Middlefield Canadian Income PCC - Proposed Rollover into UCITS ETF

Core Viewpoint - Middlefield Canadian Income PCC and its Fund plan to propose a transaction allowing shareholders to exchange their shares for those in a newly established UCITS ETF, aimed at enhancing liquidity and addressing the discount to NAV [5][9][17] Group 1: Transaction Details - The proposed transaction involves the voluntary winding up of the Company and the Fund, with shareholders given the option to receive shares in the new ETF or cash close to the Company's NAV per share [5][6] - The ETF will be actively managed by Middlefield Limited and will maintain the existing investment objective focused on high-quality Canadian and US large-cap companies [5][10][14] - Shareholders can choose to retain their investment through the ETF, opt for a cash exit, or a combination of both [6][18] Group 2: Shareholder Engagement - The Company received a requisition notice from Saba Capital Management proposing a scheme for shareholders to transition to a UK-listed investment vehicle, which led to discussions and the temporary withdrawal of the requisition [7][8] - The Board consulted with major shareholders, including Saba, to formulate proposals that would best serve shareholder interests [8][9] Group 3: ETF Structure and Benefits - The ETF is expected to have a lower total expense ratio (TER) than the current Company TER, targeted to be below 1%, and will trade close to its NAV due to its structure [11][14] - The ETF aims to provide quarterly distributions similar to current dividends and may utilize financial derivative instruments to support its dividend policy [14][15] - Middlefield has a successful track record of rolling closed-end funds into ETFs, with several of its funds ranked among the top-performing Canadian ETFs [12] Group 4: Timeline and Future Steps - The establishment of the ETF and the circular relating to the transaction are expected to be sent to shareholders by August 2025, pending regulatory and tax approvals [16]