AlphaNorth 2011 Flow-Through Limited Partnership Notice of Rollover and Dissolution - Effective January 4, 2013

TORONTO, Nov. 1, 2012 /CNW/ - AlphaNorth 2011 Flow-Through Limited Partnership (the "Partnership") announced that, in connection with the planned dissolution of the Partnership, it will be proceeding with a transaction (the "Transaction") pursuant to which the assets of the Partnership (the "Assets") will be transferred on a tax-deferred basis to the AlphaNorth Resource Fund (the "Resource Fund"). The Resource Fund is a class of AlphaNorth Mutual Funds Limited, an open-ended mutual fund corporation. The effective date of the Transaction is expected to be on or about January 4, 2013. Within 60 days of the Transaction, the Partnership will be dissolved.

In exchange for the Assets, Series B shares of the Resource Fund will be issued to the Partnership and then distributed to the individual limited partners. The general partner of the Partnership will be implementing the Transaction in accordance with the limited partnership agreement that governs the Partnership. Appropriate elections under applicable income tax legislation will be made to effect the transfer on a tax-deferred basis.

Following the Transaction, investors may switch to series F for fee based accounts, switch to the AlphaNorth Growth Fund (the 'Growth Fund'), or redeem their shares on any business day by contacting their dealers. Due to the low adjusted cost base of the Partnership units, when these positions are sold, the entire proceeds are taxable. Therefore tax liabilities incurred may be deferred by remaining invested in the Resource Fund or Growth Fund.

The AlphaNorth Resource Fund is an open-ended mutual fund. The objective of the Resource Fund is to generate strong returns by investing in Canadian resource companies that offer attractive risk-reward characteristics. The Manager will invest primarily in junior and intermediate Canadian resource companies.

The AlphaNorth Growth Fund is also an open-ended mutual fund. The objective of the Growth Fund is to generate industry leading long-term returns by providing investors with diversified exposure to primarily small and mid-capitalization Canadian companies that offer attractive risk-reward characteristics.  These will typically be companies with market capitalizations between $100 million and $5 billion.

About AlphaNorth Asset Management:
AlphaNorth Asset Management is a Toronto-based investment management firm with over $100 million in assets under management. It manages the AlphaNorth Partners Fund, which recently won the award for 'Best 3-Year Annualized Return' (July 31-2009 -- July 31 2012 annualized returns of 37.4% over the 3 year period) at the Fifth Canadian Hedge Fund Awards for the second year in a row.  It also manages the AlphaNorth Growth Fund, the AlphaNorth Resource Fund, the AlphaNorth 2011 Flow-Through Limited Partnership and the AlphaNorth 2012 Flow-Through Limited Partnership.

SOURCE: AlphaNorth Asset Management

Please visit our website at www.alphanorthasset.com or contact Skye Collyer, Vice President, Sales and Marketing at 416-506-0776 (ext. 227) or [email protected].