For Immediate Release Toronto Stock Exchange: BPF.UN
BOSTON PIZZA ROYALTIES INCOME FUND ANNOUNCES RECORD FRANCHISE SALES
AND STRONG SAME STORE SALES GROWTH OF 5.1% YEAR-TO-DATE
Trustees declare July distribution to unitholders of 9.8 cents per unit
Highlights
- Same
store sales growth of 2.9% for the Period and 5.1% YTD.
- Record
franchise sales from royalty pool restaurants of $183.6 million, the
highest franchise sales level posted in any quarter since the inception of
the Fund.
- Distributable
cash[1] increased
4.7% for the Period and 7.3% YTD versus the same periods in 2011.
- The trustees of the Fund announced a cash
distribution to unitholders of 9.8 cents per Unit for July 2012, marking
the 121st consecutive monthly distribution totaling $150.3
million since the inception of the Fund or $12.29 per Unit.
- Boston Pizza Royalties Income Fund celebrated its 10
year anniversary on the TSX on July 17, 2012.
- Subsequent to the Period, the Fund announced a
refinancing agreement which provides a lower effective interest rate, a
longer term and an additional $25.0 million in borrowing capacity compared
to the previous credit facility.
VANCOUVER,
BC, August 9, 2012 - Boston Pizza Royalties Income Fund (the “Fund”) and Boston Pizza International
Inc. (“BPI”) each reported today
financial results for the period from April 1, 2012 to June 30, 2012 (the “Period”) and from January 1, 2012 to June
30, 2012 (“YTD”). A copy of this
press release, the consolidated interim financial statements for the Period and
related Management’s Discussion and Analysis of the Fund and BPI are available at www.sedar.com and www.bpincomefund.com. The Fund will host a conference call to discuss the
results on August 9, 2012 at 8:30 a.m. Pacific Time (11:30 a.m. Eastern Time).
The call can be accessed by dialling 1-800-319-4610 or 604-638-5340. A replay will
be available until September 8, 2012 by dialling 1-800-319-6413 or 604-638-9010
and entering the pin code: 4452 followed by the # sign.
Same store sales growth (“SSSG”), a key driver of distribution
growth for unitholders of the Fund, was 2.9% for the Period and 5.1% YTD
compared to 5.8% and 3.6%, respectively, for the same periods in 2011.
Franchise sales, the basis upon which royalties are paid by BPI to the Fund,
exclude revenue from the sale of liquor, beer, wine and tobacco and approved
national promotions and discounts. On a franchise sales basis, SSSG was 3.1%
for the Period and 4.9% YTD compared to 5.8% and 4.0%, respectively, for the
same periods in 2011. The positive SSSG in the Period and YTD was principally
due to higher takeout and delivery sales resulting from continued promotion of
Boston Pizza’s online ordering system and higher chicken wing sales resulting
from the introduction of “All Meat Wings” during the Period. Franchise sales of
restaurants in the royalty pool were a record $183.6 million for the Period and
a record $360.2 million YTD compared to $175.6 million and $338.7 million,
respectively, in the same periods in 2011. The increases in franchise sales for
the Period and YTD are largely attributed to positive SSSG.
“Boston
Pizza’s record franchise sales in the second quarter and strong SSSG of 5.1%
achieved in the first half of 2012 are due in large part to our continued focus
on menu innovation, including the high profile launch of ‘All Meat Wings’ and
our popular ‘Grill Therapy’ promotion in the second quarter,” said Mark
Pacinda, President and CEO of BPI. “Last month, the Fund celebrated its 10 year
anniversary on the Toronto Stock Exchange. We are very pleased that it has been
a successful decade for Boston Pizza and that the results have been reflected
in the investment performance for our unitholders with a total return, assuming
reinvestment of the distributions, in excess of 300% over that time.”
