Mr. Mike Pyle reports

EXCHANGE INCOME CORPORATION ANNOUNCES RENEWAL OF NORMAL COURSE ISSUER BID FOR COMMON SHARES AND DEBENTURES

The Toronto Stock Exchange (TSX) has approved the renewal of Exchange Income Corp.'s normal course issuer bid for the common shares of Exchange Income and certain series of debentures of Exchange Income. Pursuant to the NCIB, Exchange Income can purchase up to an aggregate of 4,414,853 common shares; $7,970,200 principal amount of seven-year 5.35 per cent convertible unsecured subordinated debentures of Exchange Income (debentures (June, 2018)); $8,606,800 principal amount of seven-year 5.75 per cent convertible unsecured subordinated debentures of Exchange Income (debentures (March, 2019)); $14,373,200 principal amount of seven-year 5.25 per cent convertible unsecured subordinated debentures of Exchange Income (debentures (July, 2021)); and $11.5-million principal amount of seven-year 5.25 per cent convertible unsecured subordinated debentures of Exchange Income (debentures (December, 2021)) (collectively, the securities), representing 10 per cent of the public float of each series of securities as at March 5, 2024.

Purchases of securities pursuant the NCIB may be made through the facilities of the TSX commencing on March 19, 2024, and ending on March 18, 2025, or an earlier date in the event that Exchange Income purchases the maximum number of each of the securities available under the NCIB. Exchange Income will pay the market price at the time of acquisition for any securities purchased through the facilities of the TSX. All securities acquired directly by Exchange Income under the NCIB will be cancelled.

As at March 5, 2024, there were 47,223,534 common shares, $79,702,000 principal amount of debentures (June, 2018), $86,068,000.00 principal amount of debentures (March, 2019), $143,732,000.00 principal amount of debentures (July, 2021) and $115-million principal amount of debentures (December, 2021) issued and outstanding.

The average daily trading volume of the securities for the six-month period ended Feb. 29, 2024, was 89,478 common shares; $2,582,258 principal amount of debentures (June, 2018); $2,842,822 principal amount of debentures (March, 2019); $4,846,774 principal amount of debentures (July, 2021); and $6,513,709 principal amount of debentures (December, 2021).

Daily purchases will be limited to 22,369 common shares; $645,564 principal amount of debentures (June, 2018); $710,705 principal amount of debentures (March, 2019); $1,211,693 principal amount of debentures (July, 2021) and $1,628,427 principal amount of debentures (December, 2021), other than block purchase exceptions.

Pursuant to a previous notice of intention to conduct a normal course issuer bid, under which the corporation sought and received approval from the TSX to purchase up to 3,958,307 common shares, $8,038,000 principal amount of debentures (June, 2018); $8,625,000 principal amount of debentures (March, 2019); $14,375,000 principal amount of debentures (July, 2021); and $11.5-million principal amount of debentures (December, 2021) for the period of March 15, 2023, to March 14, 2024, the corporation did not purchase any securities.

Exchange Income sought approval of the NCIB because it believes that, from time to time, the market price of the securities may not fully reflect the value of the securities. Exchange Income believes that, in such circumstances, the purchase of the securities represents an accretive use of capital.

About Exchange Income Corp.

Exchange Income is a diversified acquisition-oriented company, focused in two sectors: aerospace and aviation services and equipment, and 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.