Labatt Breweries signs support agreement to acquire Lakeport Brewing Income Trust units



    TORONTO, Feb. 1 /CNW/ - Labatt Brewing Company Limited (Labatt) announced
today that it has entered into a Support Agreement (the "Agreement") with
Lakeport Brewing Income Fund ("Lakeport") to acquire all of the outstanding
units of Lakeport at a purchase price of CDN $28.00 per unit in cash for an
aggregate purchase price of just over CDN$201.4 million ("Offer".) A take-over
bid circular, containing the full terms of the Offer will be mailed to
Lakeport's unit holders together with the Board of Trustee's circular and
other related documents in connection with the Offer ("Offering Documents").
The Offering Documents will be mailed by the third week of February.
    Under the Agreement, the Board of Trustees of Lakeport unanimously
recommends that unit holders accept the Offer, which represents a premium of
36% based on the $20.57 closing price for the Lakeport units on the Toronto
Stock Exchange on January 31, 2007.
    Miguel Patricio, President of Labatt Breweries/Zone President North
America said, "I am pleased to announce this agreement with Lakeport. Lakeport
has had great success growing their brands in the value segment of the highly
competitive Ontario beer market and we look forward to building on Lakeport's
success in this area. This announcement demonstrates our commitment to growing
Labatt in Canada and ensuring that our consumers have as much choice as
possible across all beer segments."
    Completion of the Offer is subject to certain customary conditions, among
other things, there being validly deposited under the Offer and not withdrawn
that number of units that constitutes at least 66 2/3% of the issued and
outstanding units of Lakeport (calculated on a fully diluted basis). If a
sufficient number of units to meet the minimum tender condition are tendered
to the Offer, Labatt has agreed to pursue lawful means of acquiring the
remaining units, including, without limitation, through a subsequent
acquisition transaction. The parties will make a pre-merger filing under the
Competition Act as is customary for transactions of this size. The parties
will endeavour to close the transaction at the earliest possible date, while
allowing the Competition Bureau time to review the transaction in the ordinary
course.
    Roseto Inc., which is wholly owned by Teresa Cascioli, the Chair and
Chief Executive Officer of Lakeport, and Ms. Cascioli, have entered into a
lock-up agreement which provides that, subject to certain terms and
conditions, they will conditionally exercise all exchange rights and convert
all Class B LP units in Lakeport Brewing Limited Partnership for Fund units
and will deposit all of their Fund units (including any Fund units to be
received pursuant to the Fund's Long-Term Incentive Plan (LTIP) and the
redemption of Class D LP units) to the Offer. In certain circumstances,
including where the Board of Trustees terminates the Agreement, Roseto Inc.
and Ms. Cascioli may withdraw the units tendered to the Offer. The units
subject to the lock-up agreement represent approximately 1,553,894 Fund units,
which represent approximately 21.6% of the fully diluted units of the Fund.

    About Labatt

    Founded in London, Ontario in 1847 and the proud brewer of more than 60
quality beer brands, Labatt is Canada's largest brewery.





For further information:

For further information: Freda Colbourne, Edelman Public Relations,
(416) 979-1120, ext 262


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