BELLAIR VENTURES INC. ENTERS INTO LETTER OF INTENT TO ACQUIRE KNR MANAGEMENT
INC.

TSX Venture Exchange Symbol: BVI.P

TORONTO, Nov. 25 /CNW/ - Bellair Ventures Inc. ("Bellair"), a capital pool company (as defined in Policy 2.4 (the "CPC Policy") of the TSX Venture Exchange (the "Exchange")), today entered into a non-binding letter of intent (the "LOI") with R. DiBattista Investments Inc. ("DBI") to pursue a possible arm's length transaction (the "Proposed Transaction") with DBI. Subject to further terms and conditions set out in the LOI, Bellair intends to acquire all of the issued and outstanding common shares in the capital of KNR Management Inc. ("KNR") through a share exchange transaction.

It is currently anticipated that following completion of the Proposed Transaction, KNR will be a wholly-owned subsidiary of Bellair and KNR will be a holding company operating as the sole beneficial and legal holder of certain subsidiaries including (i) Keele North Recycling Inc., a waste transfer and recycling facility in Vaughan, Ontario, which also, under its trade name "KNR Disposal", operates a waste bin hauling and disposal service business, (ii) 2260225 Ontario Inc., the holder of the Certificate of Approval from the Ministry of Environment to operate a waste transfer facility, and (iii) KNR Services Ltd., a construction demolition and remediation service business, which also, under its trade name "KNR Systems", provides fire and safety monitoring systems. If completed, the Proposed Transaction is expected to constitute Bellair's Qualifying Transaction (as defined in the CPC Policy). A comprehensive press release with additional information related to the Proposed Transaction will follow in accordance with the policies of the Exchange.

The closing of the Proposed Transaction is subject to a number of conditions, including (1) Bellair successfully completing a private placement for anticipated gross proceeds of at least $500,000; (2) KNR successfully closing on a term loan facility estimated to be in the amount of $2,250,000; (3) confirmation of a definitive valuation for KNR; (4) completion of customary due diligence reviews by each of Bellair and DBI; (4) the parties entering into a definitive agreement and such other agreements as may be necessary to give effect to the Proposed Transaction; and (5) the parties obtaining all necessary approvals and consents, including the approval of the Exchange.

As was disclosed in a press release disseminated by Bellair on June 29, 2010, DiBattista Industries Inc. ("DiBattista") has an outstanding amended and restated demand promissory note dated April 23, 2009 in favour of Bellair in the amount of Cdn. $225,000, the obligations of which are personally guaranteed by a principal of DiBattista and DBI, Romeo DiBattista Jr. (the "Loan"). The Loan matured on August 31, 2010 and DiBattista's obligations thereunder will be assumed by DBI or otherwise satisfied in connection with the Qualifying Transaction.

As a result of not completing its Qualifying Transaction within 24 months from the date of listing its shares on the Exchange, pursuant to the CPC Policy, the Exchange may suspend trading in Bellair's shares pending completion of the Proposed Transaction. Bellair and all other parties to the LOI are working diligently to complete the Proposed Transaction in accordance with the CPC Policy, upon completion of which, trading of Bellair's shares would be reinstated to trading on the Exchange. To ensure compliance with Exchange requirements, while pursuing the Proposed Transaction, Bellair will also seek the necessary shareholder approval for a transfer to NEX should Bellair be unable to complete its Qualifying Transaction within 90 days of November 26, 2010.

Completion of the transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and if applicable pursuant to Exchange requirements, majority of the minority shareholder approval. Where applicable, the transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.

Certain information in this press release may contain forward-looking statements. This information is based on current expectations that are subject to significant risks and uncertainties that are difficult to predict. Actual results may differ materially from results inferred or suggested in any forward-looking statements. Bellair assumes no obligation to update the forward-looking statements, or to update the reasons why actual results may differ from those reflected in forward-looking statements unless and until required by applicable securities laws. Additional information identifying risks and uncertainties is contained in Bellair's filings with the Canadian securities regulators, which filings are available at www.sedar.com.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

For further information: Bellair Ventures Inc., Emlyn J. David, President and Chief Executive Officer, [phone]