ED Smith Income Fund Completes IPO

On June 3, 2005, ED Smith Income Fund completed its initial public offering of 11,050,000 units for gross proceeds of $110.5 million. On June 14, 2005, the underwriters exercised an over-allotment option and the Fund issued another 1,657,500 units at $10 per unit for gross proceeds of $16.575 million, raising the total proceeds on the IPO to $127 million. The proceeds of the offering were used by the Fund to indirectly acquire all of the issued and outstanding shares of ED Smith & Sons, Ltd. ED Smith is a leading manufacturer of a diverse portfolio of high quality branded and private label food products.

The offering was underwritten by a syndicate that included BMO Nesbitt Burns Inc., as sole bookrunner manager, as well as CIBC World Markets Inc., RBC Dominion Securities Inc., Scotia Capital Inc., TD Securities Inc. and Genuity Capital Markets.

ED Smith and the Fund were represented by Cassels Brock & Blackwell LLP with a team that included John Vettese, Lori Prokopich, Alexandra Iliopoulos and Patrick Gleeson (securities), Bruce McNeely, Cheryl Silver and Emmet Connolly (business), Maxwell Gotlieb (tax) and Tilly Gray (financial services). Jim Morand, Jonathan Grant, Robert Hansen and Arthur Einav of McCarthy Tétrault LLP represented the underwriters.