Coloured Ties Capital IncTSXV: TIE

Sun Gro Horticulture Income Fund Releases 2007 Third Quarter Results

· Issued by Coloured Ties Capital Inc via CNW

Fund Continues to Position Operations for Future Growth

TRADING SYMBOL: Toronto Stock Exchange - GRO.UN

Sun Gro Horticulture Income Fund will hold a conference call and webcast

to discuss 2007 third quarter and nine-month results on November 2, 2007

at 7:30 am Pacific Time (10:30 am Eastern). The call can be accessed by

dialing: 1-800-594-3790 or 416-644-3422. A replay will be available

through November 16, 2007 at: 1-877-289-8525 or 416-640-1917. (Passcode:

21250880 followed by the number sign)

To access the live and archived webcast, please go to:

http://www.vcall.com/IC/CEPage.asp?ID(equal sign)122413 or to the fund's

website at: www.sungro.com.

VANCOUVER, Nov. 1 /CNW/ - Sun Gro Horticulture Income Fund (the Fund) today reported financial results for the three and nine months ended September 30, 2007. The three-month period represents the third quarter of the Fund's 2007 fiscal year. The Fund's strategic focus this year has been to expand its manufacturing presence into key US horticultural markets. Its third quarter financial statements include the results of two California businesses acquired in January 2007.

Distributable Cash

In the three months ended September 30, 2007, the Fund generated distributable cash of $4.2 million, or $0.19 per unit. This compares to $7.1 million, or $0.32 per unit, in the third quarter of 2006. For the nine-month period, distributable cash totalled $17.1 million, or $0.78 per unit, compared to $19.8 million, or $0.90 per unit, in 2006. Distributable cash paid to unitholders was unchanged at $5.0 million, or $0.225 per unit, for the quarter and $14.9 million, or $0.675 per unit, for the nine months.

(in thousands of dollars       For the    For the    For the    For the
 except per-unit amounts)       three      three      nine       nine
                                months     months     months     months
Statement of distributable      ended      ended      ended      ended
 cash                         September  September  September  September
                               30, 2007   30, 2006   30, 2007   30, 2006
                              -------------------------------------------

Cash flows from operating
 activities                    $  4,436   $  7,066   $ 16,699   $ 18,645
Adjustments:
  Change in non-cash operating
   working capital(1)               407       (742)       591       (865)
  Realized gain on foreign
   currency contracts(2)          1,263      1,538      2,569      4,074
  Sustaining capital
   expenditures(3)               (1,279)      (300)    (2,760)    (1,986)
  Proceeds from government
   grants(4)                          -         60          -         60
  Repayment of government
   loans(4)                         (56)       (50)      (166)      (150)
  Current income taxes expected
   to seasonally reverse in the
   current fiscal year(5)          (570)      (482)       144          -
                              -------------------------------------------
Distributable cash             $  4,201   $  7,090   $ 17,077   $ 19,778
                              -------------------------------------------
                              -------------------------------------------
Distributable cash per unit    $   0.19   $   0.32   $   0.78   $   0.90
                              -------------------------------------------
                              -------------------------------------------

Distributions declared
 per unit                      $  0.225   $  0.225   $  0.675   $  0.675
                              -------------------------------------------
                              -------------------------------------------

(1) Non-cash working capital fluctuates significantly on a quarterly
    basis as a result of the seasonality of our business.

(2) The majority of our sales occur outside of Canada and the Fund uses
    foreign currency contracts to minimize the impact of exchange rate
    fluctuations. Excluding realized gains and losses arising from the
    foreign currency management program from distributable cash would not
    accurately represent Sun Gro's performance.

(3) Sustaining capital expenditures are defined as cash outlays, capital
    in nature, required to maintain the business at our current operating
    capacity and efficiency level. Investment capital expenditures are
    those that are for the purpose of business expansion and are not
    recorded as a reduction from distributable cash.

(4) These loans and grants were received to directly support certain
    capital projects. Proceeds and repayments are included in the
    calculation of distributable cash, as the related capital spending is
    presented on a gross basis.

