02:28:49 EDT Thu 02 May 2024
Enter Symbol
or Name
USA
CA



Citadel Income Fund
Symbol CTF
Shares Issued 10,270,728
Close 2023-08-24 C$ 3.11
Market Cap C$ 31,941,964
Recent Sedar Documents

Citadel says dissidents seeking to wind up fund

2023-08-24 16:16 ET - News Release

Mr. Trevor Maunder of Artemis reports

CITADEL INCOME FUND UNCOVERS UNDISCLOSED GROUP ACTIVITIES BY DISSIDENTS; CANCELS REQUISITIONED UNITHOLDER MEETING, OFFERS REDEMPTION OPPORTUNITY AND INCREASES MONTHLY DISTRIBUTIONS

The trustee and manager of Citadel Income Fund, Artemis Investment Management Ltd., has learned through discussions with the unitholders of the fund that certain unitholders have apparently acted jointly and in concert with certain other unitholders in connection with Saba Capital Management LP's exploitative, short-sighted and self-serving proposal to, among other things, replace the trustee and manager of the fund with the dissidents' preferred trustee and manager, approve payment of a $100,000 management fee, and then wind up and terminate the fund.

Artemis is concerned that by acting jointly and in concert without making adequate disclosure, the dissidents, who collectively own or control more than 20 per cent of the fund's outstanding units, may have contravened early warning disclosure requirements, takeover bid restrictions and proxy solicitation requirements under applicable securities laws. The failure to disclose such conduct could impact the integrity of the voting process and have a direct impact on the outcome of the unitholder meeting previously scheduled for Oct. 13, 2023.

Artemis is committed to protecting its minority unitholders against abuses of capital markets and contraventions of securities laws. Accordingly, Artemis has determined that it is necessary to cancel the requisitioned meeting.

"Our intention is to protect the fund's minority unitholders from the opportunistic and illegal actions of the dissidents," stated Trevor Maunder, chief executive officer of Artemis. "We will be undertaking a full investigation to ensure that all appropriate measures are taken to redress any illegal conduct."

In addition, to provide unitholders with enhanced near-term liquidity, the fund is pleased to announce that unitholders will have the opportunity to redeem up to 4,109,572 units, representing 40 per cent of the outstanding units, in two separate tranches for up to 2,054,786 units, with each tranche representing 20 per cent of the outstanding units. Units will be redeemed for an amount per unit equal to the net asset value less redemption costs (equal to 5 per cent of the net asset value per unit as contemplated in the fund's declaration of trust, which is available on the fund's SEDAR+ profile. If requests for redemptions under each tranche exceed 2,054,786 units, units will be redeemed on a pro rata basis.

The planned redemption date will be at the end of September, 2023, for the first tranche and at the end of November, 2023, for the second tranche.

Notice about the fund's redemption will be provided to unitholders next week in accordance with the fund's declaration of trust.

Finally, the fund is also pleased to announce that the distributions per unit, beginning with the Aug. 31, 2023, record date, will be increased from one cent per unit to three cents per unit. The distributions per unit will be declared payable on each distribution payment date to unitholders of record on the distribution record date indicated in the attached table.

                DECLARED DISTRIBUTIONS

Record date         Payment date     Amount ($ per unit) 

Aug. 31, 2023     Sept. 15, 2023                  $0.03        
Sept. 30, 2023     Oct. 16, 2023                  $0.03        
Oct. 31, 2023      Nov. 15, 2023                  $0.03        
Nov. 30, 2023      Dec. 15, 2023                  $0.03        
Dec. 31, 2023      Jan. 15, 2024                  $0.03        

Unitholders who have any questions should contact Kingsdale Advisors at 1-800-395-7251 (toll-free in North America) or 416-623-2513 (collect outside of North America) or by e-mail at contactus@kingsdaleadvisors.com.

Advisers

Citadel has retained Kingsdale Advisors as its strategic unitholder and communications adviser and Norton Rose Fulbright Canada LLP as its legal adviser.

We seek Safe Harbor.

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