Bombardier will pitch to play a key role in a future Airbus composite wing programme, believing its expertise in designing and building the innovative carbonfibre wing for the A220 gives it the edge over the European manufacturer’s own factories.
“We have been very clear – this is an opportunity we need to grab,” says Michael Ryan, chief operating officer at Bombardier Aerostructures & Engineering Services (BAES), and head of the company’s Belfast plant, which builds the A220 wing. The Northern Ireland facility has been pioneering composite technologies since it was Shorts Aerospace in the 1980s.
Airbus took control of the troubled CSeries programme in July, renaming it the A220, and effectively allowing Bombardier to exit from a cripplingly loss-making commitment. However, the Canadian company retained the intellectual property rights on the wing, which BAES in Belfast continues to build for Airbus as a supplier.
The Belfast operation, together with Airbus’s own wing operations at Broughton and Filton, remain crucial to government efforts to keep wing production in the UK following Brexit. France, Germany, and Spain have long harboured ambitions to snatch responsibility for wing design once Airbus begins serious work on its next generation of aircraft, given the importance of the technology for industry.
Noting that Bombardier is the first outside company to build wings for an Airbus airliner, Ryan says: “If an opportunity comes on a new wing, Airbus would have to decide: ‘Do we do it in-house or go to a third-party provider?’ We would want to be a part of that, making a pitch to be involved in a new wing.”
Ryan was speaking to journalists earlier today at a Bombardier media luncheon, after returning from a visit to Toulouse.
Bombardier in Belfast was a supplier to Airbus long before the CSeries acquisition, building, among other items, nacelles for International Aero Engines V2500-powered A320 family aircraft, as well as Pratt & Whitney PW1100G-powered A320neos.
Airbus has engaged with a number of Northern Irish aerospace companies on its “Wing of the Future” research project, based in Filton.
CALGARY, Nov. 30, 2018 /CNW/ – WestJet today announced the appointment of Arved von zur Muehlen to the position of Chief Commercial Officer. Arved joins WestJet on January 2, 2019, subject to Canadian Immigration approval.
“Arved is an accomplished and successful commercial leader with deep expertise in aviation,” said Ed Sims, WestJet President and CEO. “We welcome Arved at this important moment in time for WestJet as we position ourselves as a premium global carrier. His experience leading the transformation of global aviation brands will be vital and we are thrilled to welcome Arved to our team.”
Reporting to President and CEO, Ed Sims, Arved will lead WestJet’s commercial team with responsibility for all aspects of the commercial function including sales, marketing, product, network planning, revenue management, corporate development, airline partnerships and WestJet Vacations.
Arved brings more than 20 years of commercial aviation experience to WestJet and will be joining the airline from Malaysia Airlines, where he served as Chief Commercial Officer responsible for the sales, revenue management, network planning, marketing and branding, product development, digital and customer experience. Prior to his role at Malaysia Airlines, he served as the Senior Vice-President of Commercial Network Operations at Qatar Airlines and the Vice-President of Sales and Marketing Intercontinental Markets at Swiss International Airlines. Arved also spent over 15 years with Lufthansa German Airlines where he took on various leadership roles.
Arved is fluent in both German and English and will be relocating to Calgary with his wife and three children pending immigration approvals.
Next week, Aeroplan Miles donated to the Air Canada Foundation will be matched to help transport sick children for medical care they need away from home
MONTREAL, Nov. 30, 2018 /CNW Telbec/ – Donors wanting to help sick children travel for needed medical care will be able to double the impact of their contribution next week through the Aeroplan Miles Matching campaign in support of the Air Canada Foundation Hospital Transportation Program.
From December 3rd to 9th, Aeroplan, through its annual Mile Matching campaign, will support the Air Canada Foundation Hospital Transportation Program. All miles donated to the Air Canada Foundation during the week will be matched, up to 500,000 miles.
“We thank Aeroplan and its generous members for their ongoing support of the Air Canada Foundation Hospital Transportation Program during the Aeroplan Mile Matching week,” said Priscille LeBlanc, Chair of the Air Canada Foundation.
