NOT FOR DISSEMINATION IN THE UNITED STATES OR DISTRIBUTION TO U.S. NEWSWIRE SERVICES
TORONTO–(BUSINESS WIRE)–Canada Jetlines Operations Ltd. (NEO: CJET) (“Canada Jetlines” or the “Company”) the new, all-Canadian, leisure carrier, announced that today it has closed its previously announced non-brokered private placement to raise a total of $3.35 million (the “Offering”). The Offering consisted of 9,571,413 units issued at $0.35 per unit (each a “Unit”). Each Unit consists of one common or variable voting share (each a “Share”) and one half of one warrant (each whole warrant a “Warrant”). Each Warrant entitles the holder thereof to purchase an additional Share for a period of 48 months after closing at a price of $0.50 per Share during the first two years after issuance of such Warrant; and $0.65 per Share during the third and fourth years after issuance.
The lead investors in the Offering were Roosheila Group Inc. and institutional investor Broadway Capital Management. Roosheila Group Inc. is a holding company for Reg Christian, a travel industry veteran. Broadway Capital Management is a New York-based value manager.
The Company intends to use the net proceeds of the Offering to advance the Canadian airline licensing process and for general corporate and working capital purposes. No finders’ fees were paid in connection with the Offering. The securities issued in the Offering are subject to a statutory hold period that expires on August 27, 2022.
As a result of the Offering, Roosheila Group Inc. (“Roosheila“), of 99 Dundas St. East, 2nd Floor, Mississauga, ON LSA 1W7 will own and control 7,142,857 Shares of the Company, representing approximately 11.90% of the issued and outstanding Shares, and 3,571,428 Warrants. Assuming the exercise of all of the Warrants held by Roosheila, Roosheila would own and control 10,714,285 Shares, representing, on a partially-diluted basis, approximately 16.84% of the then issued and outstanding Shares. The Shares and Warrants have been acquired for investment purposes and Roosheila may increase or decrease its beneficial ownership or control depending on the market or other conditions. The Shares and Warrants acquired by Roosheila were acquired pursuant to an exemption from the prospectus requirement in section 2.3 of NI 45-106. An Early Warning Report for the Roosheila will be filed with the applicable Canadian securities commissions in respect of the acquisition at www.sedar.com.
This news release does not constitute an offer of securities for sale in the United States. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States absent U.S. registration or an applicable exemption from U.S. registration requirements.
About Canada Jetlines
Canada Jetlines is a well-capitalized leisure focused carrier, utilizing a growing fleet of Airbus320 aircraft targeting a start in the summer of 2022, subject to Transport Canada approval. The carrier was created to provide Canadian consumers with more value choices and travel options to fly to coveted sun and leisure destinations in the U.S., 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 an elevated guest centric experience from the first touchpoint. The efficient aircraft design merged with the experience of the all-Canadian management team, allows for accessible flight options without sacrificing quality or convenience. The carrier will use a state-of-the-art web booking platform, making the turnkey solution available to Travel Agents, Tour Operators, and consumers, with the capability of generating revenue on reservations and ancillary sales. We aim to provide more revenue opportunities to express our gratitude to current and future agent partners and all the work that they do. We look forward to working with you to create memorable travel experiences for consumers. To learn more, please visit www.jetlines.com and follow on all social media platforms for news and updates.
Canada Jetlines Recent News
- April 26, 2022 – Canada Jetlines Selects Safran Wheels and Carbon Brakes to Equip its A320-Fleet
- April 25, 2022 – Canada Jetlines Announces Increase to Equity Financing
- April 22, 2022 – Canada Jetlines Announces Equity Financing
- April 7, 2022 – Canada Jetlines to Begin Operations at Toronto Pearson International Airport
- April 4, 2022 – Canada Jetlines Receives Conditional Approval from Transport Canada to Begin Flight Attendant Training
- March 24, 2022 – Canada Jetlines Readies for Summer Launch With Unveiling of First Aircraft
- March 19. 2022 – Canada Jetlines Taps Fareportal OTA’s AS First Travel Agency Partner
- March 18, 2022 – Canada Jetlines Prepares for Take-Off as Canadian Government Lifts Pre-Departure Testing Requirements
- March 18, 2022 – Canada Jetlines Appoints Experienced Travel Industry Executive as CFO
- March 17, 2022 – Canada Jetlines Announces Stage 1 Licensing Approval from the CTA
- March 10, 2022 – Canada Jetlines Announces Partnership with Unisync
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 intention to offer the lowest possible price, 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, business of Jetlines and use of proceeds from the Offering.
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 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 definitive agreements 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.
Jeff Walker, Vice President – The Howard Group
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