TransForce Income Fund

March 04, 2005 08:06 ET

TransForce Income Fund Announces Treasury And Secondary Issue Of Trust Units


NEWS RELEASE TRANSMITTED BY CCNMatthews

FOR: TRANSFORCE INCOME FUND

TSX SYMBOL: TIF.UN

MARCH 4, 2005 - 08:06 ET

TransForce Income Fund Announces Treasury And
Secondary Issue Of Trust Units

MONTREAL, QUEBEC--(CCNMatthews - March 4, 2005) - Not for distribution
to U.S. news wire services or dissemination in the U.S.

TransForce Income Fund (TSX:TIF.UN) ("TransForce" or the "Fund")
announced today that it and Jolina Capital Inc. have entered into an
agreement with National Bank Financial Inc. for the purchase on a bought
deal basis of an aggregate of 6,000,000 Trust Units (the "Units") at a
price of $17.60 per Unit, of which 3,500,000 units are being issued and
sold by TransForce from treasury and 2,500,000 units are being sold by
Jolina Capital Inc. The offering will result in total gross proceeds of
$105,600,000, of which the Fund will receive $61,600,000 less costs
related to the offering. Following the offering, Jolina Capital Inc.
will own the equivalent of 13,663,966 units, representing approximately
18.4% of all units outstanding.

Closing of the transaction is expected to occur on or about March 22,
2005 and is subject to certain conditions, including the approval of the
Canadian securities regulatory authorities.

The net proceeds from the sale of the Units issued from treasury will be
used by the Fund to repay a portion of the indebtedness incurred in
connection with the recent acquisition of Services Matrec Inc. and for
working capital and general corporate purposes.

A preliminary short form prospectus will be filed in all provinces of
Canada by March 8, 2005.

This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities in any jurisdiction. The
Fund units being offered have not been and will not be registered under
the U.S. Securities Act of 1933 and state securities laws. Accordingly,
the Funds units may not be offered or sold to U.S. persons except
pursuant to applicable exemptions from registration.

Profile

TransForce Income Fund (www.transforce.ca), headquartered in Montreal,
Quebec, was created in September 2002. The Fund invests in a growing
network of wholly-owned, independent operating subsidiaries that provide
transport and logistics services. TransForce's wholly-owned subsidiaries
operate in four well-defined business segments: Less Than Truckload and
Parcel Delivery; Truckload; Specialized Truckload; and Specialized
Services, which includes logistics and fleet management, customs
brokerage and bonded warehousing. TransForce provides a comprehensive
and unique combination of capabilities, resources and geographical
coverage in both domestic and transborder markets.

TransForce's trust units (TIF.UN) are listed on the Toronto Stock
Exchange.

Forward-Looking Statements

Except for historical information provided herein, this press release
may contain information and statements of a forward-looking nature
concerning the future performance of TransForce. These statements are
based on suppositions and uncertainties as well as on management's best
possible evaluation of future events. Such factors may include, without
excluding other considerations, fluctuations in quarterly results,
evolution in customer demand for TransForce's products and services, the
impact of price pressures exerted by competitors, and general market
trends or economic changes. As a result, readers are advised that actual
results may differ from expected results.

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