Through the generosity of Aeroplan members, the Air Canada Foundation donates each year on average close to 10 million Aeroplan Miles to 15 pediatric hospitals across Canada which, in turn, provide flights to children who need specialized health care that is not available in their hometown. Since the introduction of the Air Canada Foundation Hospital Transportation Program in 2003, hundreds of sick children, accompanied by a parent, have been able to obtain the medical care they needed away from home. Driving long hours can be strenuous for both the child and the parent, especially when several visits to the hospital are required each month or when treatments last several months. Travelling by air avoids long tiring hours on the road and saves precious time, allowing the parents to further focus on their child. For sick children, this gives them more time for simply “being kids,” with their family and friends or at school.
“The Air Canada Foundation is incredibly generous to the Janeway Children’s Hospital Foundation and our kids throughout Newfoundland and Labrador. They step in every year through the Hospital Transportation Program, taking care of our young Janeway patients and their families at a time when they are most vulnerable. Having the support of a generous airline like Air Canada, to help them travel for specialized services at other hospitals, removes the additional financial concerns regarding travel, giving parents one less thing to worry about, so they can focus on their children during these difficult times,” said Jenine Kerrivan Manager, Corporate Development at Janeway Children’s Hospital Foundation.
“We’re grateful for the support and generosity of our members. Since the inception of the Aeroplan Donation Program in 2006, more than 1 Billion Aeroplan Miles have been donated by our members and Aeroplan to grassroots and partner charities across Canada,” said Anne-Josee Laquerre, Director, Social Purpose and Sustainability, Aeroplan. “Each and every mile donated to the Air Canada Foundation has the power to significantly impact the lives of children and their family.”
The Aeroplan Mile Matching Week in support of the Air Canada Foundation Hospital Transportation Program starts Monday December 3 and runs through Sunday December 9, 2018. To donate your Aeroplan Miles, please visit aircanada.com/Foundation and select the “Donate” button located on the top banner or visit the Aeroplan Donation Program, Air Canada Foundation page here.
Aeroplan Members can also automatically donate two per cent of all miles accumulated to the Air Canada Foundation by updating the donation opt-in on their profile page on aeroplan.com.A
Partnership extended to provide certainty, value and growth
CALGARY, Nov. 30, 2018 /CNW/ – Amid the turbulent loyalty landscape in Canada, WestJet today announced the long-term extension of its partnership agreement with Mastercard on its travel rewards credit card, WestJet RBC Mastercard.
“WestJet RBC Mastercard cardholders have always had choice, flexibility, certainty and convenience,” said Ed Sims, WestJet President and CEO. “Our long-term partnership with Mastercard ensures that our card members continue to get exceptional value and outstanding flight and travel benefits. As WestJet moves to become a premium global network airline, our partnership with Mastercard and RBC provides best-in-class value to our guests.”
“Consumers today look for products and services that simplify their lives while bringing them closer to the experiences they seek,” said Iain McLean, Senior Vice-President, Market Development for Mastercard in Canada. “We’re pleased to extend and deepen our partnership, allowing WestJet RBC Mastercard cardholders to continue earning more WestJet dollars on their everyday purchases.”
“As one of the top travel rewards cards in Canada, the WestJet RBC Mastercard will continue to give our clients who fly with WestJet benefits that enhance their overall travel experience,” said Athena Varmazis, Senior Vice-President, Cards, RBC. “We know that Canadians appreciate consistency and transparency in their loyalty program, so we’re thrilled that our key partners, WestJet and Mastercard, have extended their agreement which ensures we can continue to deliver unparalleled value to our cardholders.”
The number-one-ranked airline credit card in Canada+, WestJet RBC World Elite Mastercard, allows the primary cardholder to take a companion on an annual round-trip flight on the same itinerary starting from $99*. In addition to the companion voucher, the card also provides the first checked bag at no charge for the primary cardholder as well as up to eight additional guests travelling on the same reservation and offers a welcome bonus of 250 WestJet dollars. WestJet dollars act as cash and can be redeemed anywhere WestJet flies, at any time.
For more information about the WestJet RBC Mastercard, visit westjet.com.