(5) Each quarter, Sun Gro records the amount of current income tax
    expense or recovery based on the quarter's taxable income or loss.
    Due to the seasonal nature of our operations, we typically record
    current income tax expense in the first half of the year and current
    tax recoveries in the second half of the year. Accordingly,
    distributable cash is adjusted on a quarterly basis to eliminate this
    seasonality and recognize only the current income tax expense Sun Gro
    expects to incur for the full year.

Three-month Operating Results

During the third quarter, the Fund's wholly owned subsidiary, Sun Gro Horticulture Canada Ltd., and its wholly owned subsidiaries (collectively Sun Gro, or the company) generated revenues of $42.7 million, up by $1.7 million, or 4%, from $41.0 million in 2006. The revenue increase was driven by Sun Gro's new California operations. The four California plants purchased in January 2007 added about $4.2 million of revenue from retail co-packing business and sales of professional mixes and bulk bark landscape mixes. These revenues were offset by a $2.1 million year-over-year reduction in peat moss sales, due mainly to lower shipments under a peat supply agreement and some sales deferred to the fourth quarter.

The company's primarily US dollar-denominated sales revenues were moderately affected by a year-over-year strengthening of the Canadian dollar during the quarter. The average Canadian dollar exchange rate increased to US$0.96 from US$0.90 in the third quarter of 2006. The difference effectively decreased Sun Gro's three-month revenue by about 5%. Some of the exchange rate impact was mitigated by price increases.

Overall sales volumes for the three months were nearly 3% higher than in the third quarter of last year. Sales volumes of both peat and bark growing mixes and bulk bark mixes increased during the third quarter, by 18% and 193%, respectively. Sales volumes of straight peat moss were down by 15% from the same period in 2006.

Peat harvest volumes during the three months were affected by unfavourable weather in Manitoba. To avoid costly cross-regional shipping of peat later in the year, and to support its growing mix sales, the company purchased peat from another producer in Manitoba.

As anticipated with its strategic expansion in California, Sun Gro saw an increased cost of goods sold during the third quarter of 2007. The incremental expense of purchasing external peat and production inefficiencies at some plants as a result of the reduced harvest volumes also contributed to the higher cost of goods sold, which exceeded the 2006 third quarter level by 16%.

Again as expected, Sun Gro's gross margin was reduced by the significant volumes of lower-margin products added in California. For the three months, gross margin declined to 47.5% from 52.8% in 2006. Excluding the California operations, the company's third quarter gross margin would have been 49.7%. The balance of the year-over-year difference was due to the combined impact of currency exchange and the reduced peat harvest. The third quarter gross margin was up from the level achieved in each of the three immediately preceding quarters.

"We are continuing to focus on adding higher-margin professional growing mixes to our California output, as well as on adjusting our prices to offset the impact of foreign exchange," said Mitch Weaver, President and CEO of Sun Gro and a Trustee of the Fund. "During the third quarter, as planned, we completed the installation of an automated mixing line at our Sacramento facility. This enhancement, together with the new growing mix production line we commissioned at our McFarland, California plant in the second quarter, will allow us to also target more profitable business within the California professional grower market."

Third quarter operating income of $1.8 million was down by $2.0 million from the $3.8 million reported for the same period of 2006. The decrease was primarily due to the lower gross margin coupled with higher operating expenses. Net earnings for the three months were $5.6 million, generating basic and diluted earnings of $0.25 per unit. In 2006, the company generated basic and diluted earnings of $0.15 per unit on third quarter net earnings of $3.4 million.

Nine-Month Operating Results

Revenue for the nine months ended September 30, 2007 was $172.5 million, up by $21.7 million, or 14%, from the $150.8 million reported in the first nine months of 2006. As with the quarterly result, the increase was primarily driven by Sun Gro's new California operations, which contributed about $15.3 million of sales. The company also saw a $5.9 million increase in its growing mix sales and a $1.6 million increase in controlled release fertilizer sales. As with the quarterly result, Sun Gro's nine-month revenue was moderately impacted by foreign exchange.

Overall sales volumes for the first three quarters of the year were 11% higher than in 2006. Due mainly to the increased volumes, cost of goods sold was up by 22% over the same nine months of 2006.

Sun Gro's year-to-date gross margin of 45% was down from 49% in the first nine months of 2006. The difference was due mainly to the significant lower-margin sales volumes added in California, production inefficiencies associated with the Manitoba harvest shortfall and the strengthening of the Canadian dollar. Excluding the California operations, Sun Gro's gross margin for the nine months would have been 47%.

