Jetlines Appoints Experienced Transportation Finance Executive to Board of Directors

VANCOUVER, BRITISH COLUMBIA, Canada Jetlines Ltd. (TSX-V: JET) (the “Company” or “Jetlines”)is very pleased to announce the appointment of Jason Grant as an independent director, effective immediately. Over the last 20 years, Mr. Grant has been directly involved in raising more than US$800 million in aviation and transportation capital while carrying out key financial, operational and leadership roles in the airline, transportation, logistics and private equity sectors.

From 2002 to 2010, Mr. Grant was employed by Atlas Air Worldwide Holdings, a cargo airline, passenger charter airline, and aircraft lessor with revenue of over $1 billion. At Atlas Air Mr. Grant held various financial and operating positions, including Chief Financial Officer, leading two successful capital raises totalling US$475 million. Mr. Grant managed a group of 130 professionals in the USA, Asia and Europe, overseeing all financial, investor relations, business development, and information technology functions. During Mr. Grant’s tenure as Chief Financial Officer, the equity market capitalization of the Company grew by over 250% to over $1.5 billion.

From 2010 to 2013, Mr. Grant was the Executive Vice President, Chief Financial Officer and Chief Commercial Officer of United Maritime Group LLC (“UMG”), a Jefferies Capital Partners LLC portfolio company. While at UMG, Mr. Grant led an operational transformation that significantly grew earnings and margins, and executed the successful sale of UMG’s three operating divisions to three separate strategic buyers. From 1997 to 2002, Mr. Grant held progressively senior roles at American Airlines and Canadian Airlines.

Currently, Mr. Grant is Managing Partner of Headhaul Capital Partners LLC (“Headhaul Capital”), a New York based private equity investment firm he co-founded in 2014 which specializes in acquiring and building businesses in the Transportation, Logistics & Distribution industries.

“Jason brings an exceptional depth of knowledge and experience to Jetlines,” stated Mr. Mark Morabito, Executive Chairman of Jetlines.“He has excelled in numerous senior executive roles at well-known legacy carriers and leading transportation and freight companies, developing strategic finance and cost management structures, as well as leading multiple substantial capital raises and commercial initiatives. Jason’s expertise will be invaluable to Jetlines as we continue to execute on our strategy.”

Mr. Grant holds a Bachelors in Business Administration from Wilfred Laurier University and a Masters in Business Administration from Simon Fraser University. Jetlines has granted a total of 225,000 stock options to Mr. Grant. The stock options have been issued for a five-year term, with one quarter vesting every six months from the date of grant.

Warrant Consolidation

At the time of the closing of the business combination transaction on February 28, 2017, the Company did not consolidate its series of warrants that were issued September 16, 2014 and expire September 16, 2019 (the “September 2014 Warrants”). The September 2014 Warrants trade on the TSX Venture Exchange under the symbol “JET.WT”. The terms of the certificates for the September 2014 Warrants provide for an automatic adjustment. Currently an investor would need to exercise 1.5 of the September 2014 Warrants in order to acquire one share of the Company at an exercise price of $0.375 per one share. The Company will consolidate the September 2014 Warrants on the basis of every 1.5 pre-consolidation September 2014 Warrants for one post-consolidation September 2014 Warrant (the “Warrant Consolidation”). This will not have an economic impact on the holders of the September 2014 Warrants. The Warrant Consolidation is being completed solely to facilitate trading of the September 2014 Warrants on the TSX Venture Exchange, as one warrant will now entitle a holder to acquire one share at an exercise price of $0.375 per share. This adjustment is only being made to the September 2014 Warrants and the terms of the Company’s other outstanding warrants remain unchanged.

The September 2014 Warrants will begin trading on a post-consolidated basis on the TSX Venture Exchange on May 17, 2017. The trading symbol will remain “JET.WT”. The table below provides an example of the position of a holder who held 15,000 of the September 2014 Warrants both before and after the Warrant Consolidation.

Stock Option Plan Amendment

The Company also announces that the board of directors of the Company has approved an amendment to the Company’s stock option plan in order to increase the maximum number of common shares that may be issued pursuant thereto to 11,525,000. This will facilitate the ongoing recruitment of additional team members by allowing the Company to provide long-term incentives aimed at achieving the Company’s growth plans. This amendment is subject to TSX Venture Exchange acceptance and shareholder approval at the Company’s next Annual General Meeting of shareholders. In addition, the Company will require specific shareholder approval for any new grants of options that are part of the increased maximum.