The Fund’s net income was $6.2 million for
the Period with a net loss of $0.7 million YTD compared to net income of $6.9
million and of $9.8 million, respectively, in the same periods in 2011. The
decreases in net income for the Period and YTD were driven mainly by changes in
the fair value adjustment on the Class B Unit liability. The Fund’s net income
under International Financial Reporting Standards (“IFRS”) contains non-cash items, such as the fair value adjustment
on the Class B Unit liability, that do not affect the Fund’s operations or its
ability to pay distributions to unitholders. In the Fund’s view, net income is
not the only or most meaningful measurement of the Fund’s ability to pay
distributions. Consequently, the Fund has provided the non-IFRS metrics of
distributable cash1 and payout ratio[2]
to provide investors with more meaningful information regarding the amount of
cash that the Fund has generated to pay distributions. Readers are cautioned
that distributable cash1 and payout ratio2 are non-IFRS
financial measures that do not have standardized meanings prescribed by IFRS
and therefore may not be comparable to similar measures presented by other
issuers. For a reconciliation between cash flow from operating activities (the
most directly comparable IFRS measure) and distributable cash1 and a
detailed discussion on the Fund’s distributable cash1 and payout
ratio2, please see the Fund’s Management’s Discussion and Analysis
for the Period. The Fund’s distributable
cash was $4.3 million or $0.293 per unit of the Fund (“Unit”) for the Period and $8.3 million or $0.568 per Unit YTD
compared to $4.1 million or $0.280 per Unit and $7.7 million or $0.529 per Unit
for the same periods, respectively, in 2011. This represents increases of 4.7%
for the Period and 7.3% YTD compared to the same periods, respectively, one
year ago. These increases were driven by higher royalty revenue partially
offset by changes in non-cash working capital. Distributions for the Period and
YTD were funded entirely by cash flow from operations. No debt was incurred at
any point during the Period or YTD to fund distributions.
The Fund’s payout ratio was
100.2% for the Period and 102.5% YTD compared to 89.9% and 95.3% in the same
periods, respectively, one year ago. The Fund’s payout ratio for the Period and
YTD increased compared to the same periods one year ago primarily due to the
distribution increase beginning with the February 2012 distribution to
unitholders. The Fund strives to provide unitholders with regular monthly
distributions, and as a result, the Fund will generally experience seasonal
fluctuations in its payout ratio. On a
trailing 12-month basis, the Fund’s payout ratio was 98.9% as at June 30, 2012.
The Fund’s payout ratio is likely to be higher in the first and fourth quarters
compared to the second and third quarters since Boston Pizza restaurants
experience higher Franchise Sales during the summer months when restaurants
open their patios and benefit from increased tourist traffic. Higher Franchise Sales generally result in
increases in distributable cash. A key
feature of the Fund is that it is a “top line” structure, in which BPI pays the
Fund a royalty equal to 4% of franchise sales from restaurants in the Fund’s
royalty pool. Accordingly, Fund unitholders are not directly exposed to changes
in the operating costs or profitability of BPI or of individual Boston Pizza
restaurants. Given this structure, and that the Fund has no current mandate to
retain capital for other purposes, it is expected that the Fund will maintain a
payout ratio close to 100% over time as the trustees of the Fund continue to
distribute all available cash in order to maximize returns to unitholders.
Subsequent to the Period, on
July 23 the Fund announced that its subsidiary, Boston Pizza Royalties Limited
Partnership (the “Partnership”) had
entered into an agreement with a Canadian Chartered Bank (the “Lender”) pursuant to which the Lender provided
the Partnership with up to $56.0 million of credit facilities (the “New Credit Facilities”) having a five
year term expiring on July 19, 2017 to supersede and replace the
Partnership’s previous credit facilities. The Partnership had $30.0 million
of indebtedness drawn on its previous credit facilities. At today’s
interest rates, the New Credit Facilities, assuming existing debt to EBITDA
levels are maintained, provide an improvement of 92 basis points over the
Partnership’s previous credit facilities. In connection with the New
Credit Facilities, the Partnership concurrently entered into an interest rate
swap under the International Swap Dealers Association Master Agreement
previously entered into between the Partnership and the Lender (a copy of which
is available on www.sedar.com), to fix the interest rate at 2.69% per annum (assuming
existing debt to EBITDA levels are maintained) for a term of five years for the
Partnership’s existing $30.0 million of debt.
The trustees of the Fund
announced a cash distribution to unitholders of 9.8 cents per Unit for July
2012. The distribution will be payable to unitholders of record at the close of
business on August 21, 2012 and will be paid on August 31, 2012. The Fund
periodically reviews distribution levels based on its policy of stable and
sustainable distribution flow to unitholders. Since the Fund’s initial public
offering in 2002, unitholders have received 15 distribution increases. The most
recent distribution increase of 6.5% was effective for the February
distribution payable in March and increased the monthly distribution amount
from 9.2 cents per Unit to 9.8 cents per Unit. Including the July 2012
distribution, which will be paid in August 2012, the Fund will have paid out 121
consecutive monthly distributions totalling $150.3 million or $12.29 per Unit.