Operating income for the first nine months was $12.7 million, down from $14.0 million in 2006. Net earnings of $15.2 million, or $0.69 per unit, were comparable to the $15.9 million, or $0.72 per unit, recorded in the first nine months of 2006.

Financial Highlights

Comparative Statements of Earnings
 and Comprehensive Income
(In thousands of dollars except       For the three      For the three
 per-unit amounts, number of           months ended       months ended
 units outstanding and EBs(1))      September 30, 2007 September 30, 2006
                                        (unaudited)        (unaudited)
                                    ------------------ ------------------
Revenue                              $   42,683  100%   $   41,025  100%
Cost of goods sold                       22,415   53%       19,346   47%
                                    ------------       ------------
Gross profit                             20,268   47%       21,679   53%

Distribution expenses                     9,596   23%        9,469   23%
Selling expenses                          3,988    9%        3,971   10%
General and administrative expenses       4,844   11%        4,402   11%
                                    ------------       ------------
Total operating expenses                 18,428   43%       17,842   43%
                                    ------------       ------------
Operating income                          1,840    5%        3,837    9%

Other income (expense), net               4,166   10%         (274)  -1%
Interest expense                         (1,103)  -3%       (1,025)  -2%
                                    ------------       ------------
Earnings before income taxes              4,903   11%        2,538    6%
Income tax (provision) recovery
  Current                                 1,172    3%          640    2%
  Future                                   (490)  -1%          223    1%
                                    ------------       ------------
Income tax (provision) recovery, net        682    2%          863    2%
                                    ------------       ------------
Net earnings and comprehensive income
 for the period                      $    5,585   13%   $    3,401    8%
                                    ------------       ------------
                                    ------------       ------------

Basic and diluted earnings per unit  $     0.25         $     0.15
                                    ------------       ------------
                                    ------------       ------------
Weighted average number of units
 outstanding                         22,023,000         22,023,000
                                    ------------       ------------
                                    ------------       ------------

Selected supplemental revenue
 information

  Volume in thousands of EBs(1)
  Growing Mixes                           1,317              1,118
  Bulk Bark Mixes                           220                 75
  Peat Moss                               1,411              1,670
  Fertilizer and Minerals                    60                 68
                                    ------------       ------------
  Total company sales                     3,008              2,931
                                    ------------       ------------
                                    ------------       ------------

  Average revenue per EB(1) (US $)
  Growing Mixes                      $    18.18         $    18.08
  Bulk Bark Mixes                          8.03               5.77
  Peat Moss                                9.02               8.22
  Fertilizer and Minerals                 34.00              29.77
                                    ------------       ------------
  Total company sales                $    13.45         $    12.42
                                    ------------       ------------
                                    ------------       ------------

  Average revenue per EB(1)
   (Canadian $)
  Growing Mixes                      $    19.28         $    20.16
  Bulk Bark Mixes                          8.52               6.48
  Peat Moss                                9.57               9.19
  Fertilizer and Minerals                 36.11              33.22
                                    ------------       ------------
  Total company sales                $    14.27         $    13.86
                                    ------------       ------------
                                    ------------       ------------

(1) An EB, or equivalent bale, is Sun Gro's standard unit of measure,
    referring to 10 cubic feet of peat. Average revenue per EB
    calculation does not include transportation-related surcharges or the
    cost of early payment discounts.


Comparative Statements of Earnings
 and Comprehensive Income
(In thousands of dollars except        For the nine       For the nine
 per-unit amounts, number of           months ended       months ended
 units outstanding and EBs(1))      September 30, 2007 September 30, 2006
                                        (unaudited)        (unaudited)
                                    ------------------ ------------------
Revenue                              $  172,530  100%   $  150,848  100%
Cost of goods sold                       94,274   55%       77,132   51%
                                    ------------       ------------
Gross profit                             78,256   45%       73,716   49%

Distribution expenses                    37,988   22%       34,234   23%
Selling expenses                         12,424    7%       11,651    8%
General and administrative expenses      15,192    9%       13,876    9%
                                    ------------       ------------
Total operating expenses                 65,604   38%       59,761   40%
                                    ------------       ------------
Operating income                         12,652    7%       13,955    9%

