Foremost Income Fund

Foremost Income Fund

December 15, 2011 17:49 ET

Foremost Income Fund Announces Unitholder Approval of Proposal to Amend Trust Deed and Intention to Complete Special Redemption

CALGARY, ALBERTA--(Marketwire - Dec. 15, 2011) - Foremost Income Fund ("Foremost", or the "Fund") announces that at a Special General Meeting of its Unitholders held on Wednesday, December 14, 2011, its Unitholders approved: (1) a special resolution (outlined in the Fund's Information Circular dated October 15, 2011) to amend the Fund's Deed of Trust (the "Deed of Trust"); and (2) the Fund's intention to complete the special redemption process (the "Special Redemption") outlined in the Information Circular. The Special Resolution adopting the above was approved by Unitholders holding approximately 99.997% of the Trust Units ("Units) voted at the Meeting.

The Trustees of the Fund plan to proceed with the Special Redemption, as approved and outlined in the Information Circular. Specifically, the Fund will redeem for cancellation up to 2,275,149 Units from Unitholders of record on the date of the Meeting, at a redemption price of $11.00 per Unit, on a pro rata basis. The Special Redemption will represent a distribution of income of the Fund. In accordance with the terms of the Deed of Trust, as amended by the Special Resolution, registered Unitholders who do not wish to have any Units redeemed will be entitled to opt out of the Special Redemption by providing notice to that effect to the Fund through Computershare Investor Services Inc., as depository, by close of business Friday, December 16, 2011.

Unitholders who hold Units beneficially through their broker or another nominee will be required to obtain a separate Unit certificate and become registered Unitholders if they intend to opt out of the Special Redemption. Beneficial Unitholders who propose to opt out should contact their brokers promptly if they intend not to participate in the Special Redemption.

If all Unitholders participate in the Special Redemption, then approximately 11.0% of the Units held by each Unitholder will be redeemed. The Fund has not determined the fair market value of the Units at this time, nor is the Fund making any representation regarding the same.

Additional detailed information including the definitive text of the proposed amendments to the Deed of Trust, the process for opting out of the Special Redemption and instructions for obtaining new certificates representing the Units retained upon the completion of the Special Redemption will be included in the Information Circular. A copy of the Information Circular and all the applicable forms are available for review under the Fund's profile on the SEDAR website at www.sedar.com.

The Fund is an unincorporated open end mutual fund trust conducting its business through Foremost Universal LP ("Universal") and Foremost Industries LP ("Foremost"). The Fund derives its operational income from both Universal and Foremost. Universal's overall business is focused on the oil and gas industry and contains the business units of:

  • Universal Industries, a manufacturer of oil treating systems, shop and field storage tanks;
  • Universal Bonnyville, shop tank manufacturer;
  • Maloney Industries, a manufacturer of medium- to large-scale oil and gas process treating equipment;
  • Stettler Universal Limited Partnership, a gas separator and hydrovac manufacturer;
  • Corlac Industries; Peace Land Fabricating and Supply Ltd. and De-In Industries Ltd., all shop tank manufacturers and
  • Brahma, a sub-200 horsepower compressor manufacturer.
  • Foremost is comprised of the business unit of Foremost Industries, a manufacturer of custom equipment used for the oil and gas, construction, water-well and mining industries.

On behalf of the Trustees

Foremost Income Fund

James T. Grenon, Trustee

FORWARD-LOOKING STATEMENT

Certain statements in this news release may constitute "forward-looking" statements which involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Fund to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. When used in this news release, such statements use words such as "may", "will", "expect", "believe", "plan" and other similar terminology. These statements include statements the Fund's intention to proceed with a Unitholders' meeting and information regarding the Trustees' views of the future prospects and tax treatment of the Fund and tax treatment of the Special Redemption, the Fund's expectations regarding the future availability of cash to meet redemption requests and the Trustee's expectations for redemption prices in December 2011 and January 2012. These statements reflect management's current expectations regarding future events and operating performance and speak only as of the date of this news release. These forward-looking statements involve a number of risks and uncertainties, including: the impact of general economic conditions, industry conditions, changes in laws and regulations, increased competition, fluctuations in commodity prices and foreign exchange, and interest rates and stock market volatility.

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