TOROS Completes IPO

On October 17, 2003, Tax Optimized Return Oriented Securities Trust (TOROS), an investment trust, completed its initial public offering of Return of Capital Securities and Income Securities, at $10 per Return of Capital Security or Income Security. A total of 2.5 million Return of Capital Securities and 2.5 million Income Securities were issued for gross proceeds of $50 million. The syndicate of agents was led by CIBC World Markets Inc., and included RBC Dominion Securities Inc., BMO Nesbitt Burns Inc., TD Securities Inc., National Bank Financial Inc., Scotia Capital Inc., HSBC Securities (Canada) Inc., Canaccord Capital Corporation, Desjardins Securities Inc., Dundee Securities Corporation, First Associates Investments Inc. and Raymond James Ltd.

On October 31, the agents exercised a portion of the over-allotment option to purchase an additional 295,150 return of capital securities and 295,150 income securities for gross proceeds of $5.903 million, resulting in aggregate gross proceeds of $55.903 million.

Lawrence Asset Management Inc. is the manager of TOROS and Lawrence Decter Investment Counsel Inc. is the portfolio manager to TOROS. The net proceeds of the offering will be invested in a portfolio of income trusts including commodity-based trusts, operating business trusts, REITs and power and pipeline trusts. TOROS was created using a dual security structure, consisting of the Return of Capital Securities and the Income Securities, to provide investors with the ability to choose the tax character of distributions they receive from a portfolio of income funds.

TOROS and Lawrence Asset Management were represented by Stikeman Elliott LLP, with a team that included Jennifer Northcote, Anjali Banka and Gwen Cheung (securities/corporate) and Dean Kraus and John Lorito (tax). The agents were represented by McCarthy T├ętrault LLP, with a team that included Ronald Schwass, Andrew Armstrong and Suzanne Murphy (securities/corporate) and Nigel Johnston and Jim Morand (tax).