NEWS RELEASE
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR
DISSEMINATION IN THE UNITED STATES
TERANET INCOME FUND COMPLETES $700 MILLION
INITIAL PUBLIC OFFERING OF TRUST UNITS
Toronto, June 16, 2006— Teranet Income Fund (the "Fund") and Teranet Inc. ("Teranet") are pleased to announce the successful completion of the Fund's initial public offering of 70,000,000 units ("Units") of the Fund at a price of $10.00 per Unit resulting in gross proceeds of $700,000,000. The Fund will make monthly distributions representing an initial annualized yield of 7.5%, based on the offering pricing. The Fund has also granted to the underwriters an option to purchase up to an additional 10,500,000 Units for a period expiring 30 days following closing on the same terms and conditions.
The Fund holds a 100%(on a fully diluted basis) interest in Teranet, which is a leading provider of integrated land-based information products and services. A substantial portion of the net proceeds of the offering will be paid to the Province of Ontario pursuant to the terms of financial arrangements as required under the Participation and Ownership Restriction Termination Agreement dated May 8, 2006. The balance of net proceeds will be used to repay existing indebtedness and to fund working capital and other reserves for Teranet.
The Fund's Units will begin trading today on the Toronto Stock Exchange ("TSX") under the symbol "TF.UN". Assuming no exercise of the underwriter's over-allotment option, the public owns approximately 45.2% of the Units, former Teranet shareholders, directly or indirectly, hold approximately 44.5% of the Units, and two financial institutions, which have been appointed as designees by the Province, each own approximately 5.2% of the Units, in each case assuming the exchange of securities held by certain of the former Teranet shareholders into Units. The initial cash distribution for the period from closing to July 31, 2006 will be $0.0917 per Unit (representing $0.0625 per unit on a monthly basis) and is expected to be paid on or about August 15, 2006.
The offering was underwritten by a syndicate of underwriters co-led by RBC Capital Markets and CIBC World Markets Inc. and including BMO Nesbitt Burns Inc., Scotia Capital Inc., TD Securities Inc., Canaccord Capital Corporation, Desjardins Securities Inc., Orion Securities Inc., GMP Securities L.P., Sprott Securities Inc. and MGI Securities Inc.
The securities offered have not been, and will not be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirement of such Act. This press release does not constitute an offer to sell or the solicitation of any offer to buy nor will there be any sale of these securities in any province, state, or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such province, state, or jurisdiction.
This press release may contain forward-looking statements (within the meaning of the applicable securities laws) relating to the business of Teranet Income Fund and Teranet Inc. and the environment in which they operate. Forward-looking statements are identified by words such as "believe", "anticipate", "expect", "intend", "plan", "will", "may", and other similar expressions. These statements are based on the Fund's expectations, estimates, forecasts and projections. They are not guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. These risks and uncertainties are discussed in the Fund's regulatory filings available at www.sedar.com. There can be no assurance that forward-looking statements will prove to be accurate as actual outcomes and results may differ materially from those expressed in these forward-looking statements. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, a forward-looking statement speaks only as of the date on which such statement is made. The Fund undertakes no obligation to publicly update any such statement or to reflect new information or the occurrence of future events or circumstances.
ABOUT TERANET INCOME FUND AND TERANET
Teranet Income Fund is an unincorporated, open-ended trust established under the laws of Ontario by way of a declaration of trust. The Fund was created to indirectly acquire all of the outstanding shares of Teranet Inc. The units of the Fund trade on the Toronto Stock Exchange under the symbol TF.UN.
Teranet is a leading provider of integrated land-based information products and services. Teranet operates in Ontario and provides access to the Ontario Electronic Land Registration System ("ELRS") through its proprietary software application Teraview. This product enables customers to conduct electronic registrations as well as title and writ searches relating to real property. Teranet has the exclusive right to access the data in and operate the ELRS and the Writs of Execution database, and create and market value-added products and services in connection with the ELRS and Writs until March 31, 2017. These licenses extend on a non-exclusive basis in perpetuity for the ELRS and until 2047 for Writs. Teranet has leveraged its core capabilities to create electronic service offerings in complementary information and e-commerce areas.
Contact:
Bonnie Foster, Vice President Corporate Communications
416-643-1095
bonnie.foster@teranet.ca
www.teranet.ca