+ Rewards Canada’s Top Travel Rewards Credit Cards for 2018
Toronto Area Business Leaders Celebrate Completion of 2500 sustainability projects
MISSISSAUGA, ON, Nov. 30, 2018 /CNW/ – Business, municipal and community leaders gathered with Partners in Project Green at the Powering Clean Economy conference and awards at the International Centre on November 29, 2018 to celebrate ten years of collective environmental impact and outstanding leadership. As part of the celebration, Partners in Project Green announced that over the last decade, this community of 650 organizations has diverted 20,000 tonnes of waste from landfill, reduced CO2 emissions by 120,000 tonnes through energy savings projects, and diverted 1.4 billion litres of water.
Since then, sustainability projects have included establishing an initial electric charging network across the GTA; organizing the People Power Challenge that resulted in over 50,000 employee commitment pledges; diverting unusual material from landfill including Toronto Zoo’s panda waste bamboo; and, installing low-impact water technology that saved the equivalent of 556 Olympic swimming pools of water.
Partners in Project Green recognized 22 Legacy Leaders for their sustained engagement and collective action over the last decade. They are: Alectra Inc., Bentall Kennedy, Canadian Tire Corporation, City of Brampton, City of Mississauga, City of Toronto, Coca-Cola Canada, Credit Valley Conservation, Lincoln Electric Company of Canada, LoyaltyOne, Co., Maple Leaf Foods Inc., Molson Coors Canada, Pratt & Whitney Canada, Region of Peel, Robert Bosch Inc., The International Centre, The Regional Municipality of York, Toronto Pearson, Town of Caledon, Unilever Canada Inc., Velcro Companies, Woodbine Entertainment.
Partners in Project Green also recognized the following award recipients: Intuitive AI, Clean Economy Audience Choice Award; Calstone, Green Business Excellence Award winner; Lauren Ead, University of Toronto, Youth Environmental Award (Undergraduate) presented by Coca-Cola Canada; Christopher Ford, University of Toronto, Youth Environmental Award (Graduate) presented by Coca-Cola Canada; City of Mississauga, Recycling Collection Drive Award; Bentall Kennedy, Recycling Collection Drive Award; Toronto Pearson, Energy Leaders Award and Mother Parkers Tea & Coffee, Energy Leaders Award.
Partners in Project Green would like to recognize our program sponsors: IESO, OK Tire, Alectra Utilities, Calstone, Central Ontario Building Trades (COBT), Diabetes Canada, EY Canada, Schneider Electric, Coca-Cola Canada, FLO, Bullfrog Power, and Enbridge Gas Distribution who takes its responsibility to deliver energy where it’s needed, safely and reliably, today and well into the future. Sustainability is core to how Enbridge does business.
“Since it was established 10 years ago, the members of Partners in Project Green have completed 2500 sustainability projects that continue to make direct positive contributions to the health of our environment. This success is rooted in our community of committed business leaders who strive to find efficiencies that not only make sense for their business, but help improve their local community as well. We are thrilled to be celebrating with them today.”
– John MacKenzie, Chief Executive Officer, Toronto and Region Conservation Authority.
“Toronto Pearson believes in being a good neighbour and we strive to have a positive impact by investing in community-building and environmental stewardship initiatives like Partners in Project Green. This initiative has shaped how the business community implements sustainability projects. We are proud to be a founder and look forward to working together for many years to come.”
– Hillary Marshall, Vice President Stakeholder Relations and Communications, Greater Toronto Airports Authority.
“Central Ontario Building Trades is very proud of the collaborative relationships we enjoy with our affiliates and congratulate the Partners in Project Green community on their impressive achievements over the last decade,”
– James St. John, Business Manager and Financial Secretary, Central Ontario Building Trades.
News provided by Cision Canada/Ace Aviation Holdings Inc
MONTRÉAL, Nov. 29, 2018 /CNW Telbec/ – ACE Aviation Holdings Inc. (ACE) announced today its results for the third quarter of 2018.
2018 Third Quarter Results
In the third quarter of 2018, ACE recorded a decrease in net assets in liquidation of approximately $3,000 as a result of administrative and other expenses in excess of interest income earned during the quarter.
