Newport Partners Income Fund Completes IPO

On August 8, 2005, Newport Partners Income Fund completed its $213 million initial public offering and its trust units became listed on the Toronto Stock Exchange. An over-allotment option in favour of the underwriters was exercised on August 29, 2005, pursuant to which the underwriters acquired additional trust units for $13,500,000.

In connection with the IPO, the Fund indirectly acquired approximately 33 per cent of the securities of Newport Private Yield LP and Newport indirectly acquired ownership interests in 10 operating partnerships, which operate in four business segments: (i) financial services, (ii) distribution, (iii) marketing, and (iv) oil & gas services. The remaining interest in Newport is held by its pre-IPO limited partners, the principals of Newport and the entrepreneurs of certain of the operating partnerships owned indirectly by Newport. Concurrently with the offering, an affiliate of Newport entered into new credit facilities provided by Royal Bank of Canada and HSBC Bank Canada.

The offering was underwritten by a syndicate of underwriters that was led by RBC Dominion Securities Inc. and included CIBC World Markets Inc., BMO Nesbitt Burns Inc., Scotia Capital Inc., TD Securities Inc., Newport Securities Inc., Canaccord Capital Corp., First Associates Investments Inc., HSBC Securities (Canada) Inc., Orion Securities Inc., Research Capital Corp., Desjardins Securities Inc. and Raymond James Ltd.

The Fund and Newport group of companies were represented by Lang Michener LLP with a team that included David Thring, Geofrey Myers, Bob Cranston, Hellen Siwanowicz, Christopher Garrah, James Stranges, John Conway and Samantha Vaccaro (corporate and securities), Eric Friedman, Jeff Heinbuch and Douglas Pedlow (banking) and Kalle Soomer, Q.C., (tax); by Davis & Company LLP with a team that included Mihkel Holmberg, Justin Mooney, Kate Watson, Elana Feldman and Tanya Yaschyshyn (corporate), George Corn and Catherine Fagnan (tax), John Grant (corporate and securities) and Michael Richards (employment) in Toronto, and Debbie Dresen (banking) in Alberta; and by Ogilvy Renault LLP with a team that included Cathy Singer and Eric Reither (corporate and securities), Adrienne Oliver and Ann Marie McGovern (tax), and Arnold Cohen and George Maughan (banking).

The underwriters and the lenders were represented by Stikeman Elliott LLP with a team that included Philip Henderson, John Ciardullo, Amanda Linett and Litza Smirnakis (corporate and securities), Sharon Polan, Marie Garneau, Anjali Banka and Kelly Niebergall (banking) and Kevin Kelly and Trevor McGowan (tax).