Westjet completes deal with Teachers

[Guest M. McRae]

SEPTEMBER 3, 2003 - 09:06 ET

Ontario Teachers' Pension Plan Board Completes Financing

Agreement With Westjet Airlines Ltd.

TORONTO, ONTARIO--Ontario Teachers' Pension Plan Board

("Teachers") announced that it has signed a definitive financing

agreement which provides for the right of Westjet Airlines Ltd.

("Westjet") to require Teachers to purchase up to $100 million of

Westjet common shares (the "Financing Agreement"). The agreement

in principle was announced by Westjet on June 26, 2003. This

news release is being issued under the early warning provisions

of Canadian provincial securities legislation.

Under the Financing Agreement, Westjet has the one-time right to

provide a notice requiring Teachers to purchase common shares of

Westjet at a price per share equal to 94% of the volume weighted

average trading price of the common shares on the Toronto Stock

Exchange of Westjet for the 10 trading days prior to the date of

the notice. The obligation of Teachers to purchase expires on

August 28, 2004. As Teachers has a conditional obligation to

acquire common shares (the "Put Shares") of Westjet, it is deemed

to have beneficial ownership of the Put Shares pursuant to

section 90(1) of the Securities Act (Ontario) and similar

provisions of the securities legislation of other provinces.

Furthermore, Westjet cannot require Teachers to acquire a number

of common shares which would cause Teachers to own more than 30%

of Westjet's outstanding common shares.

Prior to entering into this agreement, Teachers beneficially

owned 12,498,967 common shares of Westjet, representing

approximately 16.5% of the outstanding common shares of Westjet.

Accordingly, after entering into the Financing Agreement,

Teachers is deemed to beneficially own such shares together with

the Put Shares, to a limit of 30% of the number of outstanding

common shares of Westjet.

Teachers has ownership and control over the 12,498,967 common

shares that it owned prior to entering into the Financing

Agreement plus deemed beneficial ownership, but not control, over

the Put Shares.

Teachers entered into the Financing Agreement for investment

purposes only. In fulfilling its responsibilities as an owner of

securities, Teachers may make its views known to Westjet

management or Board of Directors when proxies are solicited and

on other occasions. Depending on market conditions and other

factors that Teachers may deem material to its investment

decisions, Teachers may in the future acquire common shares,

debentures, options or other derivative securities related to the

common shares of Westjet, in the open market or in privately

negotiated purchases or otherwise and may also, depending on

then-current circumstances, dispose of all or a portion of the

common shares of Westjet, or options or other derivative

securities related to the common shares of Westjet, in one or

more transactions, in each case to the extent then permitted by

applicable law and regulation.

Teachers will receive from Westjet a standby fee of 1% per annum

payable quarterly in advance so long as the put to Teachers is

unexercised and outstanding.

Teachers' is one of Canada's largest financial institutions with

net assets as of June 30, 2003 of $68.2 billion. With a solid

track record of investment in Canada and worldwide, Teachers' has

achieved an 10.6 percent average rate of return since its

investment program began in 1990. Teachers' invests to secure the

retirement income of approximately 154,000 elementary and

secondary school teachers and 93,000 retired teachers and their

families. The pension plan is co-sponsored by the Ontario

government and the plan members who are represented by the

Ontario Teachers' Federation. Further information can be found on

their Web site at www.otpp.com.

A copy of the Early Warning Report that was filed with the

applicable securities commissions can be obtained by contacting:

http://www2.cdn-news.com/scripts/ccn-release.pl?/current/0903044N.html

[Guest M. McRae]