As at September 30, 2018, ACE’s only remaining assets consisted of cash in an aggregate amount of approximately $6.8 million.
On June 28, 2012, further to the approval by ACE shareholders on April 25, 2012 of a special resolution providing for the voluntary liquidation of ACE, the Superior Court of Québec (Commercial Division) (the “Court“) issued an order appointing Ernst & Young Inc. as liquidator of ACE (the “Liquidator“).
Pursuant to an order issued by the Court on February 25, 2013, the Liquidator established a process for the identification, resolution and barring of claims and other contingent liabilities against ACE. Creditors had until May 13, 2013 to file their proof of claims, failing which their claims would be barred and extinguished. The interim consolidated financial statements of ACE for the nine-month period ended September 30, 2018 and the related management’s discussion and analysis include a description of proofs of claim which were filed and the status thereof.
Final Distribution to Shareholders and Dissolution
The Liquidator intends to seek Court approval of its final accounts, approval to proceed with a final distribution to the shareholders of ACE and approval of the dissolution of ACE. An estimate of the final amount to be distributed will be provided in the Liquidator’s Application for Court approval and is expected to represent all of the remaining cash of ACE less accounts payable and a reserve to cover the remaining fees and expenses of the liquidation and dissolution and remaining contingencies.
The Liquidator will post a copy of the relevant application to the Court and notice of the hearing date on its website at www.ey.com/ca/aceaviation at least 7 days in advance of the hearing date. Shareholders and other parties who have questions or require additional information with respect to ACE and the final distribution and dissolution process may contact the Liquidator by telephone (1-855-279-8388 or 416-943-4444) or by fax (1-416-943-3300).
The amount of the final distribution will remain subject to modification until the final amount of the distribution is announced following receipt of Court approval. The record date and payment date for such distribution would be announced by subsequent press release upon receipt of approval from the Court. Subject to receipt of the Court approval, the Liquidator currently expects to proceed with the dissolution of ACE shortly following the payment of the final distribution to the shareholders.
The final distribution to shareholders, the cancellation of the shares of ACE and the dissolution of ACE will not occur until all necessary corporate, administrative and tax measures to dissolve ACE are completed and until the settlement of any remaining contingencies that may arise in connection with the remaining liquidation and dissolution steps of ACE. There is no certainty as to the timing or amount of such final distribution and dissolution. ACE will continue to incur operating costs and fees for the duration of the dissolution process.
The distributions to shareholders of ACE will generally be treated as deemed dividends from a Canadian tax standpoint. Such deemed dividends will be designated as eligible dividends for the purposes of the Income Tax Act (Canada).
For additional information with respect to the liquidation of ACE, refer to the management proxy circular dated March 9, 2012, the interim consolidated financial statements and related management’s discussion and analysis for the nine-month period ended September 30, 2018 and the other public filings of ACE which are available at www.sedar.com and www.aceaviation.com.
CAUTION REGARDING FORWARD-LOOKING INFORMATION
Certain statements in this news release may contain forward-looking statements. Forward-looking statements may relate to analyses and other information that are based on forecasts of future results and estimates of amounts not yet determinable. These statements may involve, but are not limited to, comments relating to strategies, expectations, future actions, the timing of the liquidation, the final distribution to shareholders and the dissolution of ACE. 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. Forward-looking statements, by their nature, are based on assumptions 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. Actual results may differ materially from results indicated in forward-looking statements due to a number of factors, including without limitation, market, regulatory developments or proceedings, and actions by third parties as well as the factors identified throughout ACE’s filings with securities regulators in Canada and, in particular, those identified in the Risk Factors section of ACE’s 2017 Annual MD&A dated April 30, 2018. ACE will continue to incur operating costs and fees for the duration of the dissolution process. The forward-looking statements contained in this news release represent ACE’s expectations as of the date they are made, and are subject to change after such date. However, ACE disclaims 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.
News provided by Cision Canada/Porter Airlines Inc
ORONTO, Nov. 29, 2018 /CNW/ – Now is the time to start planning your escape with Porter Airlines’ seasonal service to Myrtle Beach, beginning February 13, to May 19, 2019.
