Dividend Reinvestment and Share Purchase Plan
The Dividend Reinvestment and Share Purchase Plan (the "Plan") adopted by Medical Facilities permits eligible investors ("Participants") to enroll in the Plan and have all dividends they receive from their common shares
used to purchase additional common shares of Medical Facilities ("Plan Shares"). Consult the DRIP Plan for the complete text.
The following are common questions and answers concerning the Plan. Please note that the answers provided are in summary form only and more detailed and complete information is available from the Plan itself.
1. What is the Plan?
The Plan allows Medical Facilities' shareholders resident in Canada to automatically reinvest cash dividend paid on their common shares in additional common shares.
Shareholders who do not enrol their common shares in the Plan will continue to receive dividends in the usual manner.
The Plan is administered by Computershare Trust Company of Canada (the "Agent" or "Computershare"), which acts as agent for all Participants.
2. What are some of the advantages of participating in the Plan?
The Plan offers Medical Facilities' shareholders a cost-effective means to purchase common shares through the reinvestment of dividends on a regular basis and in a convenient manner.
Participants in the Plan will dollar cost-average their common share purchases by reinvesting dividends under the Plan on a quarterly basis.
3. Who may “participate” in the Plan?
Medical Facilities uses a "certificateless" book-entry only securities registration system in which all of the outstanding common shares are held through the CDS Clearing and Depository Services Inc. ("CDS") instead of being registered in the names
of the beneficial shareholder. As a result, beneficial shareholders may not directly enroll in the Plan through Medical Facilities or the Plan Agent, but must enroll in the Plan via their CDS Participant.
Any holder of common shares in Medical Facilities (a "Shareholder") who is a resident of Canada may enroll in the Plan at anytime. Shareholders who are resident outside of Canada are not permitted to participate in the Plan.
4. How does a Shareholder become a Participant in the Plan?
Beneficial shareholders may participate in the Plan by (i) advising their CDS Participant of their desire to participate in the Plan and directing them to take all necessary actions to permit participation in the Plan; and (ii) completing
Form A – Certificate of Beneficial Ownership and returning it to Medical Facilities.
5. When does participation in the Plan start once a Shareholder has taken the necessary steps to become a Participant and how is the Plan administered?
The rules of CDS dictate the timing of commencement in the Plan for beneficial shareholders. Such rules govern when CDS Participants must provide notice to CDS with respect to beneficial shareholders' participation in the Plan. Generally,
in order for participation to be effective for a given dividend, such advice must be communicated no later than 4:00 p.m. (Toronto time) on the fifth (5th) business day immediately preceding the dividend record date (or such other deadline
your broker/financial institution may set from time to time in respect of such dividend).
6. How does a Participant terminate participation in the Plan?
A beneficial shareholder may terminate participation at any time by providing written notice to his or her CDS Participant. The CDS Participant will then give notice to CDS in accordance with the rules and regulations of CDS. A beneficial
shareholder who has terminated participation in the Plan will be credited with any Plan common shares held for the Participant's account in accordance with the operating policies of such CDS Participant.
7. How will shares be purchased for Participants under the Plan?
Dividends payable on common shares enrolled in the Plan will be aggregated and then used by the Agent, after deduction of applicable fees, to purchase common shares on the open market through the Toronto Stock Exchange.
8. When will shares be Purchased for Participants?
For dividend reinvestment, common shares purchased under the Plan will be purchased on the Toronto Stock Exchange during the four (4) business days following the relevant dividend payment date (if insufficient shares are available for purchase
during such period, surplus funds will be returned to Shareholders). Medical Facilities pays dividends on its common shares quarterly. The declaration of
dividends and corresponding dividend record and payment dates are determined by the Medical Facilities' Board of Directors in its sole discretion.
9. What is the price of the shares under the Plan?
Plan Shares are purchased on the Toronto Stock Exchange through a broker-dealer designated by the Agent. The price of the common shares shall be the average of the price paid (excluding brokerage commissions, fees and all transaction
costs) per common share (the "Average Purchase Price") for all of the common shares purchased by the Agent in respect of the Plan on the Toronto Stock Exchange during the four (4) business days following the relevant dividend date preceding
the purchase of Plan Shares.
Plan Participants (CDS) will only receive the number of whole common shares to which they are entitled and a cash payment equal to any fractional Plan Shares to which it would be entitled multiplied by the Average Purchase Price.
10. What kind of statements will I receive if I participate in the Plan?
As a beneficial shareholder participating in the Plan, you will receive information regarding reinvestment of dividends from your intermediary in accordance with your intermediary's administrative practices.
11. Can Medical Facilities amend, suspend or terminate the Plan?
Medical Facilities reserves the right to amend, suspend or terminate the Plan at any time, subject to the approval of the Toronto Stock Exchange, but such action shall have no retroactive effect that would prejudice the interest of Participants.
All Participants will be sent written notice of any such amendment, suspension or termination. Medical Facilities, in conjunction with Computershare, may also from time to time adopt rules and regulations to facilitate the administration of the
12. What are the income tax consequences of the Plan?
Participants are urged to consult their tax advisors as to their particular tax position.
13. Who should be contacted for additional information about the Plan?
Should you have any additional questions or require additional information about the Plan, please contact: