Groupe Aeroplan Inc. Completes Plan of Arrangement



    MONTREAL, June 25 /CNW Telbec/ - Groupe Aeroplan Inc. (TSX: AER) (the
"Corporation") is pleased to announce that the plan of arrangement providing
for the reorganization of Aeroplan Income Fund's (the "Fund") trust structure
into a growth-oriented, dividend-paying global loyalty management public
corporation named "Groupe Aeroplan Inc." has been completed, effective today.
    "With our conversion to a corporation now completed, we will intensify
our pursuit of becoming the global leader in loyalty management," said Rupert
Duchesne, President and Chief Executive Officer. "We are well positioned with
a strong management team who will continue to focus on maximizing revenue and
profit growth and building long-term synergies with our existing operations,
in addition to growing our asset base through international business
development."
    In order to receive their common shares of the Corporation, unitholders
of the Fund must deposit with CIBC Mellon Trust Company a duly completed
letter of transmittal together with the certificates representing their Fund
units in accordance with the instructions contained in the letter of
transmittal. Unitholders who hold their units through a broker or other
intermediary do not need to submit a letter of transmittal and should contact
their nominee to deposit their units.
    The common shares of the Corporation will commence trading on the Toronto
Stock Exchange under the symbol "AER" on June 27, 2008, at which time the
units of the Fund will be delisted from the Toronto Stock Exchange. The Fund
will apply to cease to be a reporting issuer in all provinces and territories
of Canada in which it is a reporting issuer or the equivalent thereof.

    Caution Concerning Forward-Looking Statements

    Certain statements in this news release may contain forward-looking
statements. Forward-looking statements, by their nature, are based on
assumptions and are subject to important risks and uncertainties. Any
forecasts or forward-looking predictions or statements cannot be relied upon
due to, amongst other things, changing external events and general
uncertainties of the business and its corporate structure. Results indicated
in forward-looking statements may differ materially from actual results for a
number of reasons, including without limitation, dependency on top
accumulation partners, Air Canada or travel industry disruptions, reduction in
activity, usage and accumulation of Aeroplan Miles, retail market or economic
downturn, greater than expected redemptions for rewards, industry competition,
supply and capacity costs, unfunded future redemption costs, changes to the
Aeroplan and Nectar Programs, seasonal nature of the business, regulatory
matters, VAT appeal and value and liquidity of the common shares, as well as
the other factors identified throughout the Management Discussion & Analysis
on file with the Canadian Securities regulatory authorities. The
forward-looking statements contained in this discussion represent the
Corporation's expectations as of June 25, 2008, and are subject to change
after such date. However, the Corporation disclaims any intention or
obligation to update or revise any forward-looking statements whether as a
result of new information, future events or otherwise, except as required
under applicable securities regulations.

    About Groupe Aeroplan Inc.

    Groupe Aeroplan Inc. is a leading international loyalty management
corporation. Groupe Aeroplan owns the Aeroplan program, Canada's premier
loyalty program and Nectar, the United Kingdom's leading coalition loyalty
program. In the Gulf Region, Groupe Aeroplan owns 60 per cent of Rewards
Management Middle East, the operator of Air Miles programs in the United Arab
Emirates, Qatar and Bahrain. Groupe Aeroplan also operates Insight &
Communication, a customer-driven insight and data analytics company offering
worldwide services to retailers and their suppliers.
    %SEDAR: 00027127EF




For further information:

For further information: Media: Michèle Meier, (514) 205-7028,
michele.meier@aeroplan.com; JoAnne Hayes, (416) 352-3706,
joanne.hayes@aeroplan.com; Analysts: Trish Moran, (416) 352-3728,
trish.moran@aeroplan.com


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