A mortgage investment corporation (“MIC”) is a corporation that invests primarily in a portfolio of mortgages. A MIC does not pay corporate income tax on any of its income that it pays out to its shareholders as dividends and in this way it acts as a tax flow-through entity. The MIC’s income primarily consists of interest or distributions generated from its investments. Because it is a “flow through” entity, the dividends paid by the MIC to shareholders are generally taxed as interest in the hands of shareholders. CareVest® MIC currently pays out all of its net income as dividends to shareholders.

A MIC allows an individual to invest in a portfolio of mortgage investments under professional management on a scale and with diversification not generally available to individual investors. The investor in a MIC earns a rate of return based on the net interest earned from the mortgage portfolio. The portfolio of mortgage investments is secured by real estate.

The CareVest® Mortgages group of companies (CareVest®) are private sector companies working in the Canadian real estate commercial mortgage investment industry. CareVest has originated, underwritten and serviced over $5 billion in mortgage investments on behalf of numerous investor clients and financial institutions since 1994. CareVest is well known in the non-bank real estate lending industry in Western Canada and sources potential transactions through both a related and external network of licensed mortgage brokers and through repeat borrowers. CareVest maintains offices in Alberta and British Columbia.

Some members of the CareVest Mortgages group of companies that have relationships with CareVest® MIC include:

• Carecana™ Management Corp. (CMC) – CMC is registered in Alberta as an investment fund manager and restricted portfolio manager and acts in these capacities for CareVest MIC.
• CareVest® Capital Inc. (CCI) - CCI is licensed in Alberta and British Columbia as a mortgage broker. CCI has been exclusively engaged by the MICs to originate, structure, advance and administer mortgage investments for acquisition by the MICs
• CVC™ Market Point Inc. (CVC) – CVC is registered as an exempt market dealer in Alberta and British Columbia.
• Carecana Settlement Corp. (Carecana Settlement) - Carecana Settlement acts as the funds administrator of CareVest MIC’s funds.

The principal investment objective of CareVest® MIC is to acquire and maintain a diversified portfolio of mortgages that preserves capital and generates returns in order to permit CareVest MIC to pay distributions to its shareholders.

CareVest® MIC will invest directly or indirectly in commercial, industrial and residential mortgages in Canada in accordance with a set of investment policies, practices and restrictions set by the directors of CareVest® MIC.

To the extent that, from time to time, CareVest MIC’s portfolio is not invested in mortgages, idle cash will be deposited with a Canadian chartered bank or such funds may be invested in short term investments, deposits, savings accounts or government guaranteed income certificates or treasury bills.

CareVest MIC will not invest in a mortgage or loan any funds to be secured by a mortgage unless at the date the mortgage is acquired or funds are initially committed (as the case may be) the indebtedness secured by such mortgage plus the amount of additional secured third party indebtedness of the borrower registered in priority to CareVest MIC, if any, does not exceed 75% of the appraised value of the real property securing the mortgage, as determined by the manager or such persons authorized by the manager from time to time; provided that the appraised value may be based on stated conditions including, without limitation, construction, “as complete” or other conditions or assumptions.

CareVest MIC and its portfolio are professionally managed by Carecana™ Management Corp., a registered investment fund manager and restricted portfolio manager.  CareVest MIC is a connected issuer and may be considered a related issuer of Carecana Management Corp.

The mortgage markets in which CareVest® MIC invests are the mid-tier market segments of the Canadian lending industry.

The mid-tier mortgage market segments differ from tier-one segments. Differences may include less borrower equity, lower presales/pre-leasing, and size of loans. The mid-tier mortgage market is generally only serviced by the large financial institutions in Canada given their geographical preference to trade in the large urban centres of Canada. As a result of this focus, a number of niches exist in the mortgage investment market to underwrite well-structured, secure mortgage loans with attractive pricing. These markets present a significant opportunity for short term, customized loans to experienced borrowers who often require faster execution and more flexible terms.

CareVest® MIC has exclusively appointed CareVest® Capital Inc. (“CCI”), an affiliate of CareVest MIC, under a Mortgage Brokerage Agreement to use its reasonable efforts to originate, structure, advance and administer mortgage investments opportunities for CareVest MIC that meet its investment policies. In addition to mortgage security, most loans sourced are also secured with general security agreements and personal guarantees from the borrowers.

