Addenda Capital Inc. mails management information circular

GUELPH, ON and MONTREAL- The Co-operators Group Limited and Addenda Capital Inc. announced that Addenda took a key step toward obtaining shareholder approval of its agreement to amalgamate with a subsidiary ("Newco") of The Co-operators (the "Amalgamation").

Addenda mailed to its shareholders (the "Shareholders") and filed today with the Canadian provincial securities regulatory authorities its notice of special meeting (the "Meeting") and accompanying management information circular (the "Circular"). The Circular gives notice of the Meeting to be held in Montreal on April 17, 2008, for the purpose of considering and voting on the Amalgamation. March 10, 2008 is the record date for determining the Shareholders entitled to receive notice of and vote at the Meeting. Only Shareholders whose names have been entered in the registers of Addenda at the close of business on the record date and, in certain circumstances, transferees thereof, will be entitled to receive notice of and vote at the Meeting.

Addenda also announced that it will accelerate the payment of its previously announced quarterly dividend of $0.34 per common share of Addenda payable to Shareholders of record on March 31, 2008, which dividend will be paid on April 15, 2008, instead of May 1, 2008.

The Board of Directors of Addenda (the "Board") determined unanimously (with interested directors abstaining), following the report and favourable unanimous recommendation of a transaction committee comprised of three independent directors (the "Transaction Committee"), to recommend that Shareholders, other than certain senior management and Employee Shareholders and the Fonds de solidarite des travailleurs du Quebec (F.T.Q.) who have entered into an agreement with Newco to exchange their Addenda shares for shares of Newco (the "Public Shareholders"), vote in favour of the Amalgamation.

The Transaction Committee and the Board received an opinion from Addenda's financial advisor, CIBC World Markets Inc., that the consideration to be received pursuant to the merger agreement with The Co-operators and Newco (the "Merger Agreement") is fair from a financial point of view to the Public Shareholders. In addition, the Transaction Committee and the Board received a report on the value of the Addenda shares from PricewaterhouseCoopers LLP, acting as independent valuator. Copies of the fairness opinion and the formal valuation report, factors considered by the Transaction Committee and the Board and other relevant background information are included in the Circular.

Subject to receiving the required Shareholder and regulatory approvals and the satisfaction of other customary conditions, it is anticipated that this transaction will close on or about April 22, 2008. The new entity, which will operate under the name "Addenda Capital Inc.", with its head office in Montreal and offices in Toronto, Guelph and Regina and will manage approximately $40 billion in assets.