Counsel Corporation: Company Announcement.

TORONTO--(BUSINESS WIRE)--Dec. 10, 1999--

Counsel Corporation (NASDAQ:CXSN) (TSE:CXS.) Announces Renewal of Normal Course Issuer Bid for Common Shares and Normal Course Issuer Bid for Convertible Debentures December 10, 1999 - Toronto, Ontario Counsel Corporation announced today that The Toronto Stock Exchange (the "Exchange") has accepted Counsel's notices of its intention to renew its normal course issuer bid for its common shares and to make a normal course issuer bid for its convertible debentures. Counsel's normal course issuer bids will be made in accordance with the by-laws and policies of the Exchange. Counsel's current normal course issuer bid for its common shares expires on December 13, 1999. Counsel will begin purchasing common shares and convertible debentures on December 14, 1999 and end on December 13, 2000.

Pursuant to the notices, Counsel may, over the next 12 months, acquire for cancellation up to 10 percent of the public float of its common shares and convertible debentures, respectively. Based on a public float of 17,054,186 common shares and US$50 million principal amount of debentures on December 7, 1999, Counsel could acquire 1,705,418 common shares and US$5 million principal amount of debentures under its normal course issuer bids. No more than 520,620 shares and US$1 million principal amount of debentures, being 2 percent of the common shares and debentures, respectively, outstanding, will be purchased in any 30-day period. Purchases will be made at market prices through the facilities of the Exchange. Counsel believes that, on occasion, common shares and convertible debentures become available at prices which make their purchase an attractive investment and an appropriate use of the Corporation's funds. Over the past 12 months, Counsel has purchased 1,690,000 of its common shares for cancellation at an average price of $11.00 per share under its normal course issuer bid for its common shares.