FIRST ASSET DIVERSIFIED CONVERTIBLE DEBENTURE FUND. Annual Management Report of Fund Performance for the year ended December 31, 2011

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1 FIRST ASSET DIVERSIFIED CONVERTIBLE DEBENTURE FUND Annual Management Report of Fund Performance for the year ended December 31, 2011

2 Fund: First Asset Diversified Convertible Debenture Fund Securities: Trust Units Listed TSX: DCD.UN Period: January 1, 2011 to December 31, 2011 Manager & Trustee: First Asset Investment Management Inc. 95 Wellington Street West, Suite 1400 Toronto, Ontario M5J 2N7 (416) or (877) Notes: 1. This Annual Management Report of Fund Performance contains financial highlights but does not contain the complete Annual Financial Statements of the Fund. You can get a copy of the Annual Financial Statements at your request, and at no cost, by contacting us (contact information above) or on SEDAR at Securityholders may also contact us to request a free copy of the Fund s proxy voting policies and procedures, proxy voting disclosure record, or quarterly portfolio disclosure. 2. This report may contain forward looking statements. Forward looking statements involve risks and uncertainties and are predictive in nature and actual results could differ materially from those contemplated by the forward looking statements. 3. Unless otherwise indicated all information is as at December 31, None of the websites that are referred to in this Annual Management Report of Fund Performance, nor any of the information on any such websites, are incorporated by reference in this Annual Management Report of Fund Performance.

3 Investment Objectives and Strategy The Fund s investment objectives are to provide securityholders with quarterly cash distributions and the opportunity for capital appreciation. By virtue of a Forward Agreement, the Fund provides securityholders with exposure, on a tax advantaged basis, to a portfolio (the Portfolio ) comprised primarily of convertible bonds and debentures held in First Asset DCD Portfolio Fund (the Portfolio Fund ). Risks There were no changes to the Fund over the period of this report that affected the overall level of risk associated with an investment in the Fund. Securityholders should still refer to the annual information form ( AIF ) for the Fund for the year ended December 31, 2011 as it contains a detailed discussion of risk and other considerations relating to an investment in the Fund. The AIF is available free of charge from us (contact information above), on our website and on SEDAR Readers are also directed to note 11 of the Fund s 2011 Annual Financial Statements, which discusses management of financial risks. Results of Operations For the fiscal year ended December 31, 2011, the Net Assets per unit of the Fund was $16.63 after payment of distributions to securityholders compared to $17.83 on December 31, The Fund had a total return of (0.1%) for the year. The Fund s Net Assets were $71.8 million as at December 31, 2011, a decrease from $84.3 million as at December 31, The largest factors contributing to the decrease were (i) redemptions of $9.5 million; (ii) a decrease in the unrealized value of the Forward Agreement and Common Share Portfolio of $5.3 million; (iii) distributions of $5.3 million; and (iv) a net investment loss of $0.7 million. This was partially offset by realized gains on the Common Share Portfolio of $6.2 million and proceeds from the resale of previously purchased units of $2.1 million. Investment income was lower in the current year as compared to the prior year as the Fund invested the majority of its assets in the Forward Agreement effective July Operating expenses were lower compared to the prior year mainly because of reduced management fees paid by the Fund was a volatile year in the equity markets, and to a lesser extent in the Canadian convertible bond market. The tone of the market, especially in the second half of the year, was dictated for the most part by the ongoing European debt crisis which quickly spread from Greece to the larger countries of Spain and Italy. The S&P/TSX Composite Index had a weak year, with a total return of (8.7%). The Merrill Lynch Canadian High Yield Index fared much better with a return of 3.4%. Credit spreads were generally stable during the first half of the year, weakened substantially from August to early October, and then recovered over the final two of months of The Fund more closely tracked the high yield market throughout the year, with a positive first half, and two weak months in August and September ending 2011 with a total return of (0.1%). Two holdings that contributed to the Portfolio s performance were the WesternOne Equity 8.5% debentures and the Clearwater Seafoods 7.25% debentures. These two holdings, including realized gains, unrealized gains and interest were up approximately $584,000 and $289,000 respectively. Two of the largest negative contributors to the Portfolio s performance were the Great Basis Gold 8% 2014 bonds and the Superior Plus 6.0% 2018 bonds. These holdings were down approximately $963,000 and $440,000, respectively over the year ANNUAL MANAGEMENT REPORT OF FUND PERFORMANCE FIRST ASSET DIVERSIFIED CONVERTIBLE DEBENTURE FUND 1

