DC.PR.A Converted Into DC.PR.C and DRM.PR.A

Dundee Corporation announced on May 28:

is confirming the terms of the preference shares to be issued by each of Dundee and DREAM Unlimited Corp. (“DREAM”) pursuant to the previously announced corporate restructuring of Dundee through a tax efficient plan of arrangement (the “Arrangement”).

Dundee’s First Preference Shares, Series 1 have a liquidation value of $25.00 per share. Pursuant to the Arrangement, holders of Dundee’s First Preference Shares, Series 1 will receive, for each such share held, (i) a new First Preference Share, Series 4 of Dundee with a liquidation amount of $17.84 (compared with $18.67, as previously estimated) and an annual dividend of 5%, and (ii) a First Preference Share, Series 1 of DREAM with a liquidation amount of $7.16 (compared with $6.33, as previously estimated) and an annual dividend of 7%, such shares having the redemption rights described below. The combined liquidation value of the two new shares that will be issued will equal the $25.00 original liquidation value of each of Dundee’s First Preference Shares, Series 1.

  • • Dundee’s First Preference Shares, Series 4 – Redemption Rights
    • Dundee’s First Preference Shares, Series 4 will be redeemable, at the option of Dundee, at any time prior to June 30, 2013 at $18.38 per share, at any time on or after June 30, 2013 and prior to June 30, 2014 at $18.20 per share, at any time on or after June 30, 2014 and prior to June 30, 2015 at $18.02 per share, and at any time on or after June 30, 2015 at $17.84 per share. In addition, Dundee’s First Preference Shares, Series 4 will be redeemable, at the option of the holder, at any time on or after June 30, 2016 at $17.84 per share.
  • • DREAM’s First Preference Shares, Series 1 – Redemption Rights
    • DREAM’s First Preference Shares, Series 1 will be redeemable, at the option of DREAM, at any time prior to June 30, 2013 at $7.37 per share, at any time on or after June 30, 2013 and prior to June 30, 2014 at $7.30 per share, at any time on or after June 30, 2014 and prior to June 30, 2015 at $7.23 per share, and at any time on or after June 30, 2015 at $7.16 per share. In addition, DREAM’s First Preference Shares, Series 1 will be redeemable, at the option of the holder, at any time on or after December 31, 2013 and prior to December 31, 2014 at $7.30 per share, at any time on or after December 31, 2014 and prior to December 31, 2015 at $7.23 per share, and at any time on or after December 31, 2015 at $7.16 per share.

Expected DREAM Capitalization

Based on the number of Class A Subordinate Voting Shares, Class B Common Shares and First Preference Shares, Series 1 of Dundee outstanding as of May 27, 2013, Dundee expects that there will be an aggregate 75,730,459 Class A Subordinate Voting Shares and Class B Common Shares of DREAM outstanding upon completion of the Arrangement, anticipated for May 30, 2013, and 6,000,000 First Preference Shares, Series 1, with an aggregate liquidation amount of approximately $43 million.

Both DC.PR.C and DRM.PR.A will be tracked by HIMIPref™ despite not having credit ratings. This is because they are derived from DC.PR.A, which used to have a credit rating, and has been grandfathered. They will be assigned to the Scraps index on credit concerns.

Vital statistics are:

DRM.PR.A OpRet YTW SCENARIO
Maturity Type : Soft Maturity
Maturity Date : 2013-12-30
Maturity Price : 7.30
Evaluated at bid price : 7.35
Bid-YTW : 7.74 %
DC.PR.C OpRet YTW SCENARIO
Maturity Type : Soft Maturity
Maturity Date : 2016-06-29
Maturity Price : 17.84
Evaluated at bid price : 17.84
Bid-YTW : 5.33 %

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