First Leaside Expansion Limited Partnership owns 98% of Queenston Manor
Limited Partnership and closes take-over bid

TORONTO, Jan. 15 /CNW/ - First Leaside Expansion Limited Partnership ("FLEX") is pleased to announce that it has been successful in its bid to acquire Queenston Manor Limited Partnership ("Queenston" or the "Partnership") under its previously announced exchange offer (the "Exchange Offer"). A total of 1,500 Class A units, 596 Class B units, and 658 Class C units (collectively the "Units" or the "Queenston Units") were validly deposited at the expiry time of the offer. FLEX has taken up all of the deposited Queenston Units and intends to pay for such Queenston Units as soon as possible, but in any event, FLEX certificates will be issued and delivered to Queenston limited partners who tendered their Queenston Units no later than January 22, 2010. Accordingly, after giving effect to the take-up and payment of the Queenston Units, FLEX owns approximately 98 percent of the issued and outstanding Queenston Units (on a fully-diluted basis).

Queenston limited partners who tendered to the Exchange Offer will receive 1,050 units of limited partnership interest in FLEX (the "FLEX Units").

As FLEX has successfully acquired over 98 percent of the Queenston Units under the offer, FLEX intends on initiating a subsequent acquisition transaction, as detailed in the take-over circular filed in relation to the Exchange Offer. Specifically, FLEX will initiate a special resolution of the limited partners of the Partnership, in accordance with the provisions of the Queenston limited partnership agreement (the "LPA"), to amend the limited LPA to allow for the repurchase of Queenston Units (the "Special Resolution"). The consideration paid for the Queenston Units being repurchased will be the cash equivalent of the Exchange Offer, CDN$1,050.

FLEX is a limited partnership duly constituted pursuant to the laws of Ontario. The general partner of FLEX is 2067171 Ontario Inc. The business of FLEX is to acquire commercial and multi-family residential real-estate projects in Ontario and structure a business plan to allow for maximizing value through business profitability. FLEX's portfolio consists of: a 70,000 sq. ft. industrial complex in Brampton, Ontario a townhome development in Wheatley, Ontario and a 40,000 sq. ft. office building development in Uxbridge, Ontario.

The combination of FLEX and Queenston will create a Canadian real estate investment vehicle with approximately CDN$25 million in assets under management, which is able to capitalize more effectively on new developments and emerging technologies due to improved economies of scale. These economies translate into, among other things, more effective consolidated reporting and filings for investors. An investor in the combined vehicle benefits from the diversification of the underlying assets, while the critical mass of the structure creates an opportunity to increase the liquidity of an investor's investment. The creation of a pool of investment properties also facilitates profitable asset turnover without exposing investors to reduced revenue. In other words, FLEX is able to sell existing properties (the value of which has already been maximized under management by the First Leaside Group of Companies) and acquire new properties with greater growth potential relative to the acquisition value, without exposing investors to a material reduction of revenue.

Neither Queenston nor FLEX is listed on any exchange.

No securities commission or similar regulatory authority accepts responsibility for the adequacy or accuracy of this release.


For further information: For further information: David C. Phillips: FIRST LEASIDE EXPANSION LIMITED PARTNERSHIP, 430 Regional Road 8, RR 1, UXBRIDGE, ONTARIO, L9P 1N1, Tel: (905) 852-1430, Fax: (905) 852-0273, Toll Free: 1-888-370-9856, E-mail:, Website:

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