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October 15, 2007
CSCRF Flow-through LPs Announces Early Distributions
NovaDX Ventures Corp, President & CEO, Neil MacDonald, reports:
(Vancouver, BC - October 15, 2007) NovaDX Ventures Corp ("NovaDX") - TSXV:
NDX. is pleased to announce early cash distributions to limited partners of both its
wholly owned Canadian Small Cap Resource Funds 2006 flow-through Limited
Partnerships.
The CSCRF 2006 No. 1 Limited Partnership and the CSCRF 2006 No. 2 Limited
Partnership ("the Partnerships") both announced today an early distribution of $1.00 for
each unit held by the limited partners of each Partnership, to be completed during the
third week of October 2007.
"We've seen some difficult markets over the summer months, and to be able to deliver
cash back to limited partners in this scenario is proof that our model is really working,"
said Neil MacDonald, CEO of NovaDX Ventures Corp., parent company of the CSCRF
Group of Funds.
"NovaDX manages deal flow to our flow-through partnerships and also has the ability to
offer other financing means to these early stage exploration companies. As a result, we
believe that CSCRF LP unit-holders benefit from more attractive opportunities at better
prices than they otherwise would be offered. This early distribution shows how well this
can work."
The CSCRF 2006 No. 1 Partnership raised $7,592,710 by issuing 759, 271 units at
$10.00 per unit in July of 2006. The CSCRF 2006 No. 2 Partnership raised $4,503,730 by
issuing 450,373 units at $10.00 per unit in December of 2006. These funds were
subsequently invested in portfolios of flow-through shares of early stage mining and oil
& gas exploration companies. The Portfolio Advisor to the Partnership is Bolder
Investment Partners, with Shane Meyers of Bolder being the portfolio advisor working
closely with the General Partners. Both Partnerships are expected to wind up in the spring
of 2008. As of June 30, 2007, the NAV of the CSCRF 2006 No. 1 Partnership was
$10.65, and the CSCRF 2006 No. 2 Partnership was $9.97.
"Earlier this year we took advantage of some strong performances of several companies
in both our portfolios to raise some cash for our limited partners," said Stephen
Wilkinson, President of the CSCRF 2006 No. 1 Management Limited, and of CSCRF
2006 No. 2 Management Ltd. (the "general partners") general partners of the
Partnerships.
"We're thrilled to once again send some of this cash back to limited partners several
months ahead of the anticipated wind-up of the LP next spring. We did the same thing
last year with the 2005 CSCRF LP. This sends a very strong and positive message to our
unit-holders that we are focused on delivering absolute returns to them over and above
the tax benefits of investing in flow-through shares."
Tax Consequences of Early Distribution
NovaDX CFO Donald Cameron has provided the following background note with an
explanation of some of the tax consequences of these early distributions:
A distribution of capital from the Partnerships in itself is not a taxable transaction. It does
however reduce the adjusted cost base of a unit-holder's partnership interest ("acb"),
which will give rise to taxable capital gains in one of the following events:
1. the acb at the end of a calendar year is negative; or
2. the proceeds received on dissolution of the partnership or sale of a unit exceeds
the acb of that unit.
"A Unit-holders' acb is also reduced by business losses and CEE allocated, hence it is
anticipated that this distribution will create the situation contemplated in event # 1 above.
The taxable amount to be included in 2006 is approximately $0.375 per unit for the 2006
No. 1 LP and $0.25 per unit for the 2006 No. 2 LP, however each limited partner should
consult with their professional advisor as the calculation is specific to each unit-holder's
circumstances."
About NovaDX Ventures: NovaDX is a Vancouver-based investment firm whose
primary focus is on providing merchant banking and other business advisory services to
micro-cap natural resource issuers, a largely overlooked but important sector of the
equity markets. NovaDX's business plan involves seeking out investment opportunities in
companies that have quality management and projects that demonstrate an above average
opportunity for new resource discoveries. NovaDX works closely with management of
these companies with the objective of mitigating risk and enhancing the value of its
investments. NovaDX intends to pursue opportunities in North America and abroad.
NovaDX seeks a return on its investments supplemented with revenue from investment
banking, investment management and advisory services. For more information please
visit www.novadx.com.
About the CSCRF Group: Canadian Small Cap Resource Funds is a leading,
Vancouver-based investment management company that creates and distributes limited
partnerships that invest in flow-through shares of Canadian junior mining and energy
companies. CSCRF is a subsidiary of NovaDX Ventures Corp (NDX-V). For more
information on the CSCRF Group, please visit www.cscrf.ca.
ON BEHALF OF THE BOARD
The TSX Venture Exchange has in no way passed upon the merits of the proposed
transaction and has neither approved nor disapproved the contents of this press release.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy,
nor shall there be any sale of these securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the qualification under the securities laws
of such jurisdiction.
Statements included in this announcement, including statements concerning our plans,
intentions and expectations, which are not historical in nature are intended to be, and are
hereby identified as, "forward-looking statements" for purposes of the safe harbor
provided by Section 21E of the Securities Exchange Act of 1934, as amended by the
Private Securities Litigation Reform Act of 1995. Forward-looking statements may be
identified by words including "anticipates", "believes", "intends", "estimates", "expects"
and similar expressions. The company cautions readers that forward-looking statements,
including without limitation those relating to the company's future operations and
business prospects, are subject to certain risks and uncertainties that could cause actual
results to differ materially from those indicated in the forward-looking statements.
For more information, please contact Neil MacDonald or Rick Peterson at 604-633-
2776 or send us an email at
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