Counsel Corporation
TSX : CXS

Counsel Corporation

December 30, 2010 17:00 ET

Counsel Corporation Sells Real Estate Portfolio to Retrocom REIT

TORONTO, ONTARIO--(Marketwire - Dec. 30, 2010) - Counsel Corporation ("Counsel" or the "Company") (TSX:CXS) today announced that it has completed the sale of a real estate portfolio (the "Portfolio") owned and/or managed by Counsel to Retrocom Mid-Market Real Estate Investment Trust ("Retrocom") (TSX:RMM.UN). The Portfolio consists of 7 commercial retail properties totaling in excess of 800,000 square feet of gross leasable area, located in Ontario and New Brunswick.

The aggregate purchase price for the Portfolio was $140.0 million, subject to the usual closing adjustments. Retrocom assumed the $60.3 million of mortgage debt that is on the properties. As of closing, Retrocom has hired Counsel to manage the properties.

Counsel had, approximately, a 20% equity interest in six of the properties, which it managed for its own account and on behalf of third party investors. In addition, Counsel has a carried interest in the earnings generated for the third party investors. The seventh property, 870 Red River Road in Thunder Bay, was owned by Terra Firma Capital Corporation (TSX VENTURE:TII), a TSX Venture Exchange-listed company that is managed, and 23%-owned, by Counsel. The portion of the purchase price allocated to the Red River Road property was approximately $2.7 million.

Allan Silber, Chairman & CEO of Counsel said, "The sale of the Portfolio is consistent with our mandate to acquire, redevelop and improve quality real estate product for the investor marketplace. Since 2006 we have been acquiring and adding value to a select set of real estate assets that meet our investment criteria, for our account and on behalf of our partners." Mr. Silber continued, "We believe we have created significant value in the Portfolio by executing on our proactive asset management strategy and that current market conditions provide an opportune time to realize on this value creation. Counsel will continue to seek out new and compelling opportunities to build on our successful real estate track record."

About Counsel Corporation

Counsel Corporation (TSX:CXS) is a private equity investor and alternative asset manager that actively partners with businesses to achieve shared success and to unlock value through leveraging its relationships, access to capital and strategic market experience. For further information, please visit Counsel's website at www.counselcorp.com.

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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