FINANCIAL
SUMMARY
The tables below sets out selected information from
the consolidated interim financial statements of the Fund, which consolidates
the accounts of the Partnership, together with other data and should be read in conjunction with the interim
consolidated financial statements of the Fund.
| | Q2 2012 | Q2 2011 | YTD 2012 | YTD 2011 |
| (in thousands of dollars – except restaurants,
SSSG, payout ratio and per Unit items) | | | | |
| System-wide Gross Sales[iii] | 237,955 | 228,766 | 464,020 | 436,248 |
| Number of restaurants in Royalty Pool[iv] | 341 | 338 | 341 | 338 |
| Franchise Sales[v]
reported by restaurants in the Royalty Pool | 183,593 | 175,568 | 360,174 | 338,700 |
| | | | | |
| Revenues | | | | |
| Royalty revenue – 4% of Franchise Sales | 7,344 | 7,023 | 14,407 | 13,548 |
| Interest income | 453 | 455 | 908 | 907 |
| Total revenues | 7,797 | 7,478 | 15,315 | 14,455 |
| | | | | |
| Expenses | | | | |
| Administrative expenses and interest on bank
debt | (512) | (511) | (989) | (1,013) |
| Interest accrued to BPI on Class B Units
and Class C Units[vi] | (1,628) | (1,388) | (2,689) | (2,325) |
| Fair value adjustment on Class B Unit
liability[vii] | 1,953 | 2,707 | (9,610) | 1,429 |
| Subtotal | (187) | 808 | (13,288) | (1,909) |
| Current income tax expense | (1,351) | (1,366) | (2,652) | (2,629) |
| Deferred income tax expense | (70) | (70) | (90) | (120) |
| Total expenses | (1,608) | (628) | (16,030) | (4,658) |
| | | | | |
| Net Income (loss) | | | | |
| Net income (loss) | 6,189 | 6,850 | (715) | 9,797 |
| Basic earnings (loss) per Unit | 0.42 | 0.47 | (0.05) | 0.67 |
| Diluted earnings (loss) per Unit | 0.24 | 0.23 | (0.05) | 0.50 |
| | | | | |
| Distributable Cash1 / Distributions /
Payout Ratio2 | | | | |
| Cash flows from operating activities | 5,903 | 6,922 | 5,980 | 13,187 |
| BPI
entitlement: | | | | |
| Class C
distributions | (450) | (450) | (900) | (900) |
| Class B
entitlement | (1,178) | (1,023) | (2,332) | (1,952) |
| SIFT tax on
Units[viii] | (1) | (1,366) | 5,523 | (2,629) |
| Distributable
Cash1 | 4,274 | 4,083 | 8,271 | 7,706 |
| Distributions payable[ix] | 4,284 | 3,672 | 8,480 | 7,344 |
| Payout Ratio2 | 100.2% | 89.9% | 102.5% | 95.3% |
| Distributable Cash per Unit1 | 0.293 | 0.280 | 0.568 | 0.529 |
| Distributions payable per Unit9 | 0.294 | 0.252 | 0.582 | 0.504 |
| | | | | |
| Other | | | | |
| Same store sales growth (SSSG) | 2.9% | 5.8% | 5.1% | 3.6% |
| Number of restaurants opened during the period | 0 | 3 | 2 | 5 |
| Number of restaurants closed during the period | 1 | 1 | 2 | 2 |
| | | Jun 30, 2012 | | Dec 31, 2011 |
| Total assets | | 264,294 | | 261,571 |
| Total liabilities | | 110,284 | | 99,794 |
| | Q2
2012 | Q1
2012 | Q4
2011 | Q3
2011 |
| (in thousands of dollars – except restaurants,
SSSG, payout ratio and per Unit items) | | | | |
| System-wide Gross Sales3 | 237,955 | 226,065 | 232,713 | 235,911 |
| Number of restaurants in Royalty Pool4 | 341 | 342 | 336 | 336 |
| Franchise Sales5
reported by restaurants in the Royalty Pool | 183,593 | 176,581 | 177,465 | 183,163 |
| | | | | |
| Revenues | | | | |
| Royalty revenue
– 4% of Franchise Sales | 7,344 | 7,063 | 7,098 | 7,327 |
| Interest income | 453 | 455 | 454 | 454 |
| Total revenues | 7,797 | 7,518 | 7,552 | 7,781 |
| | | | | |
| Expenses | | | | |
| Administrative
expenses and interest on bank debt | (512) | (477) | (432) | (449) |
| Interest
accrued to BPI on Class B Units and Class C Units6 | (1,628) | (1,061) | (2,042) | (1,447) |
| Fair value adjustment on Class B Unit
liability7 | 1,953 | (11,563) | (3,308) | 1,148 |
| Subtotal | (187) | (13,101) | (5,782) | (748) |