4 The Fund s overall portfolio mix did not change substantially over was a challenging year for markets as a result of elevated levels of economic uncertainty. While convertible bonds were not immune to the volatility, the overall thesis of the Fund remained intact. Income remained steady, and while some of the Portfolio s more equity sensitive holdings did drop somewhat, overall the Fund proved resilient. To the extent possible, the Portfolio focused on debentures which were more bond-like during the course of the year to limit the volatility associated with the equity markets. The risk factors that can affect the Portfolio the most are the general level of interest rates, credit spreads and equity markets. Government bond yields trended lower throughout the year, the result of safe haven flows and generally weak economic data. The consensus view is that government bond yields will remain at historically low levels in the near to medium term as the European debt crisis plays out and economic activity remains below levels necessary to cause inflation concerns. Recent Developments Equity markets and credit spreads are correlated although other than in extreme times, credit spreads are generally more stable. Both will be influenced by economic conditions and the general level of risk investors are willing to accept. The European debt crisis has caused a heightened level of apprehension and at times risk aversion over the past year. While European leaders appear to be taking positive steps to address some of the issues, there is little doubt that the debt crisis will continue to be a major theme in 2012 and markets could experience continued uncertainty. Other developments relating to the Fund that were announced or that occurred during the year include: March 14, 2012: The Fund renewed its normal course issuer bid with the Toronto Stock Exchange ( TSX ). The bid commenced on March 16, 2012, and will terminate on March 15, Under the previous bid, which ran from March 16, 2011 to March 15, 2012, no units were repurchased. INTERNATIONAL FINANCIAL REPORTING STANDARDS On December 12, 2011, the Canadian Accounting Standards Board ( AcSB ) made a decision to extend the deferral of the adoption of International Financial Reporting Standards ( IFRS ) by investment companies for an additional year to January 1, This extends the previous two-year deferral of IFRS to three years as compared to other publicly accountable entities. Consequently, IFRS will be applicable to the Fund for the fiscal year beginning January 1, At the transition date, the prior fiscal year financial statements will require restatement to IFRS for comparative purposes. The deferral is to provide time for the International Accounting Standards Board ( IASB ) to finalize its guidance on investment entities such that a final standard could be issued after January 1, 2013, the previously established changeover date for investment companies in Canada. The Fund has reviewed the existing body of IFRS against its current policies under Canadian GAAP and has noted certain policy differences, the most notable is the requirement to consolidate the financial results of the Fund with First Asset DCD Portfolio Fund. Currently, investment entities would have to follow the consolidation requirements as set out in IFRS 10 Consolidated Financial Statements because IFRS does not differentiate between them and other entities. As a result, they would have to consolidate their financial statements with that of an entity they are investing in if they control that entity. As part of a project on consolidated financial statements, the IASB published an Exposure Draft ( ED ) for Investment Entities on August 25, 2011, that proposes an exception to the principle in IFRS that an entity consolidates all controlled entities. Instead, the ED would require an entity that meets the criteria to be an investment entity to measure all controlled investments at fair value, with changes recognized in profit or loss. Comments on the ED were due by January 5, The IASB expects to complete the project in the second half of FIRST ASSET DIVERSIFIED CONVERTIBLE DEBENTURE FUND 2011 ANNUAL MANAGEMENT REPORT OF FUND PERFORMANCE

5 Apart from this, other major changes identified include the classification of unitholders equity (puttable instruments) as a liability unless certain conditions are met, as well as more extensive note disclosure requirements. These changes will not have an impact on the Fund s results of operations or financial position. The process of evaluating the potential impact of IFRS on the financial statements is ongoing, as the IASB and the AcSB continue to issue new standards and recommendations. Related Party Transactions The Manager and Trustee are deemed to be related parties to the Fund. Please refer to the section titled Management Fees, which outlines the fees paid to the Manager. The Manager, Trustee and Fund were not party to any other related party transactions during the period ending December 31, ANNUAL MANAGEMENT REPORT OF FUND PERFORMANCE FIRST ASSET DIVERSIFIED CONVERTIBLE DEBENTURE FUND 3

