Westshore files Notice of Meeting and Information Circular

VANCOUVER, Oct 5 /CNW/ - Westshore Terminals Income Fund (TSX: WTE-UN) (the "Fund") announced today that the Fund filed its Notice of Meeting and Information Circular with the Canadian security regulatory authorities in connection with the Special Meeting of Unitholders being held on November 4, 2010 to vote on the proposed restructuring of the Fund.  Copies of the documents are available on SEDAR at www.sedar.com and the Fund's website at www.westshore.com.

The Fund previously announced on September 14, 2010 that the Trustees of the Fund had approved a process for conversion of the Fund to corporate form effective January 1, 2011. Under the proposal unitholders will receive a combination of shares and debt in exchange for their Fund Units. The shares will be issued by a newly formed public company ("New Westshore"). The debt, in the amount of $5.00 per existing Unit, will be issued in the form of Notes by a wholly owned subsidiary of New Westshore and will mature on December 31, 2040. The commercial rate of interest on the Notes has now been fixed at a rate of 10.5% per annum. The debt will be secured, but can be subordinated to any senior debt incurred in the future by the enterprise (that might be used for future expansion opportunities, for example). The shares and debt will be separate instruments but will be listed and trade together as units.

Following the conversion of the Fund, unitholders will receive interest on the Notes and dividends on the shares based on the same record date and payment date. It is anticipated that the dividends on the shares will be paid on essentially the same basis as is the current distribution policy of the Fund. The distribution policy is to distribute to unitholders all of its earnings after interest (which will include interest on the new notes) and taxes but before depreciation and unrealized gains or losses on forward exchange contracts, less amounts equal to the expected cash requirements of Westshore, such as capital expenditures and special pension contributions.

Forward looking information

This news release contains "forward-looking statements" and "forward-looking information" which may include, but is not limited to, the issuance of shares and debt to unitholders, the characteristics of the notes, and the benefits to be received by Unitholders. In making and providing the forward-looking information included in this news release, the Fund has made numerous assumptions, including (i) that the conversion is completed successfully; (ii) that unitholders will receive interest on the Notes and dividends on the shares; and (iii) that there are no material unforeseen legislative changes affecting the shares or the notes. Although management believes that the assumptions made and the expectations represented by such statements or information are reasonable, there can be no assurance that the forward-looking information will prove to be accurate. Readers are cautioned that forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Fund and/or its subsidiaries to be materially different from anticipated results.  Forward-looking statements contained herein are made as of the date of this document based on the opinions and estimates of management on the date statements making such forward-looking information are made, and the Fund disclaims any obligation to update any forward-looking information, whether as a result of new information, estimates or opinions, future events or results or otherwise, except as required by law. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information.

For further information:

Nick Desmarais
Secretary
604.488.5214