| Current income tax expense | (1,351) | (1,301) | (1,396) | (1,449) |
| Deferred income tax expense | (70) | (20) | (70) | (100) |
| Total expenses | (1,608) | (14,422) | (7,248) | (2,297) |
| | | | | |
| Net Income (loss) | | | | |
| Net income (loss) | 6,189 | (6,904) | 304 | 5,484 |
| Basic earnings (loss) per Unit | 0.42 | (0.47) | 0.02 | 0.38 |
| Diluted earnings (loss) per Unit | 0.24 | (0.47) | 0.02 | 0.24 |
| | | | | |
| Distributable Cash1 / Distributions /
Payout Ratio2 | | | | |
| Cash flows from operating activities | 5,903 | 77 | 7,037 | 7,266 |
| BPI
entitlement: | | | | |
| Class C
distributions | (450) | (450) | (450) | (450) |
| Class B
entitlement | (1,178) | (1,154) | (1,099) | (1,077) |
| SIFT tax on
Units8 | (1) | 5,524 | (1,396) | (1,449) |
| Distributable
cash1 | 4,274 | 3,997 | 4,092 | 4,290 |
| Distributions payable9 | 4,284 | 4,196 | 4,021 | 4,021 |
| Payout Ratio2 | 100.2% | 105.0% | 98.3% | 93.7% |
| Distributable cash per Unit1 | 0.293 | 0.274 | 0.281 | 0.294 |
| Distributions payable per Unit9 | 0.294 | 0.288 | 0.276 | 0.276 |
| | Q2
2011 | Q1
2011 | Q4
2010 | Q3
2010 |
| (in thousands of dollars – except restaurants,
SSSG, payout ratio and per Unit items) | | | | |
| System-wide Gross Sales3 | 228,766 | 207,482 | 215,303 | 218,335 |
| Number of restaurants in Royalty Pool4 | 338 | 339 | 334 | 335 |
| Franchise Sales5
reported by restaurants in the Royalty Pool | 175,568 | 163,133 | 166,181 | 171,151 |
| | | | | |
| Revenues | | | | |
| Royalty revenue
– 4% of Franchise Sales | 7,023 | 6,525 | 6,647 | 6,846 |
| Interest income | 455 | 452 | 452 | 451 |
| Total revenues | 7,478 | 6,977 | 7,099 | 7,297 |
| | | | | |
| Expenses | | | | |
| Administrative
expenses and interest on bank debt | (511) | (502) | (687) | (485) |
| Interest accrued to holders of Units[x] | - | - | (3,352) | (5,027) |
| Interest
accrued to BPI on Class B Units and Class C Units6 | (1,388) | (937) | (1,852) | (1,362) |
| Fair value adjustment on Class B Unit
liability7 | 2,707 | (1,278) | (2,916) | (3,924) |
| Subtotal | 808 | (2,717) | (8,807) | (10,798) |
| Current income tax expense | (1,366) | (1,263) | - | - |
| Deferred income tax expense | (70) | (50) | (80) | (70) |
| Total expenses | (628) | (4,030) | (8,887) | (10,868) |
| | | | | |
| Net Income (loss) | | | | |
| Net income (loss) | 6,850 | 2,947 | (1,788) | (3,571) |
| Basic earnings (loss) per Unit | 0.47 | 0.20 | (0.12) | (0.24) |
| Diluted earnings (loss) per Unit | 0.23 | 0.20 | (0.12) | (0.24) |
| | | | | |
| Distributable Cash1 / Distributions /
Payout Ratio2 | | | | |
| Cash flows from operating activities | 6,922 | 6,265 | 6,425 | 6,963 |
| BPI
entitlement: | | | | |
| Class C
distributions | (450) | (450) | (450) | (450) |
| Class B
entitlement | (1,023) | (952) | (948) | (1,000) |
| SIFT tax on
Units8 | (1,366) | (1,263) | - | - |
| Distributable
cash1 | 4,083 | 3,600 | 5,027 | 5,513 |
| Interest accrued10 / distributions
payable9 | 3,672 | 3,672 | 5,027 | 5,027 |
| Payout Ratio2 | 89.9% | 102.0% | 100.0% | 91.2% |
| Distributable cash per Unit1 | 0.280 | 0.247 | 0.345 | 0.378 |
| Interest10 / distributions payable
per Unit9 | 0.252 | 0.252 | 0.345 | 0.345 |
OUTLOOK
The Canadian Restaurant and Foodservices
Association has forecast overall sales growth of 3.0% for the Canadian full-service
restaurant sector in 2012. BPI’s management believes that Boston Pizza is well
positioned to continue outperforming this growth rate by attracting a wide
variety of guests into the restaurant, sports bar and take-out/delivery parts
of each location, offering a compelling value proposition to our guests and
continuing to open new Boston Pizza locations across Canada.