Other income, net                         7,758    5%        3,309    2%
Interest expense                         (3,516)  -2%       (3,250)  -2%
                                    ------------       ------------
Earnings before income taxes             16,894   10%       14,014    9%
Income tax (provision) recovery
  Current                                  (721)  -1%       (1,312)  -1%
  Future                                   (924)  -1%        3,178    2%
                                    ------------       ------------
Income tax (provision) recovery,
 net                                     (1,645)  -1%        1,866    1%
                                    ------------       ------------
Net earnings and comprehensive
 income for the period               $   15,249    9%   $   15,880   10%
                                    ------------       ------------
                                    ------------       ------------

Basic and diluted earnings per unit  $     0.69         $     0.72
                                    ------------       ------------
                                    ------------       ------------
Weighted average number of units
 outstanding                         22,023,000         22,023,000
                                    ------------       ------------
                                    ------------       ------------

Selected supplemental revenue
 information

  Volume in thousands of EBs(1)
  Growing Mixes                           5,252              4,410
  Bulk Bark Mixes                           610                155
  Peat Moss                               4,695              4,924
  Fertilizer and Minerals                   225                264
                                    ------------       ------------
  Total company sales                    10,782              9,753
                                    ------------       ------------
                                    ------------       ------------

  Average revenue per EB(1) (US $)
  Growing Mixes                      $    18.48         $    18.35
  Bulk Bark Mixes                          8.04               6.57
  Peat Moss                                9.24               8.32
  Fertilizer and Minerals                 36.80              28.80
                                    ------------       ------------
  Total company sales                $    14.25         $    13.38
                                    ------------       ------------
                                    ------------       ------------

  Average revenue per EB(1)
   (Canadian $)
  Growing Mixes                      $    20.84         $    20.84
  Bulk Bark Mixes                          8.87               7.43
  Peat Moss                               10.32               9.42
  Fertilizer and Minerals                 41.46              32.70
                                    ------------       ------------
  Total company sales                $    16.01         $    15.18
                                    ------------       ------------
                                    ------------       ------------

(1) An EB, or equivalent bale, is Sun Gro's standard unit of measure,
    referring to 10 cubic feet of peat. Average revenue per EB
    calculation does not include transportation-related surcharges or the
    cost of early payment discounts.

Recent Acquisition Activity

On August 6, 2007, as previously announced, Sun Gro established a harvesting capability in Quebec and strengthened its long-term peat supply through the acquisition of peat moss producer Tourbiere Omer Belanger Inc. for $3.9 million. The purchase included 1,900 acres of largely undeveloped professional grade peat bogs, 140 acres of retail grade bogs and three adjacent production facilities. The transaction was funded through Sun Gro's existing acquisition line of credit and is expected to be accretive to the Fund's unitholders beginning in 2008.

Subsequent to the end of the quarter, as announced on October 1, 2007, Sun Gro continued to execute its strategy to increase its bulk bark growing mix business and solidified its leadership in the large and growing Florida horticultural market by acquiring all of the outstanding shares of GrowBest Holdings, LLC. The US$20.3 million transaction gave Sun Gro ownership of bulk bark mix producer Florida Potting Soils, Inc., as well as, Sunshine Peat, Inc., which supplies organic material to Florida Potting Soils for use in custom mixes. Both companies are based in Orlando, Florida. In addition to the outstanding shares, Sun Gro acquired real estate for US$1.2 million. The purchase was funded through the issuance of US$2.0 million of trust units of the Fund and borrowings under a new acquisition line of credit established for the transaction, which matures in June 2008. This acquisition is expected to be modestly accretive to the Fund's unitholders in the fourth quarter, adding an estimated US$32.0 million in annual sales beginning in 2008.

"Through the four acquisitions we have completed since the beginning of this year, we have strengthened the geographic diversity of our peat resources, expanded our product offerings, and positioned our plant capacity to respond to market demands," said Weaver. "We are particularly pleased with our progress in increasing our market share in the bark-based segment of the professional market and enhancing our production network. In addition to holding significant bog resources in all commercially viable harvest regions of North America, Sun Gro now has manufacturing facilities in each of the four largest professional markets in the US."

