First Asset/BlackRock NA Dividend rights offering - BDA.RT
2007-10-24 15:37 MT - Rights Offering
TSX bulletin 2007-1492
Rights symbol: BDA.RT
Rights Cusip No.: 31862R 11 0
Unitholder entitlement: One right for each unit held on the record date
Terms of the rights: Four rights and $9 per unit.
Expiration time: 4 p.m. (local time), Nov. 22, 2007
Ex rights date: Oct. 26, 2007.
Record date: Oct. 30, 2007
Designated market-maker: Jitney Group Inc.
Additional information on the rights offering may be found in the fund's rights offering circular dated Oct. 18, 2007, which is available at www.sedar.com.
Holders of units of First Asset/BlackRock North American Dividend Achievers Trust of record as at the close on Tuesday, Oct. 30, 2007, will be granted transferable rights to subscribe for and purchase additional units of the fund. Each holder of units at the close on the record date is entitled to receive one right for each unit held. Four rights entitle the holder thereof to purchase one unit at a price of $9 per unit on or before 4 p.m. (local time at the place of exercise) on Nov. 22, 2007. The units of the fund will commence trading on an ex rights basis at the open on Friday, Oct. 26, 2007, at which time the rights will be posted for trading on a when-issued basis. Trading in the rights will cease at noon (Toronto time) on Nov. 22, 2007. Except as in certain circumstances, the rights will be issued in book-entry-only form. On the record date, the fund will cause one or more global rights certificates to be delivered to, and registered in the name of, CDS Clearing and Depository Services Inc. or its nominee. No holder of rights will be entitled to a certificate evidencing that holder's ownership of rights. The fund expects that each unitholder will receive a confirmation of the number of rights owned from its respective CDS participant in accordance with the practices and procedures of that CDS participant. CDS will be responsible for establishing and maintaining book-entry accounts for its participants holding rights.
A subscriber may subscribe for units by instructing the CDS participant holding the subscriber's rights to exercise all or a specified number of such rights and concurrently forwarding the subscription price for each unit subscribed for to the CDS participant which holds the subscriber's rights. Subscribers wishing to subscribe for additional units under the additional subscription privilege must forward their request to their CDS participant prior to the expiration time, along with the payment for the additional units requested. Unitholders must provide the CDS participant holding their rights with instructions sufficiently in advance of the expiration time to permit the proper exercise of their rights. CDS participants will have an earlier deadline for receipt of instructions.
Each holder of rights who has initially subscribed for all of the units to which such holder is entitled pursuant to the basic subscription privilege has the right to subscribe for additional units, if available, at the price equal to the subscription price for each additional unit (collectively, the additional units). The number of additional units available for all additional subscriptions will be the difference, if any, between the number of units issuable upon exercise of rights and the total number of units subscribed for pursuant to the basic subscription privilege at the expiration date (the additional subscription privilege). Subscription for additional units will be received subject to allotment only. If any holder of rights has subscribed for fewer additional units than such holder's pro rata allotment of additional units, the excess additional units will be allotted in a similar manner among the subscribers who were allotted fewer additional units than they subscribed for. This offering is made in Canada and not in the United States or any territory or possession thereof. Accordingly, neither a subscription nor an application for additional units will be accepted from any person, or his agent, who appears to be, or who the fund has reason to believe is, a national or resident of the U.S. or its territories or possessions. The CDS participant(s) for U.S. unitholders may, prior to the expiration date, attempt to sell the rights allottable to such U.S. unitholders at the price or prices it determines in its sole discretion. Any proceeds received by the CDS participant(s) with respect to such rights will be delivered by the CDS participant(s) mailing cheques in Canadian funds, as soon as practisable, to such U.S. unitholders at their last recorded addresses or held for the account of such unitholder as the unitholder may direct.
It is anticipated that the circular will be mailed to unitholders on or about Oct. 31, 2007.
The circular discloses that the fund has engaged National Bank Financial Inc. to form a soliciting dealer group to solicit the exercise of the rights. In consideration for such services, the fund has agreed to pay the dealer manager a fee of $100,000 plus a fee of five cents for each unit issued pursuant to the offering. The fund has also agreed to pay a subscription fee of 12 cents per unit in respect of each subscription procured by a member of the soliciting dealer group (including the dealer manager).
Trading and settlement rules
Trade dates Settlement dates
Nov. 19, 2007 Nov. 21, 2007
Nov. 20, 2007, and Nov. 21, 2007 Cash next day
Nov. 22, 2007 Cash same day
1. All trades on Nov. 19, 2007, will be for special settlement on Nov. 21, 2007. These trades will appear on the CDS settlement report and will be recorded with a settlement date of Nov. 21, 2007.
2. All trades on Nov. 20 and Nov. 21, 2007, will trade for cash settlement the following business day. Trades on Nov. 22, 2007, from the open to noon will be for same-day cash settlement.
3. Selling participating organizations must have the rights that are being sold in their possession or owed to them through clearing prior to such sale.
4. Should fail positions exist on the expiration date, purchasing participating organizations have the option of paying for the rights purchased and demanding delivery of the securities into which the rights are exercisable. Reference should be made to Rule 5-303.
Such demand shall be made before 4 p.m. on Nov. 22, 2007.
Investors should contact their brokers for information or advice on their investment.
