Acadian Timber Income Fund Completes IPO

On January 31, 2006, Acadian Timber Income Fund completed an initial public offering of trust units for gross proceeds of $84,506,430. In addition, concurrently with the offering, a subsidiary of the Fund entered into a credit facility of $42 million arranged by CIBC World Markets and RBC Capital Markets. The Fund used the proceeds of the offering to indirectly acquire approximately 765,000 acres of freehold timberlands and related assets in New Brunswick from Fraser Papers Inc. and to purchase an interest in an affiliate of Brookfield Asset Management Inc., which owns approximately 311,000 acres of freehold timberlands in Maine. In addition, these timberlands will be managed by Brookfield Timberlands Management LP, a wholly-owned subsidiary of Brookfield Asset Management.

The offering was underwritten by a syndicate of underwriters co-led by CIBC World Markets Inc. and RBC Dominion Securities Inc., that also included Scotia Capital Inc., TD Securities Inc., HSBC Securities (Canada) Inc., Raymond James Ltd., Desjardins Securities Inc. and Trilon Securities Corporation.

The Fund was represented by Goodmans LLP with a team that included Lawrence Chernin, Justin Beber, Chantal Thibault, Karen Karvat and Cristina Alaimo (corporate and securities), Carrie Smit and Peter Jovicic (tax) and Mark Surchin, Krista Coburn and Elisabeth Cleghorn (banking). Fried, Frank, Harris, Shriver & Jacobson LLP was US counsel with a team that included Kenneth Blackman (corporate and securities) and Robert Cassanos and Joseph Calto (tax).

A special committee of the board of directors of Fraser Papers was established in connection with the transaction. The committee was represented by Stikeman Elliott LLP with a team led by Brian Pukier and Simon Romano.

The underwriters were represented by McCarthy Tétrault LLP with a team that included Ronald Schwass, Frank DeLuca, Matt Kelleher and Amrit Sidhu (corporate and securities), James Morand (tax), John Currie, Jill Pereira and Vernita Tsang (real property), Warren Goodman, Mireille Fontaine and George Maziotis (forestry) and Anne-Marie Sheahan and Julie Belley Perron (environmental). The arrangers for the credit facility were also represented by McCarthy Tétrault with a team that included Michel Deschamps, Richard O'Doherty and Joel Cabelli (banking).