CareVest® MIC does not currently have any long term debt, and does not have access to an operating facility.

CareVest MIC may utilize leverage from time to time in the future through a credit facility arranged with a commercial bank or other source. CareVest MIC expects that the terms, conditions, interest rate, fees and expenses of and under any future credit facility will be typical of credit facilities of this nature and that the lender will require CareVest MIC to provide a security interest in favour of the lender in the assets of CareVest MIC to secure such borrowings. CareVest MIC will not borrow amounts greater than 30% of its total assets.

An investment in CareVest® MIC is risky. The MIC’s business is subject to certain risk factors that should be carefully considered, including, among others, risks related to the nature of our investments; risks related to mortgage defaults, foreclosure and related costs; reliance on the Manager; environmental matters associated with our business; availability of investments; potential conflicts of interest; borrowing risks; limited sources of borrowing; risks related to the renewal of mortgages comprising our mortgage portfolio; the composition of our mortgage portfolio; subordinated and subsequent debt financing and use of leverage; reliance on borrowers; no guarantees or insurance; litigation risks; ability to manage growth; concentration of loans by type, geography, or borrower; changes in legislation; qualification as a mortgage investment corporation; no market for Class A Shares; resale restrictions; payment of dividends; dilution; and limitations on the ownership and repurchases of shares of the MIC.

In addition to the risk factors set out above, other risks and uncertainties of which CareVest MIC is not presently aware may have a materially adverse effect on an investment in CareVest MIC, the financial performance of CareVest MIC, and the ability of CareVest MIC to pay dividends or satisfy requests for retractions. Shareholders should consult with their own professional advisors to assess the income tax, legal and other aspects of holding an investment in CareVest MIC.

For a more complete discussion of risks, investors should refer to the documentation they received at the time of their purchase.

CareVest® MIC pays fees for the management and operation of the MIC as well as the sourcing and servicing of the mortgage portfolio. CareVest MIC pays the following fees:

Management Fee: Carecana™ Management Corp. receives a management fee of 1.35% per annum of the gross assets of the MIC attributable to the Class A Shares, calculated daily and payable monthly.

Performance Fee: Carecana Management Corp. receives a performance fee equal to 20% of the amount by which the Net Return of the Class A Shares exceeds the product of (a) the average month-end NAVs during such year, and (b) the average of the two-year Government of Canada bond yield on the last day of each calendar month during the year plus 400 basis points. The performance fee is payable within 30 days following the end of each fiscal year.

Mortgage Administrative Fee: CareVest® Capital Inc. receives a fee for administration and servicing of the mortgages in the portfolio of 0.15% of the outstanding aggregate principal balance of all mortgage loans, calculated daily and payable monthly.

Although not a cost of CareVest MIC, CareVest Capital Inc. is entitled to retain any overnight float interest on all accounts maintained by it and all charges, origination fees, brokers fees, lenders fees, commitment fees, extension fees, renewal fees, NSF fees, advance fees, discharge fees, late payment fees, administration fees and similar other fees to borrowers with respect to mortgages in the Mortgage Portfolio, all of which fees shall be and remain the sole property of CareVest Capital Inc.

There is no market for the Class A Shares and it is not expected that a market will develop. The Class A Shares are subject to overall restrictions under securities laws, the MIC’s Articles and the terms of the Class A Shares. Investors will not be able to liquidate their investment or withdraw their capital at will and, other than in accordance with the limited retraction feature attached to the Class A Shares, investors may never be able to sell their Class A Shares to recover any part of their investment.

As the MIC is not currently a reporting issuer in any jurisdiction, the Class A Shares are subject to resale restrictions pursuant to applicable securities laws and investors will be restricted from selling their securities for an indefinite period.

The retraction feature attached to the Class A Shares is limited. The MIC cannot guarantee that any shareholder will be able to retract any or all of the shareholder’s Class A Shares at any time.

No. There is no assurance of any return on an investment in CareVest® MIC or a guarantee of invested capital. There can be no assurance that the MIC’s mortgage portfolio will result in a guaranteed rate of return or any return to shareholders, or that losses will not be suffered on one or more mortgage loans.

