Vancouver, British Columbia–(Newsfile Corp. – November 18, 2021) – Canada Jetlines Operations Ltd. (NEO: CJET) (“Jetlines” or the “Company“), is pleased to announce that it has received an exemption from the British Columbia Securities Commission, and other securities regulatory authorities, that will allow the Company’s variable voting shares and common voting shares to be treated as a single class for the purposes of applicable take-over bid requirements and early warning reporting requirements contained under Canadian securities laws.
Pursuant to an application by the Company, the securities regulatory authorities in each of the provinces and territories of Canada (except for Quebec and Nunavut where the Company is not a reporting issuer) granted exemptive relief (the “Decision”) from:
- Applicable formal take-over bid requirements, as contained under Canadian securities laws, such that those requirements would only apply to an offer to acquire 20 per cent or more of the outstanding common voting shares and variable voting shares of the Company on a combined basis;
- Applicable early warning report requirements, as contained under Canadian securities laws, such that those requirements would only apply to an acquirer who acquires or holds beneficial ownership of, or control or direction over, 10 per cent or more of the outstanding common voting shares and variable voting shares of the Company on a combined basis; and
- Applicable requirement to issue and file a news release in respect of acquisitions during a take-over bid, such that those requirements would only apply to an acquirer who acquires or holds beneficial ownership of, or control or direction over, five percent or more of the outstanding common voting shares and variable voting shares of the Company on a combined basis.
Without the exemptive relief, shareholders were subject to these requirements based on the number of shares outstanding solely of the class held by the shareholder. This is a number that can vary without notice due to automatic conversions, which is in some respects not indicative of the shareholder’s real ownership value. Absent the Decision, it would have been more difficult for investors to acquire shares in the ordinary course without the apprehension of inadvertently triggering the take-over bid rules or early warning requirements.
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About Canada Jetlines
Canada Jetlines is a well-capitalized, value, leisure carrier that intends to utilize a fleet of Airbus320 aircraft to service popular sun destinations targeting a start in the spring of 2022, subject to Canadian Transport Agency and Transport Canada approval. The all-Canadian carrier was developed to provide the Canadian consumer with more choices and more economical options to fly to sun-destinations in the southern US, Caribbean, and Mexico. With a projected growth of 15 aircrafts by 2025, Canada Jetlines aims to offer the best-in-class operating economics, customer comfort and fly-by-wire technology, providing a guest centric experience from the first touchpoint. Canada Jetlines will use a state-of-the-art web booking platform, making the turnkey solution available to tour operators along with consumers, and to generate revenue on reservations and planned ancillary sales. The efficient aircraft design merged with the experience of the management suite allows for affordable flight options without sacrificing quality or convenience.
Investor Relations Contact:
Jeff Walker, Vice President – The Howard Group
Toll Free: 1.888.221.0915
Cautionary Note Regarding Forward-Looking Information
This news release contains “forward-looking information” concerning anticipated developments and events that may occur in the future. Forward-looking information contained in this news release includes, but is not limited to the Company’s intention to operate as a leisure airline, the number of aircraft it intends to operate, the destinations of its intended flights, the completion of the CTA and Transport Canada approval process, growth plans, intended timeline to begin servicing destinations and business of Jetlines.
In certain cases, forward-looking information can be identified by the use of words such as “plans”, “expects” “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or ” or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved” suggesting future outcomes, or other expectations, beliefs, plans, objectives, assumptions, intentions or statements about future events or performance. Forward-looking information contained in this news release is based on certain factors and assumptions regarding, among other things, the receipt of financing to commence airline operations, the accuracy, reliability and success of Jetlines’ business model; the timely receipt of governmental approvals including from the CTA and Transport Canada; Jetlines concluding a definitive agreement for aircraft to commence airline operations; the timely commencement of operations by Jetlines and the success of such operations; the legislative and regulatory environments of the jurisdictions where Jetlines will carry on business or have operations; the impact of competition and the competitive response to Jetlines’ business strategy; and the availability of aircraft. While the Company considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect.
Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include risks related to, the ability to obtain financing at acceptable terms, the impact of general economic conditions, domestic and international airline industry conditions, the failure of the Company to conclude definitive agreements to acquire aircraft, supply chain disruptions causing delays in expected timelines, the impact of the global uncertainty created by COVID-19, future relations with shareholders, volatility of fuel prices, increases in operating costs, terrorism, pandemics, natural disasters, currency fluctuations, interest rates, risks specific to the airline industry, the ability of management to implement Jetlines’ operational strategy, the ability to attract qualified management and staff, labour disputes, regulatory risks, including risks relating to the acquisition of the necessary licenses and permits from Transport Canada, the Canadian Transportation Agency and other regulatory agencies, and the additional risks identified in the “Risk Factors” section of the Company’s reports and filings with applicable Canadian securities regulators. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those described in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking information. The forward-looking information is made as of the date of this news release. Except as required by applicable securities laws, the Company does not undertake any obligation to publicly update any forward-looking information.