(April 9 – 11:30 ET) – C.I. GP Ltd. says it has an information circular to limited partners of the 13 limited partnerships of which it is the general partner. The circular is in connection with the company’s previously announced proposal to merge all of the limited partnerships into a single master limited partnership to be known as C.I. Master Limited d Partnership. C.I. GP Limited is a wholly owned subsidiary of C.I. Fund Management Inc.
On the effective date of the merger, each limited partner’s units will be exchanged for units of C.I. Master Limited Partnership on the basis of the exchange ratios determined by PricewaterhouseCoopers LLP.
The company says that PricewaterhouseCooopers LLP also has provided its opinion that the merger is fair from a financial point of view to the limited partners of each limited partnership. On the basis that BPI Limited Partnership VI will be C.I. Master Limited Partnership, the following are the approximate exchange ratios for each other limited partnership:
Limited Partnership — Approx. Exchange Ratio
BPI Limited Partnership IV — 0.314:1
BPI Limited Partnership V — 0.299:1
BPI Limited Partnership VII — 0.957:1
BPI Limited Partnership VIII — 1.089:1
BT Landmark 1992 Limited Partnership — 0.678:1
BT Landmark 1994 Limited Partnership — 0.145:1
Canadian International 1993 Limited Partnership — 4.468:1
Canadian International 1993-1994 Limited Partnership — 0.160:1
Canadian International 1994 Limited Partnership — 0.170:1
Universal Savings 1989 Limited Partnership — 5.816:1
Universal 1991 Limited Partnership — 81.942:1
Universal 1992 Limited Partnership — 1.174:1
Immediately following the exchanges, C.I. Master Limited Partnership will subdivide its units on a basis of approximately 4.2:1, resulting in approximately 6,871,248 units outstanding. No fractional units will be issued on the subdivision.
The Board of Directors of C.I. GP Limited has recommended to limited partners that they vote in favour of the merger. The merger is subject to all necessary regulatory and limited partner approvals including by the Quebec Securities Commission and that limited partnerships with an aggregate original capitalization of at least $100 million (or such other amount as is determined by C.I. GP Limited) must approve the merger.
C.I. GP Limited and persons related to it will not vote any units they hold of the limited partnerships. If approved, the merger would be effective on or about May 11, 2001.