Outlook

The information contained in "Outlook" is forward-looking statements. Please see "Forward-Looking Statements" below for a discussion of the risks and uncertainties in connection with forward-looking statements.

In the seasonally slower final quarter of 2007, Sun Gro anticipates that its overall sales volumes will continue to be higher than in 2006, due to the contribution of its recent acquisitions in California, Quebec and Florida.

The company's 2007 peat harvest was substantially complete by the end of the third quarter and Sun Gro expects that its total harvest will equal approximately 94% of the 2006 yield. "While somewhat disappointing, we do not anticipate that this year's harvest results will have a negative impact our production of growing mixes, and we expect to continue to increase our growing mix sales in 2008. However, we do anticipate that peat supplies will be tight until the 2008 harvest season commences," said Weaver.

"We also expect that our gross margin will continue to track below the 2006 level due to our strategic expansion in the US," Weaver continued. "The acquired businesses in California and Florida have lower transportation costs than our Canadian processing operations, and this is reflected in the delivered selling price. The US net margins after transportation costs are comparable to those generated in Canada for similar products."

Sun Gro continues to hold foreign currency contracts to manage the impact of any further strengthening of the Canadian dollar. For the remainder of 2007, it has entered into foreign currency contracts with a blended rate of $1.09 (US$0.92) that will offset approximately 85% of its expected net US dollar cash flows. For 2008, Sun Gro has thus far entered into foreign currency contracts with a blended rate of $1.07 (US$0.93) that will offset approximately 70% of its expected US dollar cash flows through December 2008. Of the contracts outstanding, $16.1 million relates to contracts that mature in 2007. Unrealized gains on these contracts were $1.3 million at September 30, 2007.

Weaver said the company will continue to closely monitor and actively manage its foreign exchange exposure through both its product pricing and its currency management program.

Forward-Looking Statements

This news release contains forward-looking statements. These statements relate to future events or future performance and reflect Sun Gro's expectations regarding its growth, results of operations, performance, business prospects, opportunities or industry performance or trends. These forward-looking statements reflect management's current internal projections, expectations or beliefs and are based on information currently available. In some cases, forward-looking statements can be identified by terminology such as "may", "will", "should", "expect", "intend", "plan", "anticipate", "believe", "predict", "potential", "continue" or the negative of these terms or other comparable terminology. A number of factors could cause actual events or results to differ materially from those discussed in the forward-looking statements. Important factors that could cause actual results to differ materially from Sun Gro's expectations include, among other things, fluctuations in currency exchange rates and interest rates, changes in tax laws, the impact of adverse weather conditions on harvesting operations, an increase in freight rates, the impact of an increase in fuel rates, failure to successfully implement its strategies of adding mix products and targeting the professional grower market, failure of acquisitions to be accretive to unitholders or to be accretive within its anticipated timeframes, inability to refinance acquisition debt, the impact of an increase in fuel costs, reduced consumer demand from natural disasters and economic factors and competitive activity. You should specifically consider these factors, including the risks and uncertainties described in the Fund's most recent annual information form for the year ended December 31, 2006. In addition, the Fund's ability to make distributions to unitholders is entirely dependent on Sun Gro's performance. Although management believes that the forward-looking statements contained in this news release are based on reasonable assumptions, readers cannot be assured that actual results will be consistent with such statements. Forward- looking statements are made as of the date of this news release and Sun Gro assumes no obligation to update or revise them to reflect new events or circumstances, except as required by law.

Non-GAAP Measures

Distributable cash is not an earnings measure recognized by GAAP and does not have a standardized meaning prescribed by GAAP. Therefore, the distributable cash of the Fund may not be comparable to the distributable cash measures presented by other issuers. However, distributable cash is commonly used by Canadian open-ended trusts as an indicator of financial performance and the Fund believes that distributable cash is a useful supplemental measure that may assist in assessing the potential return on an investment in the Fund.

The calculation of distributable cash is based on cash flows from operating activities, adjusted for changes in non-cash operating working capital, realized gains and losses on foreign currency contracts, sustaining capital expenditures, government grants and government loans, and such reserves as the Board of Directors and Trustees of the Fund may consider appropriate. Certain expenditures that are incurred as part of earnings- enhancing capital projects and acquisitions are excluded from the determination of distributable cash flow if the project or acquisition is funded by term debt or equity financing.

