WesternOne Equity Income Fund Announces Cash Distribution for November 2011 and Private Placement of Units

VANCOUVER, Nov. 16, 2011 /CNW/ - WesternOne Equity Income Fund ("WesternOne Equity") (TSX: WEQ.UN, WEQ.DB.B and WEQ.DB.C) announces that its Board of Trustees has approved a cash distribution of $0.05 per trust unit ("Unit") for the month of November, 2011 (equivalent to $0.60 per trust unit on an annualized basis). This distribution will be paid on December 15, 2011 to unitholders of record at the close of business on November 30, 2011.

The policy of WesternOne Equity is to pay cash distributions on or about the 15th day of each month to unitholders of record on the last business day of the preceding month.

In addition, WesternOne Equity announces that during October 2011, 37,541 Units were issued at $5.25 per Unit in connection with the conversion of $192,000 principal amount in Convertible Unsecured Subordinated Debentures (plus accrued interest). As at October 31, 2011, WesternOne Equity had 17,090,786 Units, $22,685,000 principal amount of the Convertible Unsecured Subordinated Debentures and $86,250,000 principal amount of the Extendible Convertible Series 2 Unsecured Subordinated Debentures outstanding.

Finally, WesternOne Equity announces a non-brokered private placement of up to 929,350 Units from treasury at $5.41 per Unit for gross proceeds of up to $5,027,783.50 (the "Private Placement"). It is anticipated that certain insiders will subscribe for Units offered pursuant to the Private Placement, as well as certain individuals who are considered "related parties" (the "related parties") to WesternOne Equity under Part 1.1 of Multilateral Instrument 61-101 ("MI 61-101"). No new insiders will be created and no change of control will result from the Private Placement. All Units issued in the Private Placement will have a hold period of four months from the closing of the Private Placement.

The proceeds from the Private Placement are expected to be used by WesternOne Equity for working capital and capital expenditures, including to finance expansion plans in the United States under the Britco division, as well as other expansion plans relating to future business acquisitions as may be deemed appropriate by WesternOne Equity. WesternOne Equity will retain broad discretion in allocating (based on sound business principles) the net proceeds not applied in the manner set out above and WesternOne Equity's actual use of the net proceeds may vary depending on its operating and capital needs from time to time.

The participation of the related parties in the Private Placement constitutes a "related party transaction" within the meaning of MI 61-101. The board of trustees of WesternOne Equity has determined that the Private Placement is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involves related parties, exceeds 25% of WesternOne Equity's market capitalization.

Prior to the Private Placement, related parties held 10.2% of the issued and outstanding Units. Upon the closing of the Private Placement, related parties are expected to hold approximately 13.7% of the issued and outstanding Units. No new insiders will be created and no change of control will result from the Private Placement. No commission or finder's fee is payable in connection with the Private Placement.

Completion of the Private Placement is subject to acceptance by the Toronto Stock Exchange. The closing of the Private Placement is expected to be on or about November 28, 2011.

A material change report in respect of the transaction was not filed 21 days in advance of the expected closing of the Private Placement. The shorter period was necessary in order to permit WesternOne Equity to close the Private Placement in a timeframe consistent with usual market practice for transactions of this nature and to respond to the uncertainty in the equity capital markets given the current global economic conditions.

Forward-looking Information

Certain statements in this press release may constitute "forward-looking" information that involves known and unknown risks, uncertainties and other factors, and it may cause actual results, performance or achievements or industry results, to be materially different from any future results, performance or achievements or industry results expressed or implied by such forward-looking information. Forward-looking information is identified by the use of terms and phrases such as "anticipate", "believe", "could", "estimate", "expect", "intend", "may", "plan", "predict", "project", "will", "would", and similar terms and phrases, including references to assumptions. Such information may involve, but is not limited to, the anticipated completion of the Private Placement, the anticipated use of the proceeds of the Private Placement, and comments with respect to strategies, expectations, planned operations or future actions associated with expansion plans in the United States as well as other potential expansion plans relating to business acquisitions and/or capital expenditures.

Forward-looking information contained in this press release is based on certain key expectations and assumptions made by WesternOne Equity, including, without limitation, expectations and assumptions respecting: the outlook of WesternOne's expansion plans and its projected impact on WesternOne Equity's business and management assessment of future operations. Although the forward-looking information contained in this press release is based upon what WesternOne Equity's management believes to be reasonable assumptions, WesternOne Equity cannot assure investors that actual results will be consistent with such information. Forward-looking information reflects current expectations of management regarding future events and operating performance as of the date of this press release. Such information involves significant risks and uncertainties, should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not such results will be achieved. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking information, and a description of these factors can be found under "Risk Factors" in WesternOne Equity's Annual Information Form dated March 31, 2011, which is available on SEDAR (www.sedar.com).

The forward-looking information contained herein is expressly qualified in its entirety by this cautionary statement. Forward-looking information reflects management's current beliefs and is based on information currently available to WesternOne Equity. The forward-looking information is made as of the date of this press release and WesternOne Equity assumes no obligation to update or revise such information to reflect new events or circumstances, except as may be required by applicable law.

About WesternOne Equity

WesternOne Equity seeks to acquire businesses in the sector of construction and infrastructure services in order to generate stable and growing distributions to its unitholders as well as to achieve overall capital appreciation.

Additional information about WesternOne Equity is available at www.weq.ca or www.sedar.com


SOURCE WesternOne Equity Income Fund

For further information:

Andrew Greig, Manager - Investor Relations
WesternOne Equity Income Fund
Suite 910, 925 West Georgia Street
Vancouver, BC  V6C 3L2
Phone: (604) 678-4042
E-mail: agreig@weq.ca
Wetsite: www.weq.ca

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WesternOne Equity Income Fund

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