British Columbia Discovery Fund (VCC) Inc.

British Columbia Discovery Fund (VCC) Inc.

May 30, 2011 10:00 ET

British Columbia Discovery Fund proposes New Class of Redeemable Shares

VANCOUVER, BRITISH COLUMBIA--(Marketwire - May 30, 2011) -British Columbia Discovery Fund (VCC) Inc. announces that it intends to alter its Articles to provide for the issuance of a new class of redeemable common shares (the "Class B Shares"). The Fund intends to amend and restate its continuous offering prospectus dated April 8, 2011 to provide for the offer of up to $8 million of Class B Shares, as well as for the continued offering of the common shares the Fund has offered since inception (to be re-designated "Class A Shares").

The Fund has temporarily suspended the sale of its shares while it completes the preparation of and obtains regulatory clearance for its amended and restated continuous offering prospectus. The Fund anticipates that this will be a four to six week process. This temporary cessation is expected to have no material impact on the financial condition of the Fund during this seasonally slower period of sales. There are no assurances that the Fund will obtain the requisite regulatory clearances or that any offering of Class B Shares will be commenced or completed.

Pursuant to the Fund's Articles, the rights and restrictions of the Class B Shares will be established by the Board of Directors of the Fund and it is proposed that the Class B Shares will have the following attributes:

  • A fixed issue price of $10.00 per share;
  • No requirement to hold shares for a minimum period of time prior to redemption entitlement, except as outlined below, and a priority of redemption in advance of the Class A Shares;
  • Redemption only upon the Fund realizing on or disposing of a matured investment amount, as determined in accordance with the British Columbia Small Business Venture Capital Act ("SBVCA"). Redemption is at the option of Class B shareholders if the Fund makes an offer to redeem within 18 months from date of issue of the Class B Shares, but is mandatory by the Fund in the event that net cash proceeds to the Fund from an investment realization or disposition exceed $4 million and the Class B Shares have been outstanding for at least 18 months;
  • The redemption amount per Class B Share will be the greater of:
    1. $10.00 plus an amount equal to the percentage increase in the Pricing Net Asset Value per Class A Share from the date of issue of the Class B Share to the date of redemption of that share; and
    2. $10.00 plus 6% per annum calculated from the date of issue of the Class B Share to the date of redemption of that share.
  • No tax credit eligibility (unlike the Class A Shares that will continue to be eligible for a 30% tax credit pursuant to the SBVCA).

Pursuant to the SBVCA program, the net proceeds from any issuance of Class B shares would be held in a separate account and used only to make eligible investments in accordance with the SBVCA. As is the case currently with the Class A shares, any offering or sale of Class B shares will be made only by way of the Funds continuous offering prospectus and only through registered investment dealers.

This announcement is not an offering of securities of the Fund. Any offering or sale of securities of the Fund may be made only pursuant to the amended and restated continuous offering prospectus.

If the Fund proceeds with an offering of Class B shares, the intention of the Fund is to permit current shareholders of the Fund to be able to purchase Class B Shares to the extent they indicate a preference to do so.

About British Columbia Discovery Fund (VCC) Inc.

British Columbia Discovery Fund (VCC) Inc. was established to make venture capital investments in a portfolio of small businesses in British Columbia that qualify under the Small Business Venture Capital Act, focusing on all of B.C.'s top internationally recognized technology clusters; information technology (software and hardware), mobile technology (wireless and networking solutions), clean technology (alternative energy and energy-saving technology solutions), new media and health and life sciences.

Established in 2002 and managed by Discovery Capital Management Corp., the Fund is focussed on making diversified investments in British Columbia with the objectives of achieving long-term capital appreciation for its shareholders and contributing to the growth in value and employment of the technology industry in British Columbia. In addition to offering a means of participating in the potential of British Columbia's newest technology ventures, the Fund offers significant tax savings to eligible British Columbia individual and corporate investors. The Fund, which offers its shares on a continuous basis, has raised approximately $69 million to date and has investments in thirteen developing technology companies. B.C. resident investors are entitled to receive a tax credit equal to 30% of the amount invested in Class A Shares of the Fund. To obtain further information about the Fund, please contact a registered advisor or visit www.sedar.com or www.bcdiscoveryfund.com.

John McEwen, CEO, B.C. Discovery Fund (VCC) Inc.

Harry Jaako, President, B.C. Discovery Fund (VCC) Inc.

This press release is not an offer to sell or a solicitation of an offer to buy common shares. This press release may include statements about expected future events and/or financial results that are forward-looking in nature and subject to risks and uncertainties. Specifically, there are no assurances that a receipt will be issued by securities regulatory authorities for the proposed revised 2011 prospectus of the Fund or that the offering of any securities thereunder will be successful. The issuer cautions that actual performance will be affected by a number of factors, many of which are beyond its control. Future events and results may vary substantially from what the issuer currently foresees.

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