The two principal factors that affect SSSG
are changes in customer traffic and changes in average guest cheque. BPI’s
strategies to drive higher guest traffic include a larger marketing budget
versus the previous year along with a revised calendar of national and local
store promotions. Increased average cheque levels will be achieved through a
combination of culinary innovation and annual menu re-pricing. BPI
management recognizes that franchise sales results during the last six months
of 2011 were comparatively stronger than those posted in the first six months
of 2011 and that results from the remainder of 2012 will be compared against
those stronger sales levels. In
addition, BPI’s franchise agreement requires that each Boston Pizza restaurant
undergo a complete store renovation every seven years and 22 locations have
already completed renovations in 2012 with many more underway or planned for
later this year. Restaurants typically close for two to three weeks to complete
the renovation and experience an incremental sales increase in the year
following the re-opening.
Boston Pizza remains well positioned for
future expansion as evidenced by the two new Boston Pizza restaurants that have
opened to date in 2012, with five more new locations under construction that
are scheduled to open later in the year. BPI’s management believe that Boston
Pizza will continue to strengthen its position as the number one casual dining
brand in Canada by pursuing further restaurant development opportunities across
the country.
Certain information in this
press release may constitute “forward-looking information” that involves known
and unknown risks, uncertainties, future expectations and other factors which
may cause the actual results, performance or achievements of the Fund, Boston
Pizza Holdings Trust, the Partnership, Boston Pizza Holdings Limited
Partnership, Boston Pizza Holdings GP Inc., Boston Pizza GP Inc., BPI, Boston
Pizza restaurants, or industry results, to be materially different from any
future results, performance or achievements expressed or implied by such
forward-looking information. When used
in this press release, forward-looking information may include words such as
“anticipate”, “estimate”, “may”, “will”, “expect”, “believe”, “plan” and other
similar terminology. This information reflects current expectations regarding
future events and operating performance and speaks only as of the date of this
press release. Except as required by law, the Fund and BPI assume no obligation
to update previously disclosed forward-looking information.
For a complete list of the risks associated
with forward-looking information and our business, please refer to the “Risks
and Uncertainties” and “Note Regarding Forward-Looking Information” sections
included in the Fund’s most recent Management’s Discussion and Analysis for the
Period available at www.sedar.com and www.bpincomefund.com.
The trustees of the Fund have approved
the contents of this press release.
FOR FURTHER INFORMATION PLEASE CONTACT:
Boston Pizza Royalties Income Fund
Jordan Holm - Vice President of Investor Relations
Tel: 604-303-6083
investorrelations(at)bostonpizza.com
www.bpincomefund.com
® Boston Pizza Royalties Limited Partnership. All Boston Pizza registered Canadian trade-marks and unregistered Canadian trade-marks containing the words "Boston", "BP", and/or "Pizza" are trade-marks owned by the Boston Pizza Royalties Limited Partnership and licensed by the Boston Pizza Royalties Limited Partnership to Boston Pizza International Inc.