Porter offers non-stop flights directly from Billy Bishop Toronto City Airport. Flights operate twice weekly on Wednesdays and Saturdays, with added frequency during March Break. Tickets are available now through www.flyporter.com or your travel agent.
“The warm air and ocean breezes of Myrtle Beach are just two-hours away with Porter,” said Robert Deluce, president and CEO, Porter Airlines. “It’s the perfect time of year to think about getting away for a few days of relaxation.”
Ocean-front hotels, sandy beaches, and more than 100 golf courses in the area, make Myrtle Beach an ideal vacation for the entire family.
Porter Escapes (www.porterescapes.com) vacation packages help make the trip south simple with accommodation at some of Myrtle Beach’s most sought-after resorts:
Doubletree Resort by Hilton Myrtle Beach Oceanfront
Legends in Concert This international award-winning production features an outstanding cast of accomplished tribute artists, talented singers and dancers with a live band, bringing the music experience to life. A must see show in Myrtle Beach!
Brookgreen Gardens A national historic landmark encompassing more than 9,000 acres in the South Carolina Lowcountry. The three main features of Brookgreen Gardens are the Huntington Sculpture Garden, the Center for American Sculpture, and the Lowcountry History and Wildlife Preserve.
Connecting flights are available via Toronto from numerous Porter destinations. Complete schedule details are available at www.flyporter.com.
Follow @PorterAirlines on Twitter and Instagram for travel ideas, tips and advice on all of Porter’s destinations.
MONTREAL, Nov. 29, 2018 /CNW Telbec/ – Air Canada Vacations’ Black Friday sale recently set a record for the highest single-day sales in the company’s 38-year history. On Nov. 23, Air Canada Vacations achieved an increase of more than 300% in bookings compared to a normal booking day, with Canadians booking vacation packages from sunny beach destinations in the Caribbean and Mexico, to the vibrant cities and landscapes in Canada, the USA and Europe.
“Air Canada Vacations continues to diversify its package offerings by presenting a significantly expanded range of unique and authentic travel experiences in addition to conventional vacation packages. We are delighted customers are choosing Air Canada Vacations in record numbers for their vacation travel plans, and we look forward to welcoming them onboard our flights,” said Craig Landry, President, Air Canada Vacations & Senior Vice President, Revenue Optimization at Air Canada. “To further drive growth, Air Canada Vacations will debut a new booking website early next year, which will provide customers with even more compelling vacation experiences to conveniently choose from.”
Customers may book their next vacation package and obtain more information about Air Canada Vacations at: aircanadavacations.comA
News provided by Cision Canada/Caisse de dépôt et placement du Québec
MONTRÉAL, Nov. 28, 2018 /CNW Telbec/ – Caisse de dépôt et placement du Québec announced that it is taking an equity interest totalling $200 million in Plusgrade, a leading provider of revenue solutions to the global travel industry. The transaction values Plusgrade at over CA$600 million.
With this backing, the company will continue to execute its expansion plan, which includes penetrating new international markets and expanding its suite of products. Since its founding in Montréal in 2009, Plusgrade has become one of the fastest growing technology companies, and was ranked in Deloitte’s Canadian Technology Fast 50 list in 2016 and 2017. Recently, it also received the Deloitte Technology Fast 50 Leadership award, which recognizes the innovation and leadership of companies at the forefront of the Canadian technology sector.
Led by a solid management team, Plusgrade is rapidly expanding its team across its Montréal headquarters and its New York and Singapore offices.
Over 70 travel companies worldwide, including Air Canada, Lufthansa and Singapore Airlines, trust Plusgrade to deliver key revenue streams via software solutions for optimizing their seat inventory. Its signature product provides travellers with an opportunity to bid on upgrades to a superior class of service.
“Plusgrade has a unique and innovative business model that is revolutionizing practices in its industry. Meeting an airline industry need, their products have been quickly marketed around the world in the last few years,” stated Mathieu Gauvin, Senior Vice-President, Québec, at la Caisse. “This investment is aligned with our strategy of supporting the growth of Québec companies that prioritize innovation to drive their international development.”
