ACE Aviation Holdings Inc.

expiry = 2008-01-10...the Purchase Price the Shares so deposited on a pro rata basis, except that “Odd Lot” tenders will not be subject to pro ration. See “Offer to Purchase — Number of Shares and Pro ration”. This Offer expires at 5:00 p.m. (Montreal time) on January 10, 2008, unless extended, varied or withdrawn by ACE (the “Expiration Date”). The Offer is not conditional upon any minimum number of Shares being deposited. The Offer is, however, subject to certain other conditions. ACE reserves the right to wit...

listed = True...certain events in accordance with the indenture governing the Notes. See “Issuer Bid Circular — Corporate Structure and Share Capital — Convertible Notes” for a description of the terms of the Notes. The Variable Voting Shares, Voting Shares and Notes of ACE are listed on the Toronto Stock Exchange (the “TSX”), under the symbols “ACE.A”, “ACE.B” and “ACE.NT.A”, respectively. The Preferred Shares of ACE are not listed for trading on an exchange. The intention to make the Offer was announced on December 3, 2007. The closing prices of the Shares on the TSX on November 30, 2007, the last full trading day immediately preceding the date...

mechanism = DUTCH...erred Shares and Notes prior to the Expiration Date of the Offer and subsequently deposited in the Offer, as “Shares.” See “Offer to Purchase — The Offer”. What will the purchase price of the Shares be? We are conducting the Offer through a procedure called a modified “Dutch Auction”. This procedure allows you to select the price within a price range specified by us at which you are willing to sell your Shares. The price range for the Offer is Cdn$27.70 to Cdn$30.00 per Share. You have two methods by which you may select the price at which you are willing to sell your Shares. You may choose an Auction Tender in whic...

price = CAD 27.7-30.0...ER TO PURCHASE FOR NOT MORE THAN CDN$1,500,000,000 IN CASH a combined aggregate of up to 54,151,624 Class A Variable Voting Shares and Class B Voting Shares at a Purchase Price of not less than Cdn$27.70 and not more than Cdn$30.00 per Class A Variable Voting Share and Class B Voting Share ACE Aviation Holdings Inc. (“ACE” or the “Corporation”) hereby offers to purchase from holders (the “Shareholders”) of Class A variable voting shares (the “Vari...

priority = True...price in the range, and a Shareholder depositing Shares pursuant to a Purchase Price Tender, will each have such Shares purchased at the Purchase Price, if any Shares are purchased under the Offer, subject to the pro ration provisions described herein and the preferential acceptance of Odd Lots. For purposes of the Offer, the term “Odd Lots” means all Shares properly deposited by the Expiration Date (and not withdrawn), in accordance with the procedures set forth in this Offer to Purchase, pursuant to Auction Tenders at prices at or below the Purchase Price or pursuant to Purchase Price Tenders, by or on behalf of Shareholders...

threshold = 100...th in this Offer to Purchase, pursuant to Auction Tenders at prices at or below the Purchase Price or pursuant to Purchase Price Tenders, by or on behalf of Shareholders who beneficially own, as of the close of business on the Expiration Date, an aggregate of fewer than 100 Shares (“Odd Lot Holders”). As set forth above, Odd Lots will be accepted for purchase before any pro ration. In order to qualify for this preference, an Odd Lot Holder must properly deposit, pursuant to an Auction Tender at a price at or below the Purchase Price or pursuant to a Purchase Price Tender, all Shares beneficially owned by such Odd Lot Holder...

txn_type = TENDER_OFFEREX-99.(A)(1)(A) 2 m38613toexv99wxayx1yxay.htm OFFER TO PURCHASE exv99wxayx1yxay Table of Contents Exhibit (a)(1)(A) This document is important and requires your immediate attention. If you are in any doubt as to how to deal with it, you should consult your investment dealer, stock broker, bank manager, lawyer or other professional advisor. The Offer has not been approved or disapproved by any securit...