© Boston Pizza International Inc. 2012
[1] Distributable
Cash is a non-IFRS financial measure that does not have a standardized meaning
prescribed by IFRS and therefore may not be comparable to similar measures
presented by other issuers. This
non-IFRS financial measure provides useful information to investors regarding
the amount of cash the Fund has generated for distribution on the Units. Investors are cautioned that this should not
be construed as an alternative net income measure of profitability. The tables above provide a reconciliation
from this non-IFRS financial measure to cash flows from operating activities,
which is the most directly comparable IFRS measure.
[2] Payout
Ratio is calculated by dividing the interest / distributions payable by
the Fund in respect of the applicable period by the Distributable Cash
generated in that period. Payout Ratio
is a non-IFRS financial measure that does not have a standardized meaning
prescribed by IFRS and therefore may not be comparable to similar measures
presented by other issuers. This
non-IFRS financial measure provides investors with useful information regarding
the extent to which the Fund distributes cash on the Units. Investors are cautioned that this should not
be construed as an alternative net income measure of profitability.
[iii] System-wide
gross sales means the gross revenue: (i) of the corporate Boston Pizza
Restaurants in Canada owned by BPI (as defined herein); and (ii) reported
to BPI by franchised Boston Pizza Restaurants in Canada, without audit or other
form of independent assurance, and in the case of both (i) and (ii), including
revenue from the sale of liquor, beer, wine and tobacco and revenue from BPI
approved national promotions and discounts and excluding applicable sales and
similar taxes (“System-wide Gross Sales”).
[iv] Number
of restaurants in the Royalty Pool (as defined herein) excludes restaurants
that permanently closed during the applicable period.
[v] Franchise
sales is the basis on which the royalty is payable; it means the revenues of
Boston Pizza Restaurants (as defined herein) in respect of which the royalty is
payable (“Franchise Sales”). The
term “revenue” refers to the gross revenue: (i) of the corporate Boston
Pizza Restaurants in Canada owned by BPI; and (ii) reported to BPI by
franchised Boston Pizza Restaurants in Canada, without audit or other form of
independent assurance, and in the case of both (i) and (ii), after deducting
revenue from the sale of liquor, beer, wine and tobacco and revenue from BPI
approved national promotions and discounts and excluding applicable sales and
similar taxes. Nevertheless, BPI periodically conducts audits of the Franchise
Sales reported to it by its franchisees, and the Franchise Sales reported
herein include results from sales audits of earlier periods.
[vi] The
Class B general partner units of the Partnership (the “Class B Units”) and the Class C
general partner units of the Partnership (the “Class C Units”) are classified as financial liabilities under
IFRS, and as such, amounts paid by the Partnership to BPI in respect of the
Class B Units and Class C Units are classified as interest expense and
not distributions.
[vii] The
Fund is required under IFRS to fair value the Class B Unit liability at the end
of each period and adjust for any increase or decrease in the fair value of
that liability as compared to the fair value of that liability at the end of
the immediately preceding period. This
adjustment has no impact on the Fund’s Distributable Cash.
[viii] SIFT
Tax on Units is the SIFT Tax expense for the respective period (as a negative
number) plus the amount of SIFT Tax paid in the respective period.
[ix] Under
the declaration of trust governing the Fund (the “Declaration of Trust”), the Fund pays distributions on the Units in
respect of any particular calendar month not later than the last business day
of the immediately subsequent month.
Accordingly, distributions on the Units in respect of the calendar month
of January are paid no later than the last business day of February,
distributions on the Units in respect of the calendar month of February are
paid no later than the last business day of March and so forth. Consequently, distributions payable by the
Fund on the Units in respect of the Period (as defined herein) were the April
2012 distribution (which was paid on May 31, 2012), the May 2012
distribution (which was paid on June 29, 2012) and the June 2012
distribution (which was paid on July 31, 2012).
Similarly, the distributions payable by the Fund on the Units in respect
of any other period are the distributions paid in the immediately subsequent
month of each month comprising such other period.
[x] Units
are classified as a financial liability under IFRS in respect of the period
from January 1, 2010 through December 6, 2010, and as a result the
amounts paid by the Fund to Unitholders (as defined herein) in respect of that
period are classified as interest expense of the Fund and not
distributions. From and after
December 7, 2010, amounts paid by the Fund to Unitholders are classified
as distributions of the Fund as the Units are classified as equity from and
after December 7, 2010.