Superior Plus completes offering of Subscription Receipts and Extendible Convertible Debentures

TSX: SPF.UN

CALGARY, Oct. 19 /CNW/ - Superior Plus Income Fund (the "Fund") is
pleased to announce the successful closing of the issue and sale of 6,215,000
Subscription Receipts for gross proceeds of $160,036,250 (the "Subscription
Receipts") and $75,000,000 of 5.85% Extendible Convertible Unsecured
Subordinated Debentures (the "Debentures"). As previously reported, Superior
intends to use the net proceeds of these offerings to partially finance the
acquisition of JW Aluminum Holding Company ("JWA"), a leading manufacturer of
specialty flat-rolled aluminum products, expected to close later today.
Each Subscription Receipt will entitle the holder thereof to receive,
without payment of additional consideration, one trust unit upon completion of
the acquisition of JWA.
The Debentures will be convertible, at the option of the holder, into
fully paid trust units of the Fund at a conversion price of $31.25 per trust
unit, being a rate of 32.0 trust units per $1,000 principal amount of
Debentures. The maturity date (the "Maturity Date") for the Debentures will
initially be on November 29, 2005. Upon the closing of the acquisition of JWA,
the Maturity Date of the Debentures will be automatically extended to
October 31, 2015.
The Subscription Receipts will be trading on the Toronto Stock Exchange
(the "TSX") under the symbol "SPF.R". The Debentures will be trading on the
TSX under the symbol "SPF.DB.C".
The Subscription Receipts and Debentures were offered to the public
through a syndicate of underwriters which was co-led by Scotia Capital Inc.
and RBC Capital Markets, and included CIBC World Markets Inc., National Bank
Financial Inc., TD Securities Inc., HSBC Securities (Canada) Inc., and
Canaccord Capital Corporation.

About Superior Plus and the Fund
The Fund holds 100% of Superior Plus Inc., which has four operating
divisions: Superior Propane is Canada's largest distributor of propane,
related products and services; ERCO Worldwide is a leading supplier of
chemicals and technology to the pulp and paper and water treatment industries
and the second largest producer of potassium products in North America; Winroc
is the seventh largest distributor of walls and ceilings construction products
in North America; and Superior Energy Management provides fixed price natural
gas supply services in Ontario and Quebec.

The Fund has the following securities outstanding:

Trading Symbol           Security             Issued and Outstanding
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SPF.un                  Trust Units                 79.1 million
SPF.r              Subscription Receipts             6.2 million
SPF.db            8% Debentures, Series 1    $   9.0 million principal
                                                       amount
SPF.db.a          8% Debentures, Series 2    $ 62.4 million principal
                                                       amount
SPF.db.b              5.75% Debentures       $175.0 million principal
                                                       amount
SPF.db.c              5.85% Debentures        $ 75.0 million principal
                                                       amount

Forward Looking Statements: Certain information included herein is
forward-looking. Forward-looking statements include, without limitation,
statements regarding the future financial position, business strategy,
budgets, projected costs, capital expenditures, financial results, taxes and
plans and objectives of or involving the Fund, Superior and potential
acquisitions. Many of these statements can be identified by looking for words
such as "believe", "expects", "expected", "will", "intends", "projects",
"anticipates", "estimates", "continues", or similar words. The Fund and
Superior believe the expectations reflected in such forward-looking statements
are reasonable but no assurance can be given that these expectations will
prove to be correct and such forward-looking statements should not be unduly
relied upon.
Forward-looking statements are not guarantees of future performance and
involve a number of risks and uncertainties some of which are described in the
Fund's annual report, renewal annual information form and other continuous
disclosure documents. Such forward-looking statements necessarily involve
known and unknown risks and uncertainties, which may cause the Fund's or
Superior's actual performance and financial results in future periods to
differ materially from any projections of future performance or results
expressed or implied by such forward-looking statements. Any forward-looking
statements are made as of the date hereof and neither the Fund nor Superior
undertakes any obligation, except as required under applicable law, to
publicly update or revise such statements to reflect new information,
subsequent or otherwise.

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The Debentures and Subscription Receipts and underlying trust units
offered pursuant to the offering have not and will not be registered
under the United States Securities Act of 1933 and may not be offered or
sold in the United States.
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