News Releases

Addenda Capital shareholders approve amalgamation

Apr 17, 2008
3:05pm

    GUELPH, ON, and MONTREAL, April 17 /CNW/ - The Co-operators Group Limited
("The Co-operators") and Addenda Capital Inc. ("Addenda") (TSX: ADV) are
pleased to announce that, during the special meeting (the "Meeting") that was
held today, the shareholders of Addenda (the "Shareholders") approved the
proposed amalgamation (the "Amalgamation") of Addenda with 9192-8192 Québec
Inc. ("Newco"), a subsidiary of The Co-operators, which had been previously
announced on February 25, 2008.
    The Amalgamation had to be approved by (i) 66 2/3% of the votes cast on
the Amalgamation resolution by the Shareholders and (ii) a simple majority of
the votes cast on the Amalgamation resolution by the Shareholders, other than
certain interested Shareholders (including certain senior management
Shareholders and employee Shareholders (who acquired shares of Newco) and the
Solidarity Fund QFL (the "Public Shareholders")), in each case present in
person or by proxy and entitled to vote at the Meeting. The Amalgamation was
approved by 99.91% of the votes cast by such Shareholders and by 99.85% of the
votes cast by such Public Shareholders.
    All regulatory approvals required in order to consummate the Amalgamation
have been obtained. Subject to the satisfaction of the closing conditions set
out in the merger agreement dated February 24, 2008, closing of the
Amalgamation is expected to occur on or about April 22, 2008.
    A copy of the relevant documents can be found on SEDAR at www.sedar.com
under Addenda's profile.

    Profile

    Based in Guelph, Ontario, The Co-operators is a group of Canadian
companies offering home, auto, life, group, travel, commercial and farm
insurance, as well as investment products. The Co-operators Group Limited is a
100% Canadian-owned co-operative with assets of more than $7 billion. Owned by
a group of Canadian co-operatives, credit unions and like-minded
organizations, The Co-operators is well known for its community involvement
and is listed among the 50 Best Employers in Canada.
    Addenda is an investment management firm specializing in the active
management of fixed-income portfolios, primarily for institutional clients. As
at December 31, 2007, Addenda had assets under management of approximately
$29.3 billion.

    Prospective information

    This press release presents certain "forward-looking statements" within
the meaning of applicable securities laws relating to the proposal to take
Addenda private. Readers are cautioned not to place undue reliance on
forward-looking statements. Actual results and developments may differ
materially from those contemplated by these statements depending on, among
other things, the risks that the transaction will not be successfully
completed for any reason (including the failure to satisfy the conditions set
out in the merger agreement). The statements in this news release are made as
of the date of this release and, except as required by applicable law, Addenda
undertakes no obligation to publicly update or revise any forward-looking
statement, whether as a result of new information, future events or otherwise.

For further information: Leonard Sharman, Media Relations, The
Co-operators, (519) 767-3925, x-2707; Michael White, President, Co-operators
Investment Counselling Limited, (519) 767-3077; Benoît Durocher, President and
Chief Executive Officer, Addenda Capital Inc., (514) 287-7373

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