InnVest REIT Completes Offering

On October 8, 2003, InnVest Real Estate Investment Trust completed a secondary offering of its 9.75 per cent convertible unsecured subordinated debentures due on June 30, 2007. The debentures were sold by a Canadian subsidiary of the Whitehall Funds, an affiliate of Goldman, Sachs & Co., at $1,037.50 per $1,000 principal amount, plus accrued and unpaid interest from June 30, 2003 to October 8, 2003 for aggregate proceeds of $77,812,500. Each debenture is convertible into trust units of the REIT at a conversion price of $10.75 per unit (93.0253 units per $1,000 principal). The REIT did not receive any of the proceeds from the sale of the debentures. The offering was underwritten by RBC Dominion Securities Inc.

The REIT was represented by Davies Ward Phillips & Vineberg LLP, with a team that included Gregory Howard, Mitch Finkelstein, Sonny Bhalla and Mariana Silva (corporate and securities) and John Ulmer, Neal Armstrong and Duncan Osborne (tax). The selling debentureholder was represented by Anthony Colletta of Sullivan & Cromwell LLP in New York. RBC Dominion Securities was represented by Osler, Hoskin & Harcourt LLP, with a team that included Chris Murray, Mark Trachuk, Alexis Gosselin and Andrew Moshoian (corporate and securities) and Jack Silverson (tax).