Income Fund Profile

Sun Gro Horticulture Income Fund was launched with the completion of an Initial Public Offering on March 27, 2002. Units of the Fund are listed for trading on the Toronto Stock Exchange. At October 31, 2007, there were 22,284,681 units of the Fund issued and outstanding. The Fund is dependent on Sun Gro's operations, with monthly distributions to its unitholders based entirely on Sun Gro's performance.

Company Profile

Sun Gro was founded in 1929 in Vancouver, BC and has grown to become North America's largest producer of sphagnum peat, and the largest distributor of peat moss, and peat and bark-based growing media to professional plant growers in the US and Canada. Sun Gro sells its professional products primarily to greenhouse, nursery and specialty crop growers, as well as to golf course developers and landscapers. Sun Gro also sells peat moss and peat- based growing mixes to retail customers, either by way of private label partnerships or under its own brand names. Approximately 80% of the company's sales volume goes to the US.

Sun Gro currently has approximately 65,000 acres of peat bogs under lease. The company's North America-wide production network now comprises 14 Canadian peat and peat-mixing plants and 13 US peat and bark-mixing plants.

Sun Gro Horticulture Income Fund
Consolidated Balance Sheet
(in thousands of dollars)
(unaudited)

                                                   As at        As at
                                               September 30, December 31,
Assets                                              2007         2006
                                               ------------  ------------

Current assets
  Accounts receivable                           $   34,820    $   38,338
  Inventories                                       34,996        33,874
  Unrealized gain on foreign currency contracts      4,259             -
  Prepaid expenses and other assets                  3,895         3,522
                                               ------------  ------------
                                                    77,970        75,734

Property, plant and equipment                      123,956       122,459
Unrealized gain on forward currency contracts          371             -
Intangible assets                                   34,579        33,653
Goodwill                                            13,753        11,202
Other assets                                           260           442
                                               ------------  ------------
                                                $  250,889    $  243,490
                                               ------------  ------------
                                               ------------  ------------
Liabilities and Unitholders' Equity

Current liabilities
  Bank indebtedness                             $    1,690    $      649
  Operating line                                    30,945        31,146
  Accounts payable and accrued liabilities          17,117        15,781
  Unrealized loss on foreign currency contracts          -           824
  Current portion of long-term debt                    619           221
  Distribution payable to Unitholders                1,652         1,652
                                               ------------  ------------
                                                    52,023        50,273

Other liabilities                                    4,908         4,561
Long-term debt                                      36,070        27,511
Future income taxes                                 16,768        13,678
                                               ------------  ------------
                                                   109,769        96,023
Unitholders' equity
  Capital contributions                            209,733       209,733
  Cumulative translation account                   (22,445)      (15,717)
  Cumulative earnings                               72,644        57,395
  Cumulative distributions declared               (118,812)     (103,944)
                                               ------------  ------------
                                                   141,120       147,467
                                               ------------  ------------
                                                $  250,889    $  243,490
                                               ------------  ------------
                                               ------------  ------------



Sun Gro Horticulture Income Fund
Consolidated Statements of Earnings and Comprehensive Income and
Cumulative Earnings
(in thousands of dollars except per-unit amounts and number of units
 outstanding)
(unaudited)

                            For the     For the     For the     For the
                             three       three       nine        nine
                             months      months      months      months
                             ended       ended       ended       ended
                            Sept 30,    Sept 30,    Sept 30,    Sept 30,
                              2007        2006        2007        2006
                         ------------------------------------------------

Revenue                   $   42,683  $   41,025  $  172,530  $  150,848
Cost of goods sold            22,415      19,346      94,274      77,132
                         ------------------------------------------------
Gross profit                  20,268      21,679      78,256      73,716

Distribution expenses          9,596       9,469      37,988      34,234
Selling expenses               3,988       3,971      12,424      11,651
General and
 administrative expenses       4,844       4,402      15,192      13,876
                         ------------------------------------------------
Total operating expenses      18,428      17,842      65,604      59,761
                         ------------------------------------------------
                         ------------------------------------------------
Operating income               1,840       3,837      12,652      13,955

