Mr. Mike Pyle reports

EXCHANGE INCOME CORPORATION ANNOUNCES INCREASE TO PREVIOUSLY ANNOUNCED BOUGHT DEAL OFFERING OF COMMON SHARES TO $150 MILLION

Due to strong demand, Exchange Income Corp. has entered into a revised agreement with a syndicate of underwriters co-led by CIBC Capital Markets and National Bank Financial Inc. to increase the size of the previously announced bought deal treasury offering. under the revised agreement, the corporation has agreed to sell, on a bought deal basis, 2,875,000 common shares from treasury. The shares will be offered at a price of $52.25 per share for gross proceeds to the corporation of approximately $150,218,750.

The net proceeds of the offering will be used to finance the corporation's growth initiatives, including partially financing the investments associated with the recent announcements at Carson Air and PAL Airlines, and for general corporate purposes.

The corporation has also granted to the underwriters an option to purchase up to an additional 431,250 shares, representing 15 per cent of the size of the offering, on the same terms and conditions, exercisable at any time, in whole or in part, up to 30 days after the closing of the offering. If the overallotment option is exercised in full, the corporation will receive additional gross proceeds of $22,532,813, for aggregate gross proceeds from the offering of $172,751,563.

"EIC is excited about the opportunities created by our two most recently announced growth initiatives, our long-term medevac contract with the Province of British Columbia, and our proposed agreement with Air Canada to continue to expand our service offering at PAL Airlines. This financing provides the financial flexibility to pursue those initiatives as well as a number of other exciting opportunities currently being evaluated," said Mike Pyle, chief executive officer of Exchange Income.

The closing of the offering is expected to occur on or about June 14, 2023. The offering is subject to normal regulatory approvals, including approval of the Toronto Stock Exchange of the listing of the shares, and will be offered in each of the provinces of Canada by way of a prospectus supplement to the short form base shelf prospectus dated Sept. 2, 2022.

About Exchange Income Corp.

Exchange Income is a diversified, acquisition-oriented company, focused on two sectors: (i) aerospace and aviation services and equipment; and (ii) manufacturing. The corporation uses a disciplined acquisition strategy to identify already-profitable, well-established companies that have strong management teams, generate steady cash flow, operate in niche markets and have opportunities for organic growth.

We seek Safe Harbor.