Sterling Shoes Income Fund Completes IPO

On July 12, 2005, Sterling Shoes Income Fund completed its initial public offering of 5,313,488 trust units for gross proceeds of $53,134,880. The Fund used the proceeds of the offering to indirectly acquire an 80 per cent interest in Sterling Shoes Limited Partnership, which acquired the footwear retail business previously operated by Sterling Shoes Inc. Sterling Shoes is a leading Vancouver-based independent footwear retailer offering a broad selection of private label and brand name shoes and accessories across five Canadian provinces through its four separate retail banners: Sterling, Joneve, Shoe Warehouse and Freedman's. Since 1987, Sterling Shoes has grown from five shopping mall locations to 102 stores located primarily in western Canada in high-traffic, high-visibility locations within enclosed shopping malls, on high streets and in strip malls.

The underwriting syndicate for the offering was led by TD Securities Inc. and also included BMO Nesbitt Burns Inc., CIBC World Markets Inc., Scotia Capital Inc., Canaccord Capital Corp. and HSBC Securities (Canada) Inc.

The Fund and Sterling were represented by Borden Ladner Gervais LLP with a team that included Bill Sirett, Barb Smith and Kathleen Keilty (corporate finance), Robert Kopstein (tax), Robert Owen (corporate) and Don Bird (banking). The underwriters were represented by Bull, Housser & Tupper LLP with a team that included Marion Shaw, Joanna Cameron and Brian Parker.