Letter Decision No. LET-A-28-2020

On December 10, 2019, in Letter Decision No. LET-A-99-2019 (Determination), the Canadian Transportation Agency determined that WestJet and Swoop Inc. will remain Canadian, as defined in subsection 55(1) of the Canada Transportation Act, S.C., 1996, c. 10, as amended (CTA), following the execution of the proposed acquisition of WestJet Airlines Ltd. by an affiliate of Onex. The Agency’s determination was on the condition that Onex amend its by-laws no later than June 1, 2020, to ensure that the quorum rules for any board of directors’ meeting require a majority of directors voting on or signing a written resolution in respect of any matters pertaining to or affecting WestJet Airlines Ltd., WestJet, and Swoop Inc. be Canadian, and provided that, in all other respects, the proposed transaction is executed as filed, in all material respects.

On March 26, 2020, Onex informed the Agency that Onex’s next meeting of shareholders was duly scheduled to take place on May 14, 2020; however, as a direct result of the COVID-19 pandemic, the meeting has been rescheduled and is expected to occur in July 2020.

Onex states that its board of directors approved and adopted a by-law that satisfies the Agency’s condition on December 19, 2019, and that the by-law will remain in effect at all times until the shareholders’ meeting, at which time it will be ratified. Following the shareholders’ meeting, Onex will provide the Agency with notification of the ratification.

CONCLUSION

The Agency is satisfied that the COVID-19 pandemic constitutes a change in the facts or circumstances pertaining to the Determination that has arisen subsequent to its issuance. The Agency, pursuant to section 32 of the CTA, therefore extends the deadline for Onex to comply with the condition until August 30, 2020.