Counsel Corporation

Counsel Corporation

August 27, 2007 16:33 ET

Counsel Corporation to Sell Long-Term Care Business to Macquarie Power & Infrastructure Income Fund Affiliate Leisureworld Senior Care LP

TORONTO, ONTARIO--(Marketwire - Aug. 27, 2007) - Counsel Corporation ("Counsel") (TSX:CXS) announced today that it has agreed to sell its long-term care business, comprised of the assets and operations of seven nursing homes in Ontario with 1,127 beds (the "Facilities"), to Leisureworld Senior Care LP, which is owned 45% by Macquarie Power & Infrastructure Income Fund (TSX:MPT.UN)(TSX:MPT.DB) and 55% by Macquarie International Infrastructure Fund. The aggregate purchase price is approximately $67 million, subject to the usual closing adjustments for a transaction of this nature. There is approximately $36 million of mortgage debt on the Facilities, which will be repaid on closing.

The Facilities had a net book value of approximately $13 million at June 30, 2007; consequently, the sale is expected to yield a gain of over $50 million, all of which is expected be sheltered by Counsel's existing tax loss carry forwards. The transaction is subject to customary closing conditions, including approval from Ontario's Ministry of Health and Long-Term Care.

During the fourth quarter of 2002, Counsel adopted a formal plan of disposition for its long-term care assets, all of which have been sold except for the Facilities.

"We are extremely pleased to be able to complete our strategic initiative to exit from the long-term care business" said Allan Silber, Chairman and CEO of Counsel. "This transaction not only greatly strengthens our balance sheet but also creates significant value for our shareholders."

"This sale marks the end of over 24 years of Counsel's involvement in the long-term care industry", added Mr. Silber. "We are confident that the new owners will continue our commitment to provide the highest quality of care to the residents of our facilities."

About Counsel Corporation

Counsel Corporation (TSX:CXS) acquires businesses in diverse industry sectors and at various stages of their business life cycles. Its goal is to create value within these businesses and to realize on the value creation at the appropriate time. For further information, please visit Counsel's website at

Forward-Looking Statements

The statements made in this release that are not historical facts contain forward-looking information that involves risks and uncertainties. All statements, other than statements of historical facts, which address Counsel Corporation's expectations, should be considered as forward-looking statements. Such statements are based on knowledge of the environment in which Counsel Corporation currently operates, but because of the factors listed herein, as well as other factors beyond Counsel Corporation's control, actual results may differ materially from the expectations expressed in the forward-looking statements. Important factors that may cause actual results to differ from anticipated results include, but are not limited to, obtaining necessary approvals and other risks detailed from time to time in the Company's securities and other regulatory filings.

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