Newport Partners Income Fund

Newport Partners Income Fund

March 07, 2008 09:10 ET

Newport Partners Holdings LP Signs Agreement with Duntroon Energy Ltd. Re: Brompton Funds LP

TORONTO, ONTARIO--(Marketwire - March 7, 2008) -


Newport Partners Holdings LP (NPH), which is indirectly owned by Newport Partners Income Fund (TSX:NPF.UN), announced today that it has entered into an Acquisition Agreement with Duntroon Energy Ltd. ("Duntroon") pursuant to which NPH will sell 4,500 Class A limited partnership units of Brompton Funds LP ("Brompton") to Duntroon. Concurrent with the acquisition from the LP, Duntroon entered into an acquisition agreement with Brompton Group Limited ("BGL") for purchase of the balance of the issued units of Brompton. Completion of the purchase from NPH is subject to approval by the shareholders of Duntroon and to various other conditions. Duntroon has called a meeting of its shareholders for March 31, 2008 to approve the acquisitions as well as to create as an additional class of shares of Duntroon an unlimited number of Class A common shares. As consideration, NPH will receive a promissory note in an amount equal to the advances it receives from Brompton from January 1, 2008 to the date of closing and 640,000 Class A common shares which will represent 42.30% of the Class A common shares issued and outstanding and 500,000 common shares which will represent 15.98% of the common shares issued and outstanding (representing in aggregate 41.7% of the equity of Duntroon). NPH's obligation to complete the sale is conditional upon, among other things, the shareholders of Duntroon approving the acquisition and related matters, the concurrent closing of the BGL acquisition by Duntroon, the consent of NPH's lending syndicate, the receipt of regulatory approvals and additional conditions typical for a transaction of this nature. The Acquisition Agreement has been filed on SEDAR.

Details of the transaction are described in Duntroon's Information Circular and Proxy Statement dated February 26, 2008.

These shares have been acquired for investment purposes. NPH does not intend to acquire additional Class A common shares or common shares at this time.

For further information or to obtain a copy of the report pursuant to the requirements of National Instrument 62-103, please contact:

Contact: Kelly Willis 416-867-8590 or

The issuance of the news release is not an admission that an entity named in the news release is a joint actor with another named entity.

About Newport Partners Income Fund

Newport Partners Income Fund, an unincorporated, open-ended trust created to hold, through its investment in Newport Partners Commercial Trust, interests in Newport Private Yield LP, a limited partnership established under the laws of the Province of Ontario. NPF began trading on the TSX on August 8, 2005 under the symbol NPF.UN. Newport Partners Income Fund indirectly owns Newport Partners Holdings LP.

Newport Partners Income Fund is a publicly-traded diversified fund that invests in well-established, successful Canadian private companies. We target above-average rates of return by putting our money to work behind talented entrepreneurs who have a record of success in their business and a growth opportunity for the future. Our unit holders share in the income generated by these businesses as well as their value appreciation. The Fund currently has approximately $600 million invested in 18 companies representing a diverse cross-section of the Canadian economy.

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