Drive Products Income Fund

Drive Products Income Fund

November 15, 2010 10:17 ET

2256479 Ontario Inc. Acquires Drive Products Income Fund

TORONTO, ONTARIO--(Marketwire - Nov. 15, 2010) - Drive Products Income Fund (the "Fund") (TSX:DPI.UN) and 2256479 Ontario Inc. (the "Offeror"), a company controlled by Greg Edmonds, Chief Executive Officer of the Fund and Russell Bilyk, President of Drive Products, the operating partnership owned by the Fund (together, the "Insiders"), announced today that 5,172,828 trust units (the "Units") of the Fund have been validly deposited under the Offeror's previously announced offer to purchase (the "Offer") at a price of $2.50 cash per Unit all of the issued and outstanding Units, other than Units owned and/or controlled, directly or indirectly, by the Offeror, its affiliates, the Insiders and certain excluded parties (the "Excluded Parties"). The Offeror has taken up and accepted for payment all of the Units validly deposited under the Offer, representing approximately 75.1% of the outstanding Units. Payment is expected to be made to holders of Units who have validly deposited their Units under the Offer on November 15, 2010.

Upon taking up and paying for the Units validly deposited under the Offer, the Offeror, together with its affiliates, the Insiders and the Excluded Parties, will own an aggregate of 6,046,928 Units and 6,360,418 Class B limited partnership units of Drive Products Limited Partnership, representing approximately 87.8% of the outstanding Units and 93.6% of the Fund's outstanding voting units. The Offeror intends to amend the Fund's declaration of trust, as described in the take-over bid circular mailed in connection with the Offer, to permit the purchase by the Offeror of all Units not deposited under the Offer immediately on giving notice to registered holders of Units. The Offeror expects to deliver a formal notice of compulsory acquisition to all registered holders of Units on or about November 15, 2010. Upon delivery of such notice, all outstanding Units will be deemed to have been acquired by the Offeror on the same terms as the Units acquired under the Offer. The Offeror expects to deliver payment of the $2.50 cash per Unit consideration to the depositary under the Offer on or about November 15, 2010 to be forwarded to all holders of Units.

Following the completion of the above transactions, the Units will cease to be listed for trading on the Toronto Stock Exchange. The Offeror also intends to cause the Fund to file with the applicable Canadian securities regulatory authorities the necessary documentation to cease to be a reporting issuer in all of the jurisdictions in which it is currently a reporting issuer.

About Drive Products Income Fund

Drive Products Income Fund holds a 52% indirect interest in Drive Products. Founded in 1983, Drive Products is a Canadian leader in the design and installation of systems solutions that transform a conventional new truck chassis into a specialized vehicle that meets a customer's technical and performance requirements. To achieve this, Drive Products offers a wide variety of products such as power take-offs, hydraulic pumps, motors and coolers, winches, cables and controls, drivelines, blowers and compressors, hoses and fittings, custom consoles, snowplows, spreaders and electronic spreader controls, from leading international manufacturers, in many instances as the sole distributor in Canada.

Cautionary Statement Regarding Forward-looking Information

This press release contains forward-looking information (as defined in the Securities Act (Ontario)) and forward-looking statements (as defined in the United States Securities Exchange Act of 1934) (collectively referred to herein as "forward-looking information" or "forward-looking statements"). Forward-looking statements include all statements that are predictive in nature or that depend on future events or conditions. Forward-looking information is typically identified by words such as "may", "will", "intend", "should", "expect", "believe", "plan", "anticipate", "estimate", "predict", "potential", "continue" or the negative of these terms or other similar terminology. All statements in this press release, other than statements of historical fact, are forward-looking statements. Specifically, this press release contains forward-looking statements regarding the expected date for payment of all of the Units validly deposited under the Offer and all of the Units acquired pursuant to the compulsory acquisition, the delisting of the Units from the Toronto Stock Exchange, and the Fund ceasing to be a reporting issuer. Forward-looking information should not be read as a guarantee of future performance or results. Investors should not rely unduly on forward-looking information as a number of factors could cause actual results to differ materially from the results discussed in the forward-looking information. Although the forward-looking information contained in this press release is based upon what management believes are reasonable assumptions, neither the Fund, Gregory Edmonds, Russell Bilyk nor the Offeror can assure investors that actual results will be consistent with results anticipated in such forward-looking information.

The forward-looking information is provided as of the date of this press release and none of the Fund, Gregory Edmonds, Russell Bilyk nor the Offeror assumes any obligation to update or revise the forward-looking information to reflect new events or circumstances except as required by applicable law.

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