In the context of this transaction, la Caisse acquired a portion of the shares held by TA Associates, a leading global growth private equity firm that will continue to be a major shareholder, alongside the management team and other investors.
“We are very excited to welcome la Caisse as our new institutional investment partner as we accelerate our growth into new markets and verticals,” said Ken Harris, Founder and CEO, Plusgrade. “The confidence that la Caisse and TA Associates have shown in Plusgrade is a testament to the value that our talented team is delivering across our global footprint of travel suppliers. We look forward to la Caisse joining our Board and providing valuable guidance as we pursue our strategic growth initiatives.”
Morgan Stanley Canada Limited served as financial advisor and Davies Ward Phillips & Vineberg LLP served as legal counsel to Plusgrade. Osler, Hoskin & Harcourt LLP served as legal counsel to la Caisse.
ABOUT PLUSGRADE Plusgrade is an award-winning technology company at the forefront of ancillary revenue and merchandising in the global travel industry. As the market-leading provider in its category of upsell solutions, Plusgrade is generating billions of dollars of new revenue opportunity and powering leading travel suppliers in more than 50 countries. Plusgrade is headquartered in Montréal with offices in New York and Singapore. For more information, please visit www.plusgrade.com.
ABOUT CAISSE DE DÉPÔT ET PLACEMENT DU QUÉBEC Caisse de dépôt et placement du Québec (la Caisse) is a long-term institutional investor that manages funds primarily for public and parapublic pension and insurance plans. As at June 30, 2018, it held CA$308.3 billion in net assets. As one of Canada’s leading institutional fund managers, la Caisse invests globally in major financial markets, private equity, infrastructure, real estate and private debt. For more information, visit cdpq.com, follow us on Twitter @LaCDPQ or consult our Facebook or LinkedIn pages.
ABOUT TA ASSOCIATES Now in its 50th year, TA Associates is one of the largest and most experienced global growth private equity firms. Focused on five target industries – technology, healthcare, financial services, consumer and business services – TA invests in profitable, growing companies with opportunities for sustained growth, and has invested in nearly 500 companies around the world. Investing as either a majority or minority investor, TA employs a long-term approach, utilizing its strategic resources to help management teams build lasting value in growth companies. TA has raised $24 billion in capital since its founding in 1968 and is committing to new investments at the pace of $1.5 to $2 billion per year. The firm’s more than 85 investment professionals are based in Boston, Menlo Park, London, Mumbai and Hong Kong. More information about TA Associates can be found at www.ta.com.
News provided directly to Canadian Aviation News by Canada Jetlines Ltd
November 27, 2018 VANCOUVER, BRITISH COLUMBIA, Canada Jetlines Ltd. (JET: TSX-V) (the “Company” or “Jetlines”) is pleased to announce that it has entered into a subscription agreement (the “Subscription Agreement”) with SmartLynx Airlines SIA (“SmartLynx”) for financing commitments of up to $15 million (the “Offering”). SmartLynx specializes in full-service ACMI (Aircraft-Crew-Maintenance-Insurance) aircraft lease services and is the leading ACMI provider in Europe for Airbus A320 aircraft. SmartLynx aircraft has been utilized by major airlines including Norwegian, EasyJet, Thomas Cook and TUI.
“This financing transaction with SmartLynx provides further validation of the Jetlines business plan and the need for a true ultra-low cost carrier in Canada. This also provides endorsement from a seasoned European airline that flies aircraft for some of the most successful ultra-low cost carrier airlines in the world. We look forward to working with the SmartLynx group as we continue to build out the business plan in preparation for launch,” commented Mark Morabito, Executive Chairman of Jetlines.
Javier Suarez, CEO of Jetlines added “In addition to the great value added by the investment SmartLynx is making in Jetlines, having them as our partner brings in a good number of synergies that will translate into significant long-term operational savings. SmartLynx reputation and broad network will help Jetlines accomplish our near-term goals”.
Zygimantas Surintas, CEO of SmartLynx commented “Expansion of our operations into new markets is a strategic long-term priority for SmartLynx, and the Canadian market is among those we have been looking at for several years. We are excited about the opportunity for partnership with Jetlines – not only through SmartLynx’s investment but also through SmartLynx’s ability to contribute our years of experience in airline operations, aircraft leases, maintenance operations and other matters to help Jetlines succeed. The SmartLynx team believes in the ULCC model in Canada and hopes that it can play a part in bringing cheaper air travel to Canadians.”
