Matrix Asset Management Inc.
TSX : MTA

Matrix Asset Management Inc.
Marquest Asset Management Inc.

Marquest Asset Management Inc.

September 17, 2013 00:35 ET

Matrix and Marquest Conclude Mutual Funds Asset Sale

TORONTO, ONTARIO--(Marketwired - Sept. 17, 2013) - Matrix Asset Management Inc. (TSX:MTA) ("Matrix") and Marquest Asset Management Inc. ("Marquest") are pleased to announce that the previously announced sale by Matrix to Marquest of the portfolio management, custodian and related contracts of the Matrix Group of Mutual Funds (the "Assets") managed by Matrix's registrant subsidiary, GrowthWorks Enterprises Ltd., closed today. The change of managers arising from the sale of the Assets had been previously approved by unitholders and shareholders of the Matrix Group of Mutual Funds on August 27, 2013. Necessary regulatory approvals were received September 13, 2013.

Marquest purchased the Assets from Matrix in consideration of (i) a $1 million loan previously advanced by Marquest to Matrix on April 15, 2013, the proceeds of which will be retained by Matrix, (ii) $130,000 payable to Matrix after two years, subject to the satisfaction of escrow conditions, and (iii) the assumption by Marquest of indebtedness owed by Matrix and guaranteed by its related parties in the principal amount of $6 million, subject to a guarantee from Matrix in the amount of $2 million.

As part of the transaction, Matrix agreed for the next two years to (i) indemnify Marquest for a portion of any future severance costs of Matrix employees employed by Marquest following closing, and (ii) guarantee up to $2 million principal, and a proportionate amount of interest, costs and expenses in relation to the $6 million loan assumed by Marquest. Matrix's severance indemnity obligation is secured by the $130,000 placed into escrow on closing and by a general security agreement over the assets of Matrix. The loan guarantee granted by Matrix is also secured by a general security agreement over the assets of Matrix. The circumstances that would lead to claim against the escrowed amount and/or enforcement of the guarantees are entirely beyond the control of Matrix. Accordingly, there can be no assurance as to whether Matrix will receive all or any of the $130,000 escrowed amount or as to whether Matrix will ultimately receive the full value of the loan assumption or a lesser value should one or both of the guarantees be enforced.

Andrew McKay, President of Marquest, stated that "I am pleased to complete this milestone in the growth of Marquest". David Levi, CEO of Matrix, commented "with the sale of the Matrix Group of Mutual Funds, Matrix is returning to and will be focused on its core expertise of managing retail venture capital funds".

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