Exceptional Technologies Fund 5 (VCC) Inc.

December 20, 2006 20:09 ET

ExFund 5 Shareholders Approve Plan of Liquidation

VANCOUVER, BRITISH COLUMBIA--(CCNMatthews - Dec. 20, 2006) - At a special meeting held today, shareholders of Exceptional Technologies Fund 5 (VCC) Inc. (the "Company") (TSX VENTURE:XF) unanimously approved the Plan of Liquidation of the Company, as described in the Company's information circular dated November 17, 2006. The Plan of Liquidation contemplates the distribution of the Company's investment assets to its shareholders, the delisting of the common shares of the Company from the TSX Venture Exchange and, ultimately, the voluntary dissolution of the Company. The Plan of Liquidation remains subject to such other approvals as may be required from the TSX Venture Exchange and the Administrator under the Small Business Venture Capital Act (British Columbia) ("SBVCA"). As contemplated under the Plan of Liquidation, the manager of the Company, Discovery Capital Management Corp. (the "Manager"), will terminate its management agreement with the Company effective December 31, 2006; thereafter no further management fees would be payable by the Company and, in addition, the payment of the severance fee for early termination of the management agreement will have been waived by the Manager.

Implementation of the Plan of Liquidation depends upon the Company's ability to liquidate or make distributions in kind to shareholders of its portfolio investments. Accordingly, it is not possible to predict the timing of completion of the Plan of Liquidation. Certain of the portfolio investments may not be able to be sold due to lack of willing buyers at a price the Manager considers reasonable, and certain other investments (such as those held in publicly-traded companies) may be subject to other selling constraints. However, to the extent practicable, it remains the Manager's intention to complete the Plan of Liquidation on or before March 31, 2007 in order to minimize costs to the Company. If necessary to facilitate completion of the Plan of Liquidation on a timely basis, certain of the investments may be sold at liquidation values, or shareholders of the Company may receive beneficial ownership of residual interests in illiquid portions of the Company's portfolio investments ("Illiquid Security Interests"), subject to distribution of proceeds from those interests at a later date when they become liquid. In such circumstances, it is contemplated that the Manager would act as custodian (with payment of out-of-pocket costs) of any Illiquid Security Interests until such time as they became liquid and were free of any re-sale restrictions.

The Manager of the Company is a wholly owned subsidiary of Discovery Capital Corporation ("Discovery Capital"). Discovery Capital owns a total of 903,193 common shares of the Company, representing approximately 15.2% of the 5,949,011 issued and outstanding common shares of the Company, and will receive its pro-rata share of all portfolio assets distributed.

Harry Jaako, President and Director

John McEwen, Secretary and Director

This news release includes statements about expected future events that are forward-looking in nature and subject to risks and uncertainties. Future events and results may vary substantially from what the Company currently foresees.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this news release.

Contact Information

  • Discovery Capital Corporation
    Harry Jaako
    (604) 683-3000 ext. 105
    Discovery Capital Corporation
    John McEwen
    (604) 683-3000 ext. 106
    Discovery Capital Corporation
    Charles Cook
    (604) 683-3000 ext. 102
    (604) 662-3457 (FAX)
    Email: info@discoverycapital.com
    Website: www.discoverycapital.com