No. As is common with any prospectus-exempt security, no securities regulatory authority or regulator has assessed the merits of the CareVest® MIC Class A Shares or reviewed an offering memorandum.

No, Class A shareholders in CareVest® MIC do not have the right to vote on most matters affecting the MIC, including the election of directors.

However, shareholders may be called upon under applicable corporate and securities laws to receive notice of, attend, and vote at a special meeting for certain matters, including any amendment to the provisions or rights attached to the Class A Shares.

Yes, the Class A shares are redeemable by CareVest® MIC in the MIC’s sole discretion with 1 to 60 days notice at a redemption price not less than the NAV per share.

You may contact Carecana Investor Relations at This email address is being protected from spambots. You need JavaScript enabled to view it. if you are interested in requesting a retraction of shares and they will provide you with further information and the required forms.

In accordance with the MIC Class A share terms, CareVest® MIC has notified Carecana that it has received sufficient retraction requests to fill its monthly 1% retraction limits for 2024. As such, and in accordance with the retraction rights of the MIC Class A shares, no further retraction notices will be accepted for retraction by the MIC for the balance of the 2024 fiscal year.

Shares may be retractable under the conditions outlined in the articles of the corporation. Subject to limitations, shareholders are entitled to request that CareVest® MIC retract their shares once every twelve months during one of the available Monthly Retraction Notice Periods.

CareVest MIC will not accept for retraction on any Monthly Retraction Date shares representing more than 1% of the average number of shares outstanding during the 90-day period immediately preceding the applicable Monthly Retraction Date.

CareVest MIC may suspend the retraction of shares for any period not exceeding 180 days during which the Manager determines that (i) conditions exist which render impractical the sale of assets; or (ii) which impair the ability of the Manager to determine the value of the assets of the MIC or the portfolio; or (iii) the suspension is in the best interests of the shareholders of the MIC as a whole.

Accordingly, there is no guarantee that CareVest MIC will retract any or all of the shares at any time. Once submitted to CareVest MIC, a retraction request is irrevocable without the MIC’s express consent.

There are no fees associated with retraction of Class A Shares.

No, there is no guarantee that CareVest® MIC will retract any or all of the shares at any time. CareVest MIC will not accept for retraction on any Monthly Retraction Date shares representing more than 1% of the average number of shares outstanding during the 90-day period immediately preceding the applicable Monthly Retraction Date. CareVest MIC may suspend the retraction of shares for any period not exceeding 180 days during which the Manager determines that (i) conditions exist which render impractical the sale of assets; or (ii) which impair the ability of the Manager to determine the value of the assets of the MIC or the portfolio; or (iii) the suspension is in the best interests of the shareholders of the MIC as a whole.

Once submitted to CareVest MIC, a retraction request is irrevocable without the MIC’s express consent.

The retraction price is the NAV per Class A Share as at the relevant retraction date.

No. CareVest® MIC operates under a Direct Registration System that allows its shares to be owned, reported and transferred electronically without using a physical share certificate. Instead of receiving a physical share certificate to represent your shares, your shares are held in your name and recorded electronically in the books and records of CareVest MIC.

CareVest MIC believes direct registration is the safest and most convenient way to hold your Class A shares. However, you may request a physical share certificate from CareVest MIC representing any or all of your Class A shares. You will be required to safeguard and present the physical share certificate to CareVest MIC to facilitate any dealings with your shares and may be charged a fee and/or required to get a surety bond and provide an indemnity to CareVest MIC in order to replace a lost, stolen or destroyed share certificate.

No. Although CareVest® MIC currently intends to pay out all of its net income and net realized capital gains as dividends to shareholders, distributions will fluctuate and shareholders of the MIC are entitled to receive such dividends, if any, as the directors in their sole discretion may declare. Any amount of dividends will depend upon numerous factors, including results of operations, cash requirements, financial condition, contractual restrictions, business opportunities, provisions of applicable law and other factors which may be beyond the control of CareVest MIC or Carecana™ Management Corp. If the Directors of CareVest MIC determine that it would be in the best interests of the MIC, they may reduce or suspend for any period, or altogether cease indefinitely, paying dividends on the Class A Shares.

