Exchange Income Corporation Completes Acquisition of Regional One

WINNIPEG, April 15, 2013 /CNW/ - Exchange Income Corporation (TSX: EIF) (the "Corporation") is pleased to announce the successful completion of its acquisition of Regional One, Inc., a privately-owned US company that is a leading provider of aircraft and engine aftermarket parts to regional airline operators around the world. The acquisition was first announced on February 28, 2013.

The Corporation paid a total purchase price of US $74.2 million, of which US $13.5 million was paid through the issuance of 494,656 common shares and the balance, US $60.7 million, was financed through the Corporation's senior credit facility. A portion of the cash and share payments at close were put in escrow, and will be held until certain conditions are met.

The purchase price is subject to an earn-out that could result in additional payments of up to US $9.3 million, through a combination of cash and shares, if Regional One achieves certain EBITDA targets, which would result in a maximum potential purchase price, subject to other adjustments, of USD $83.5 million. Other potential adjustments to the purchase price will be made pending the finalization of the Regional One's working capital, and an adjustment for taxes.

About Exchange Income Corporation
The Corporation is a diversified acquisition-oriented company, focused on opportunities in the industrial products and transportation sectors which are ideally suited for public markets except for their size. The strategy of the Corporation is to invest in profitable, well-established companies with strong cash flows operating in niche markets in Canada and/or the United States.

The Corporation is currently operating in two niche business segments: aviation and specialty manufacturing. The aviation segment consists of the operations by Perimeter Aviation, Keewatin Air, Calm Air International, Bearskin Lake Air Service, Custom Helicopters, and Regional One and the specialty manufacturing segment consists of the operations by Jasper Tank, Overlanders Manufacturing, Water Blast Manufacturing, Stainless Fabrication and WesTower Communications.

For more information on the Corporation, please visit www.ExchangeIncomeCorp.ca.

Additional information relating to the Corporation, including all public filings, is available on SEDAR.

Caution Concerning Forward-Looking Statements

This news release of Exchange Income Corporation (the "Corporation") contains certain statements that constitute forward-looking information within the meaning of applicable securities laws ("forward-looking statements").  All statements other than statements of historical fact contained herein are forward-looking statements, including, without limitation, statements regarding the results, performance, achievements and developments of the Corporation and/or its subsidiaries. Words such as "believes", "expects", "will", "may", "could", "intends", "projects", "anticipates", "plans", "estimates", "continues" or similar words or the negative thereof are intended to identify forward-looking statements. Forward-looking statements are necessarily based upon a number of expectations or assumptions that, while considered reasonable by management at the time the statements are made, are inherently subject to significant business, economic and competitive uncertainties and contingencies.  Readers are cautioned to not place undue reliance on forward-looking statements which only speak as to the date they are made.  Although management believes that the expectations and assumptions underlying such forward-looking statements are reasonable, there can be no assurance that such expectations or assumptions will prove to be correct.  A number of factors could cause actual future results, performance, achievements and developments of the Corporation and/or its subsidiaries to differ materially from anticipated results, performance, achievements and developments expressed or implied by such forward-looking statements.  Such factors include, but are not limited to: (i) risks specific to the Corporation, including risks related to the credit facilities of the Corporation, level of economic growth, state of capital markets, management of acquisitions, availability of dividends, volatility of the price of the Corporation's shares, availability of future financing, growth initiatives by the Corporation, interest rates, diversification, capital investment, general economic factors, regulation, investment risk, dilution risk, dependence on key personnel and income tax issues; (ii) risks specific to the Corporation's operating subsidiaries, including risks related to seasonality and cyclicality, restrictions on potential growth of the Corporation's operating subsidiaries, dependence on key personnel, competition, risk of liability, management and operations, general uninsured losses, environmental matters, foreign exchange risk, commodity price risk, raw material exposure, potential conflicts of interest, labour disruptions, labour supply and dependence on information systems and technology; (iii) risks relating to the aviation industry, including fluctuations in operating results, seasonality and cyclicality, contract with the Government of Nunavut, fuel costs, compliance with government regulations, government funding for First Nations health care and aviation accidents; and (iv) risks specifically relating to the specialty manufacturing industry, including supply dependency, contracts with distributors, dependence on sales and marketing organizations, market trends, labour supply and exposure to the Alberta economy and the energy sector.

The foregoing list of factors is not exhaustive of the factors that may affect any of the Corporation's forward-looking statements.  Risks and uncertainties regarding the Corporation and its subsidiaries are more fully discussed in the Corporation's filings with Canadian provincial securities regulatory authorities, including its most recent annual information form and management discussion and analysis, copies of which are available on www.sedar.com.  The forward-looking statements contained herein are expressly qualified in their entirety by this cautionary statement.  The Corporation does not undertake any obligation to update forward-looking statements.

SOURCE: Exchange Income Corporation

Mike Pyle
President & CEO 
Exchange Income Corporation 
Phone: [phone] 
[email protected] 

Joe Racanelli
Investor Relations
The Equicom Group Inc.
Phone: [phone] Ext. 243
 [email protected]