6 Financial Highlights The following tables show selected key financial information about the Fund and are intended to help you understand the Fund s financial performance for the past five years. THE FUND S NET ASSETS PER UNIT (1) Net Assets, beginning of period $17.83 $15.71 $10.96 $17.51 $20.32 Increase (decrease) from operations Total revenue Total expenses (0.19) (0.33) (0.29) (0.40) (0.55) Realized gains (losses) for the period (0.32) (1.89) 1.32 Unrealized gains (losses) for the period (1.08) (4.19) (3.06) Total increase (decrease) from operations (2) (4.93) (0.74) Distributions From income (excluding dividends) 0.00 (0.16) From dividends From capital gains Return of capital (1.20) (1.04) (1.20) (1.20) (0.90) Total Distributions (3) (1.20) (1.20) (1.20) (1.20) (0.90) Net Assets as at December 31 (4) $16.63 $17.83 $15.71 $10.96 $17.51 Notes: (1) This information is derived from the Fund s audited annual financial statements. The Net Assets per Unit presented in the financial statements differs from the Net Asset Value per unit calculated for fund pricing purposes because of the provisions of CICA Handbook Section An explanation of the differences can be found in the notes to the financial statements. (2) Net Assets and distributions are based on the actual number of units outstanding at the relevant time. The increase/decrease from operations is based on the weighted average number of units outstanding over the financial period. (3) Distributions were paid in cash. (4) This is not a reconciliation of the beginning and ending Net Assets per Unit. 4 FIRST ASSET DIVERSIFIED CONVERTIBLE DEBENTURE FUND 2011 ANNUAL MANAGEMENT REPORT OF FUND PERFORMANCE

7 RATIOS AND SUPPLEMENTAL DATA Net Asset Value (000s) (1) $71,757 $84,293 $85,868 $50,501 $86,664 Number of units outstanding (1) 4,315,083 4,726,640 5,389,872 4,513,037 4,941,685 Management expense ratio before share issue expenses (2) 1.98% 2.55% 2.05% 2.39% 2.85% Management expense ratio (2) 1.98% 2.55% 2.44% 2.47% 10.18% Management expense ratio before waivers or absorptions (2) 1.98% 2.55% 2.44% 2.47% 10.18% Portfolio turnover rate (3) N/A 62.25% 54.50% 42.30% 36.55% Trading expense ratio (4) 0.55% 0.71% 0.16% 0.18% 0.23% Net Asset Value per Unit $16.63 $17.83 $15.93 $11.19 $17.74 Closing market price $16.74 $17.40 $15.83 $11.00 $16.89 Notes: (1) This information is provided as at December 31 of the year shown. (2) Management expense ratio is based on total expenses (excluding commissions and other portfolio transaction costs) for the stated period and is expressed as an annualized percentage of daily average Net Asset Value during the period. The MER for the periods ending December 31, 2007, 2008 and 2009 include Agents fees and other offering expenses, which are one-time expenses and therefore are not annualized. (3) The Fund s portfolio turnover rate indicates how actively the Fund s investment adviser manages its portfolio investments. A portfolio turnover rate of 100% is equivalent to the Fund buying and selling all of the securities in its portfolio once in the course of the year. The higher a fund s portfolio turnover rate in a year, the greater the trading costs payable by the fund in the year, and the greater the chance of an investor receiving taxable capital gains in the year. There is not necessarily a relationship between a high turnover rate and the performance of a fund. Effective July 29, 2010, the Fund s return is linked, by virtue of a Forward Agreement, to the performance of a diversified portfolio comprised primarily of convertible debentures and, consequently, the portfolio turnover rate does not apply to the Fund. (4) The trading expense ratio represents total commissions, forward agreement fees and other portfolio transaction costs expressed as an annualized percentage of daily average Net Asset Value during the period. Management Fees The Manager is responsible for the management and operational functions of the Fund. In addition, the Manager provides investment advisory and portfolio management services to the Fund. Prior to July 2010, as compensation for the management services rendered to the Fund, the Manager received an annual management fee from the Fund in an amount equal to 0.75% of the Net Asset Value of the Fund, which was calculated daily and paid monthly in arrears. Post July 2010, the Manager is entitled to receive an annual management fee from the Fund in an amount equal to 0.25% of the Net Asset Value of the Fund, which is calculated daily and paid monthly in arrears. The Manager also receives an annual management fee in an amount equal to 0.50% of the Net Asset Value of the Portfolio Fund, calculated daily and paid monthly in arrears ANNUAL MANAGEMENT REPORT OF FUND PERFORMANCE FIRST ASSET DIVERSIFIED CONVERTIBLE DEBENTURE FUND 5