Other income, net              4,166        (274)      7,758       3,309
Interest expense              (1,103)     (1,025)     (3,516)     (3,250)
                         ------------------------------------------------
Earnings before income
 taxes                         4,903       2,538      16,894      14,014
Income tax (provision)
 recovery
  Current                      1,172         640        (721)     (1,312)
  Future                        (490)        223        (924)      3,178
                         ------------------------------------------------
Income tax (provision)
 recovery, net                   682         863      (1,645)      1,866
                         ------------------------------------------------
                         ------------------------------------------------
Net earnings and
 comprehensive income
 for the period                5,585       3,401      15,249      15,880
Cumulative earnings -
 beginning of period          67,059      53,927      57,395      41,448
                         ------------------------------------------------
Cumulative earnings -
 end of period            $   72,644  $   57,328  $   72,644  $   57,328
                         ------------------------------------------------
                         ------------------------------------------------

Basic and diluted
 earnings per unit        $     0.25  $     0.15  $     0.69  $     0.72
                         ------------------------------------------------
                         ------------------------------------------------

Weighted average number
 of units outstanding     22,023,000  22,023,000  22,023,000  22,023,000
                         ------------------------------------------------
                         ------------------------------------------------



Sun Gro Horticulture Income Fund
Consolidated Statements of Cash Flows
(in thousands of dollars)
(unaudited)

                            For the     For the     For the     For the
                             three       three       nine        nine
                             months      months      months      months
                             ended       ended       ended       ended
                            Sept 30,    Sept 30,    Sept 30,    Sept 30,
                              2007        2006        2007        2006
                         ------------------------------------------------

Cash flows from
 operating activities
Net earnings and
 comprehensive income
 for the period           $    5,585  $    3,401  $   15,249  $   15,880
  Items not affecting
   cash
    Depreciation,
     depletion and
     accretion                 2,546       2,469       7,702       7,239
    Amortization of
     intangible assets           465         491       1,494       1,473
    Gain on foreign
     currency contracts       (4,213)        200      (8,023)     (3,622)
    Gain on disposal of
     property, plant
     and equipment               (30)        (14)        (56)        (12)
    Future income tax
     provision (recovery)        490        (223)        924      (3,178)
                         ------------------------------------------------
                               4,843       6,324      17,290      17,780
  Change in non-cash
   operating working
   capital                      (407)        742        (591)        865
                         ------------------------------------------------
                               4,436       7,066      16,699      18,645
Cash flows from
 investing activities
  Acquisitions                (2,918)     (3,366)     (9,258)     (3,366)
  Realized gain on
   foreign currency
   contracts                   1,263       1,538       2,569       4,074
  Additions to property,
   plant and equipment        (1,697)       (300)     (4,015)     (1,986)
  Proceeds from disposal
   of property, plant
   and equipment                  62          14         124          16
                         ------------------------------------------------
                              (3,290)     (2,114)    (10,580)     (1,262)
Cash flows from
 financing activities
  Distributions paid to
   Unitholders                (4,956)     (4,956)    (14,868)    (14,868)
  Proceeds from term loans     3,900       3,350      10,335       3,350
  Decrease in operating
   line                         (349)     (1,571)       (201)     (3,608)
  Proceeds from government
   grant and loan                  -         165           -         165
  Repayment of government
   loans                         (56)        (50)       (166)       (150)
                         ------------------------------------------------
                              (1,461)     (3,062)     (4,900)    (15,111)

Effect of exchange rate
 changes on cash                (621)       (251)     (2,260)       (732)
                         ------------------------------------------------

(Increase) decrease in
 bank indebtedness              (936)      1,639      (1,041)      1,540
Bank indebtedness -
 beginning of period            (754)     (1,152)       (649)     (1,053)
                         ------------------------------------------------
Cash and cash equivalents
 (Bank indebtedness) -
 end of period            $   (1,690) $      487  $   (1,690) $      487
                         ------------------------------------------------
                         ------------------------------------------------

Supplemental cash flow
 information
  Interest paid           $      961  $      673  $    3,423  $    2,973
  Income taxes paid       $       32  $      229  $      300  $      612

%SEDAR: 00017490E