Historical performance of CareVest MIC, including dividend history, is publicly available at the website of Carecana Management Corp., the investment fund manager, at www.carecanacorp.com. Historical performance of the MIC is not indicative of future performance.

For most shareholders, dividends other than capital gains dividends which are paid by CareVest® MIC on the Class A Shares will be included in shareholder’s income as interest income. Capital gains dividends will be treated as realized capital gains of shareholders, and will be subject to the general rules relating to the taxation of capital gains.

Since the dividends, other than capital gains dividends, received are taxed as bond interest, the normal gross up and dividend tax credit rules will not apply to dividends paid by CareVest MIC to an individual and trusts on a Class A Share and shareholders that are corporations will not be entitled to deduct the amount of dividends paid by the MIC from their taxable income.

This is not intended to be and should not be interpreted as legal or tax advice. You should consult with your own tax advisor regarding the income tax consequences to you of acquiring, holding and disposing of the Class A Shares including the application and effect of the income and other tax laws of any country, province, state or local tax authority.

CareVest® MIC shareholders can elect to receive cash dividends or reinvest all of the cash dividends in additional shares of the same series under the MIC’s Dividend Reinvestment Plan (“DRIP”).

The purchase price of the Class A Shares under the DRIP is currently the Net Asset Value (“NAV”) per share of the fund. A participant may request to terminate his or her participation in the DRIP at any time. Requests to terminate participation in the DRIP will be processed in respect of the dividend declared on the last business day of the third month following the month in which the completed form is received by CareVest MIC and that dividend will be paid in cash directly to the registered shareholder on or about the 15th day of the fourth month.

Distributions from CareVest® MIC are paid based on a dividend per share in dollars. This represents the actual cash flow you receive as a shareholder, and reporting dividends this way is in line with industry standard practices. The calculation of yield as a percentage is subject to numerous assumptions, many of which are particular to the individual shareholder. An example would be that some shareholders may calculate a yield based on their historic cost base, while others would calculate a yield based on the current NAV. Another example would be the decision to annualize the monthly dividend on a simple basis (multiplying by 12) or to compound the returns. Our position is that we want to quote information that includes as few assumptions as possible, allowing investors to complete their own calculations to determine which yield best applies.

Subject to the discretion of the board of directors, CareVest® MIC generally declares dividends monthly. The current distribution schedule is as follows:

• Dividend Declaration Date: On or about the last business day of the month when declared
• Dividend Record Date: Last business day of the month
• Dividend Payment Date: On or about the 15th day of the month following the Record Date

The Dividend Declaration Date is the date on which any dividend declared by CareVest MIC is announced. The Dividend Record Date is the date on which all shareholders of record as at that date are entitled to the dividend. The Dividend Payment Date is the date on which funds are distributed.

Declaration of dividends will continue to be at the sole discretion of the directors of CareVest MIC.

There is a certain amount of transaction reporting that registered shareholders will receive from members of the CareVest® Mortgages group of companies, including:

• Carecana™ Management Corp. – Retraction Confirmation Report and Annual Statement for those shareholders that do not have a dealer of record.
• CVC™ Market Point Inc. – For transactions where CVC Market Point acts as the dealer, a Trade Confirmation Report after each trade and a Quarterly Statement only if a purchase transaction occurred during the quarter.
• Carecana Settlement Corp. - direct deposit recipients will receive their CareVest® MIC payments under the name of Carecana Settlement Corp. or a similar name

News and historical performance of CareVest® MIC is currently posted on the website of Carecana™ Management Corp., the investment fund manager, at www.carecanacorp.com.

You may contact the Carecana Investor Relations department with questions regarding CareVest® MIC operations as follows:
Carecana Investor Relations
Toll Free: 1-855-278-3611
Email: This email address is being protected from spambots. You need JavaScript enabled to view it.

You may contact Carecana Investor Relations with questions regarding CareVest® MIC shareholder related administration, such as address changes, change of banking information, retraction requests, transfer requests and information about the dividend reinvestment. Please refer to our Shareholder Administration page.

CareVest® MIC is not currently selling shares. If you are interested in purchasing one of the CareVest® products currently available for sale, please contact CVC™ Market Point Inc. (www.cvcmarketpoint.com).