SHERMAN FOUNDATION

July 27, 2005 16:29 ET

Sherman Foundation: Press Release

TORONTO, ONTARIO--(CCNMatthews - July 27, 2005) - Sherman Foundation (the "Foundation") announces that it acquired an aggregate of 316,309 series A preferred shares (the "Shares") of Counsel Corporation ("Counsel"), comprising approximately 2.9% of the outstanding series A preferred shares of Counsel after the issuance of the Shares. The Foundation owns all 10,947,324 outstanding series A preferred shares of Counsel. The Shares were issued in lieu of a cash dividend at the price of US$1.50 per Share pursuant to the terms of the series A preferred shares. Each series A preferred share of Counsel is immediately convertible at the option of the holder into one common share of Counsel, subject to adjustments. The Foundation, and any persons acting jointly or in concert with the Foundation, would own an aggregate of 13,361,024 common shares of Counsel, comprising approximately 22.7% of the outstanding common shares of Counsel, assuming the immediate conversion of all of the series A preferred shares owned by the Foundation into common shares of Counsel. The Foundation acquired the Shares for investment purposes and the Foundation and any persons acting jointly or in concert with the Foundation have no intention of acquiring any additional securities of Counsel except pursuant to the terms of the series A preferred shares.

A report containing additional information in respect to the foregoing may be obtained by calling Jeffrey Cohen at (416) 777-5422.


Contact Information

  • Sherman Foundation
    Jeffrey Cohen
    (416) 777-5422
    or
    Sherman Foundation
    150 Signet Drive
    North York, Ontario