Details of the Offering
The Offering will consist of 22,727,272 subscription receipts of the Company (“Subscription Receipts”) at a price of $0.33 per Subscription Receipt (the “Offering Price”), for gross proceeds of $7.5 million. The Subscription Receipts will be issued pursuant to the terms of a Subscription Receipt Agreement (the “Subscription Receipt Agreement”) between the Company, SmartLynx and an escrow agent. SmartLynx also has the option exercisable for a period of twelve months following the closing of the Offering to complete a second financing for variable voting shares for additional gross proceeds of up to $7.5 million at the discounted market price at the time it exercises its option (the “Option”).
Each Subscription Receipt will entitle SmartLynx to receive, without payment of additional consideration or further action on the part of the holder, one unit of the Company (each a “Unit” and collectively the “Units”), upon receipt by the escrow agent, prior to August 31, 2019 (the “Deadline”) of a release notice from the Company and SmartLynx (the “Release Notice”), confirming that: (a) the Company has raised additional gross proceeds of $40 million (the “Funding Milestone”) from a subsequent financing by May 31, 2019 (such completion date subject to waiver by SmartLynx); (b) the receipt by the Company’s subsidiary, Canada Jetlines Operations Ltd. (“Jetlines Operations”), of its air operator certificate from Transport Canada; and (c) no termination event has occurred.
Each Unit will consist of one variable voting share of the Company and one common share purchase warrant (each, a “Warrant”). Each Warrant shall entitle the holder thereof to purchase one variable voting share of the Company at a price of $0.45 at any time up to 5:00 p.m. (Vancouver time) on the date which is 36 months from the closing date.
If: (i) the Release Notice is not delivered by the Deadline, or (ii) the Offering is terminated in accordance with the terms of the Subscription Receipt Agreement, then SmartLynx will be entitled to receive an amount per Subscription Receipt equal to the Offering Price and an entitlement to the interest earned thereon. Any shortfall will be funded by the Company. In addition, the Company is obligated to pay a termination fee of US$250,000 if the Company has not achieved the Funding Milestone by May 31, 2019 or commits certain other material breaches and SmartLynx terminates the Subscription Agreement.
The net proceeds of the Offering will be used to further the business objectives of Jetlines in launching an ultra-low cost airline carrier in Canada, including advancing the licensing process, augmenting the leadership team with operations and commercial personnel, branding and marketing activities, as well as advance internet, digital media and IT systems initiatives.
It is expected that SmartLynx will become an insider of the Company on conversion of the Subscription Receipts.
Details of the Commercial Arrangement
In connection with the Offering, Jetlines Operations and SmartLynx will enter into an agreement whereby SmartLynx shall provide ACMI (Aircraft-Crew-Maintenance-Insurance) services to Jetlines Operations during the following eight winter seasons. This agreement will allow Jetlines to increase its capacity in the market during the very busy Canadian Winter Season. In addition, SmartLynx and the Company will enter into a two-year agreement that will provide Jetlines with services and certain proprietary software meant to support Jetlines during the early stage of their operations.
The Company, Jetlines Operations and SmartLynx will also enter into a framework agreement (the “Framework Agreement”) in connection with the closing of the Offering that will govern aspects of the relationship between the parties. The Framework Agreement will cover matters including the right of SmartLynx to appoint a single Board member to the Company and Jetlines Operations, rights to participate on Board committees, arrangements regarding the review of aircraft leases, the grant of a pro-rata right to SmartLynx to participate in future financings and certain other rights detailing with operational and expenditure matters of the Company and Jetlines Operations.
The closing of the Offering is conditional on the satisfaction of conditions to closing contained in the Subscription Agreement, which conditions include, among other things, approval of the TSX Venture Exchange for the Offering and the execution of the Subscription Receipt Agreement and the execution of the agreements referred to above. It is expected that the Offering will close on or before December 24, 2018.