Jazz Air Income Fund unitholders approve conversion to a corporation

HALIFAX, Nov. 9 /CNW/ - Jazz Air Income Fund ("the Fund") (TSX: JAZ.UN, JAZ.DB) today announced that at its special meeting held in Toronto, unitholders approved the previously announced proposed conversion from an income trust to a corporate structure pursuant to a court approved plan of arrangement (the "Arrangement"), with 99.9% of the votes cast in favour of the conversion. The Fund's new long-term incentive plan, under which participants may be granted restricted share units that vest over time or if specified performance goals are achieved, was also approved at this meeting.

"I sincerely thank our unitholders for their ongoing support, and anticipate the benefits of our corporate conversion will deliver ongoing value as we pursue our objectives of growth and diversification," said Joseph D. Randell, President and Chief Executive Officer of the Fund.

Subject to the receipt of certain approvals, units of the Fund will be exchanged for shares in the capital of a new public corporation, Chorus Aviation Inc. ("Chorus") and the Fund's obligations with respect to its outstanding convertible debentures will be assumed by Chorus. 

The Toronto Stock Exchange has conditionally approved the listing of the Class A Variable Voting Shares, Class B Voting Shares and convertible debentures assumed by Chorus subject to the satisfaction of certain customary requirements under the respective stock symbols CHR.A, CHR.B, CRH.DB. 

The Arrangement is expected to be completed on December 31, 2010. 

CAUTION REGARDING FORWARD-LOOKING INFORMATION

Certain statements in this news release may contain statements which are forward-looking statements. These forward-looking statements are identified by the use of terms and phrases such as "anticipate", "believe", "could", "estimate", "expect", "intend", "may", "plan", "predict", "project", "will", "would", and similar terms and phrases, including references to assumptions.  Such statements may involve but are not limited to comments with respect to strategies, expectations, planned operations or future actions. Forward-looking statements relate to analyses and other information that are based on forecasts of future results, estimates of amounts not yet determinable and other uncertain events. Forward-looking statements, by their nature, are based on assumptions, including those described below, and are subject to important risks and uncertainties.  Any forecasts or forward-looking predictions or statements cannot be relied upon due to, amongst other things, changing external events and general uncertainties of the business. Such statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements to differ materially from those expressed in the forward-looking statements. Results indicated in forward-looking statements may differ materially from actual results for a number of reasons, including without limitation, risks relating to Jazz's relationship with Air Canada and Thomas Cook Canada Inc., risks relating to the airline industry, energy prices, general industry, market credit and economic conditions, competition, insurance issues and costs, supply issues, war, terrorist attacks, epidemic diseases, acts of God, changes in demand due to the seasonal nature of the business, the ability to reduce operating costs and employee counts, secure financing, employee relations, labour negotiations or disputes, restructuring, pension issues, currency exchange and interest rates, changes in laws, adverse regulatory developments or proceedings, pending and future litigation and actions by third parties, as well as the factors identified in the Risk Factors section of the Fund's MD&A dated November 8, 2010. The forward-looking statements contained in this discussion represent the expectations of the Fund and Jazz as of November 8, 2010, and are subject to change after such date.  However, the Fund and Jazz disclaim any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required under applicable securities regulations.

About Jazz Air Income Fund

Jazz Air Income Fund is an unincorporated, open-ended trust established under the laws of the Province of Ontario, created to indirectly acquire and hold an interest in the outstanding limited partnership units of Jazz Air LP.

About Jazz Air LP

Jazz Air LP ("Jazz") is indirectly wholly owned by the Jazz Air Income Fund, and has a strong history in Canadian aviation with its roots going back to the 1930s. Since Jazz became publicly traded in February 2006, it has generated some of the strongest operational and financial results in the North American aviation industry. Under a capacity purchase agreement with Air Canada, Jazz provides service to and from lower-density markets as well as higher-density markets at off-peak times throughout Canada and to and from certain destinations in the United States. Jazz currently operates scheduled passenger service on behalf of Air Canada with approximately 790 departures per weekday to 85 destinations in Canada and in the United States with a fleet of Canadian-made Bombardier aircraft.

Jazz began operating two B757-200 aircraft this month on behalf of Thomas Cook and to various sun destinations from Canada and will be operating a total of six B757-200 aircraft by December for the winter seasons.

For more information, visit www.flyjazz.ca.

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