Canadian Warrants

The warrants are fully transferable and will be one represented by one or more global warrant certificates issued in registered form to CDS Clearing and Depositary Services Inc. and deposited with CDS on the date of the closing of the offering. The fund expects that each purchaser of combined units under the offering will receive a confirmation of the number of warrants issued to it from its CDS participant in accordance with the practices and procedures of that CDS participant. CDS will be responsible for establishing and maintaining book-entry accounts for its participants holding warrants. The warrants will be governed by the terms of a warrant agency agreement to be dated as of Dec. 14, 2007, between the fund, Middlefield Fund Management Ltd. and MFL Management Ltd. The warrant agency agreement will provide for appropriate adjustments to the warrants in the event of stock dividends, subdivisions, consolidations and other forms of capital reorganization.

2007-12-05 10:46 ET - News Release
 
Uranium Focused files final prospectus for offering

Ms. Nancy Tham reports

FINAL PROSPECTUS FILED

Uranium Focused Energy Fund has filed a final prospectus with respect to an offering of combined units at a price of $8.35 per combined unit. Each combined unit consists of one unit of the fund and one transferable unit purchase warrant. Each warrant entitles the holder to purchase one unit of the fund at a subscription price of $8.00 on or before Dec. 15, 2009. The offering is scheduled to close on or about Dec. 14, 2007.

Middlefield Capital Corp. acts as the investment adviser responsible for managing the fund's investments, including asset mix and security selection. With approximately $4.0-billion in assets under management, Middlefield has specialized in the uranium, oil and gas, and mining sectors for many years.

The fund has launched the offering to capitalize on the view of the adviser that the uranium sector will continue to provide attractive opportunities for investment over the next several years based upon strong fundamental factors with respect to both supply and demand. In addition, in light of the recent weakness in the price of uranium related equities, the adviser believes it is currently an opportune time to invest in the uranium sector. The adviser expects that primary uranium supply will continue to fall short of global demand over the life of the fund due predominantly to limitations in the production capacity of existing mines. In addition, secondary uranium supplies such as inventories, stockpiles and decommissioned nuclear weapons, which historically have bridged the global uranium supply shortfall, are expected to steadily decline. In light of the significant capital and time requirements associated with the development of new uranium mines, the adviser expects uranium prices to remain strong over the life of the fund, providing a favourable environment for uranium related companies.

The fund's investment objectives are to achieve capital appreciation of the portfolio over the life of the fund and to pay quarterly distributions to unitholders. In order to achieve the fund's investment objectives, the portfolio is primarily focused on the securities of issuers that operate in or have exposure to the uranium sector. The fund also has the ability to invest in the securities of other energy related issuers that operate in or have exposure to the energy sector. As at Nov. 23, 2007, uranium related securities comprised in excess of 90 per cent of the value of the portfolio. The portfolio is focused on securities which, in the view of the adviser, are of high-quality issuers having strong fundamentals and, in the case of issuers of uranium related securities, offer the potential to benefit from the favourable supply demand fundamentals underpinning the uranium sector.

The syndicate of agents is being co-led by CIBC World Markets Inc. and RBC Capital Markets, and includes BMO Nesbitt Burns Inc., National Bank Financial Inc., Scotia Capital Inc., TD Securities Inc., Canaccord Capital Corp., Raymond James Ltd., Dundee Securities Corp., HSBC Securities (Canada) Inc., Berkshire Securities Inc., Blackmont Capital Inc., Desjardins Securities Inc., Middlefield Capital Corp., Research Capital Corp., Richardson Partners Financial Ltd. and Wellington West Capital Inc.

We seek Safe Harbor.