million units of Uranium Focused Energy Fund of which up to 40 million units will be issued and outstanding and up to 6.26 million units will be reserved for issuance upon completion of an initial public offering. Listing of the units will become effective at 5:01 p.m. on Monday, March 19, 2007, in anticipation of the offering closing on Tuesday, March 20, 2007. The units, other than those which have not been distributed to the public, will be posted for trading at the open on March 20, 2007.

Registration of interests in and transfers of the units primarily will be made through a book-based system administered by CDS Clearing and Depository Services Inc., although the manager may, in its sole discretion, and upon the request of a unitholder and subject to the satisfaction of such conditions as the manager determines appropriate, issue certificates representing the units held by such unitholder registered in the name of the unitholder. Units that are held through CDS only may be purchased, transferred and surrendered for redemption through a participant in the CDS depository service. All rights of unitholders must be exercised through, and all payments or other property to which such unitholder is entitled will be made or delivered by, CDS or the CDS participant through which the unitholder holds such units.

Additional information on the units may be found in the final prospectus dated Feb. 27, 2007, which is available at www.sedar.com. Capitalized terms not otherwise defined are as defined in the prospectus.

Unit symbol: UF.UN

Unit Cusip No.: 917001 10 9

Trading currency: Canadian dollars

Temporary market-maker: Jones, Gable & Co. Ltd.

Other markets: None

Incorporation: The fund is an investment trust established under the laws of the Province of Ontario pursuant to a declaration of trust dated as of Feb. 27, 2007.

Fiscal year-end: Dec. 31

Nature of business: The fund has been designed to capitalize on the view of the adviser (as referred to below) that the uranium sector will continue to provide attractive opportunities for investment over the next several years. The fund's investment objectives are to (i) achieve capital appreciation of the fund's investment portfolio (the portfolio) over the life of the fund; and (ii) pay quarterly distributions to unitholders. In order to achieve the fund's investment objectives, the portfolio will be focused on the securities of issuers that operate in or have exposure to the uranium sector (70 per cent to 80 per cent of the value of the initial portfolio) supplemented with securities of other energy related issuers that operate in or have exposure to the energy sector (other than the uranium sector).

Transfer agent and registrar: MFL Management Ltd. at its principal offices in Toronto

Manager: Middlefield Energy Management Ltd.

Adviser: Middlefield Capital Corp.

Distributions: The fund will not have a fixed quarterly distribution amount, but will at least annually (commencing in December, 2007) determine and announce an indicative quarterly distribution amount for the following 12 months based upon prevailing market conditions and the estimate by the manager of distributable cash flow for such period. The initial indicative distribution amount for the period ending Dec. 31, 2007, is 12.5 cents per unit per quarter (corresponding to an annualized distribution of 50 cents per unit per year and representing an annualized yield of 5 per cent per year on the original subscription price). The portfolio will be required to appreciate at a rate of approximately 5.5 per cent per year in order for the fund to maintain a stable net asset value while making quarterly cash distributions. The initial distribution is expected to be declared payable to unitholders of record on June 30, 2007. It is expected that distributions to unitholders will be characterized as capital gains, dividends and returns of capital.

Distribution reinvestment: The fund intends to provide unitholders with the opportunity to elect to reinvest quarterly cash distributions made by the fund in additional units and to purchase additional units for cash through participation in the distribution reinvestment plan of the fund.

Initial public offering: Pursuant to the terms of the prospectus, up to a maximum of 40 million units at a price of $10 per unit, are being offered to the public by CIBC World Markets Inc., RBC Dominion Securities Inc., Scotia Capital Inc., BMO Nesbitt Burns Inc., National Bank Financial Inc., TD Securities Inc., Blackmont Capital Inc., Canaccord Capital Corp., Dundee Securities Corp., HSBC Securities (Canada) Inc., Raymond James Ltd., Wellington West Capital Inc., Desjardins Securities Inc., Berkshire Securities Inc., Middlefield Capital Corp. and Research Capital Corp. as agents.