8 Past Performance Please note that the performance information shown in this section assumes that all distributions made by the Fund in the periods shown were reinvested in additional securities of the Fund. Also note that the performance information does not take into account sales, redemption, distribution or other optional charges that would have reduced returns on performance. The performance of the Fund in the past does not necessarily indicate how it will perform in the future. YEAR-BY-YEAR RETURNS (1) The following bar chart shows the Fund s annual performance for the financial years shown and illustrates how the Fund s performance has changed from year to year. The bar chart shows, in percentage terms, how much an investment made on the first day of each financial year would have grown or decreased by the last day of each financial year. 60% 54.9% 40% 20% 20.8% 0% 2.9% 1.2% 4.3% 0.9% (1.6%) (8.3%) (0.1%) -20% -40% (31.7%) (1) Returns are based on Net Asset Value per Unit. 6 FIRST ASSET DIVERSIFIED CONVERTIBLE DEBENTURE FUND 2011 ANNUAL MANAGEMENT REPORT OF FUND PERFORMANCE

9 ANNUAL COMPOUND RETURNS The table below summarizes the Fund s annual compound total returns for the periods ended December 31 as indicated. As a basis for comparison, we have provided the performance of the Merrill Lynch High Yield Canadian Issuers Index ( Index A ) and the S&P/TSX Composite Total Return Index ( Index B ), as there is no convertible bond index in Canada to provide a comparative return basis. Since convertible bonds are hybrid instruments that combine the properties of both high yield bonds and equity, it is best to use the combination of an equity index and high yield index as a benchmark. Period Fund (1) (2) Index A Index B 1 year (0.1%) 3.4% (8.7%) 3 year 23.1% 20.1% 13.2% 5 year 3.1% 3.4% 1.3% 10 year* 2.3% 5.3% 7.0% Since inception* 1.3% 4.0% 4.7% * The Fund s annual compound returns for the five-year period and since inception shown above include the performance of the Fund s investment strategy prior to its conversion on February 19, 2007, when its primary exposure was to a forward contract that approximated the return of a zero coupon bond. Consequently, the Fund s performance over the five year period and since inception is not consistent with or readily comparable to Index A or Index B. (1) Returns based on Net Asset Value per Unit. (2) The Fund s mandate changed on February 19, ANNUAL MANAGEMENT REPORT OF FUND PERFORMANCE FIRST ASSET DIVERSIFIED CONVERTIBLE DEBENTURE FUND 7

10 Summary of Investment Portfolio The Fund has entered into a Forward Agreement whereby the Fund obtains exposure to the performance of the Portfolio Fund. Accordingly, these financial statements should be read in conjunction with the financial statements of the Portfolio Fund. The Annual Management Report of Fund Performance and Annual Financial Statements for the Portfolio Fund are available to securityholders and can be attained by visiting our website at or by writing to First Asset Investment Management Inc., 95 Wellington St. West, Suite 1400, Toronto, ON M5J 2N7. The Forward Agreement is intended to provide the Fund with a payment on or about the Forward Termination Date of an amount equal to the redemption proceeds paid by the Portfolio Fund to its securityholder on redemption of all of the units of the Portfolio Fund in exchange for the Common Share Portfolio purchased by the Fund. The individual securities in the Common Share Portfolio of the Fund as of December 31, 2011 are disclosed in the notes to the Annual Financial Statements. The following is a summary of the Portfolio Fund s holdings as at December 31, This is a summary only and will change because of ongoing portfolio transactions. A quarterly update is available on TOP 25 HOLDINGS AS AT DECEMBER 31, 2011 Description % of Net Asset Value of Portfolio Fund Southern Pacific Resources Corp Neo Material Technologies, Inc Chemtrade Logistics Income Fund 3.80 Great Basin Gold Limited 3.68 Gamehost, Inc Progress Energy Resources Corp InnVest Real Estate Investment Trust 3.21 AG Growth International, Inc Just Energy Group, Inc Brigus Gold Corp Sherritt International Corporation 2.87 Wi-LAN Inc Perpetual Energy Inc Chorus Aviation, Inc Exchange Income Corporation (Fixed Income) 2.63 NAL Energy Corp Student Transport Inc Superior Plus Corporation 2.48 Clearwater Seafoods, Inc Algonquin Power & Utilities Corp. (Fixed Income) 2.39 Mood Media Corporation 2.27 Algonquin Power & Utilities Corp IBI Group, Inc Equal Energy Ltd Exchange Income Corporation 2.10 Total Net Asset Value of Portfolio Fund $71,043,339 8 FIRST ASSET DIVERSIFIED CONVERTIBLE DEBENTURE FUND 2011 ANNUAL MANAGEMENT REPORT OF FUND PERFORMANCE

11

12 95 Wellington Street West, Suite 1400, Toronto, Ontario M5J 2N7 (416) or (877)

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