QAR Questair Tech

    QuestAir Announces Exchange of Subscription Receipts and Results of
Shareholders Meeting

    /THIS NEWS RELEASE IS NOT FOR DISSEMINATION IN THE UNITED STATES OR TO
    ANY UNITED STATES NEWS SERVICES/

    VANCOUVER, June 16 /CNW/ - QuestAir Technologies Inc. (TSX: QAR; AIM:
QAR) ("QuestAir" or the "Company") is pleased to announce that all of the
conditions for the previously announced offering of 60,000,000 subscription
receipts at a price of CDN $0.15 per subscription receipt (the "Offering")
have been satisfied and the gross proceeds of CDN $9,000,000 will be released
from escrow. Accordingly, each subscription receipt will be automatically
exchanged today into one unit consisting of one common share in the capital of
the Company and one common share purchase warrant. Each warrant entitles the
holder to purchase one common share for a period of 24 months from the date of
closing of the Offering at a price of CDN $0.215. The Offering was led by
Clarus Securities Inc. and included Canaccord Capital Corporation (the
"Underwriters").
    The Offering described above was approved at the special meeting of
shareholders held earlier today, which was one of the conditions necessary to
complete the transaction and release the funds from escrow. Shareholders also
approved a common share consolidation on a 10 for 1 basis (the "Share
Consolidation"). The Offering was not conditional upon approval of the Share
Consolidation. It is expected that the Share Consolidation will be completed
by the Company before the end of June, 2008.
    Immediately after issuing the 60,000,000 common shares upon the exchange
of the subscription receipts, the total issued share capital of the Company
will be 112,683,647 common shares. The over-allotment option that was granted
to the Underwriters in connection with the Offering expired without being
exercised. Once the Share Consolidation takes effect, there will be
approximately 11,268,364 post-consolidation common shares outstanding.
Coincident with the Share Consolidation, all outstanding warrants will also be
consolidated on a 10 for 1 basis and the exercise price will reflect such
consolidation.
    The common shares to be issued upon exchange of the subscription receipts
have been accepted for listing on the Toronto Stock Exchange and will be
admitted for trading on the AIM of the London Stock Exchange on June 17, 2008.
No application has been made, nor will be made for listing of the warrants on
the TSX or for admission of the warrants for trading on the AIM.
    This release shall not constitute an offer to sell or the solicitation of
any offer to buy securities in any jurisdiction. The subscription receipts
have not been registered under the United States Securities Act of 1933, as
amended, and they may not be offered or sold in the United States absent
registration or an applicable exemption from registration.

    About QuestAir Technologies Inc.

    QuestAir Technologies, Inc. is a developer and supplier of proprietary
gas purification systems for several large international markets, including
existing markets such as oil refining, biogas production and natural gas
processing, and emerging markets such as fuel cell power plants and fuel cell
vehicle refueling stations. QuestAir is based in Burnaby, British Columbia and
its shares trade on the AIM Market of the London Stock Exchange Plc. and on
the Toronto Stock Exchange under the symbol "QAR".

    Forward Looking Statements

    Certain statements in this press release may constitute "forward-looking"
statements which involve known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or achievements of the
Company, or industry results, to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements. When used in this press release, such statements
use such words as "anticipate", "believe", "plan", "estimate", "expect",
"intend", ''may'', ''will'' and other similar terminology. These statements
reflect current expectations regarding future events and operating performance
and speak only as of the date of this press release. Forward-looking
statements involve 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 statements.

For further information: QuestAir Technologies Inc., Chief Financial Officer,
Sherry Tryssenaar, Phone: (001) 604-453-6902, Email:
tryssenaar(at)questairinc.com, Web: www.questairinc.com; Clarus Securities
Inc.: Rod Campbell, Phone: (001) 604-605-5700; Canaccord Adams: Robert Finlay,
Phone: +44 (0) 20 7050 6500; Canadian media contact: Karyo Edelman, Stephen
Burega, Phone: (001) 604-623-3007; UK media contact: Buchanan Communications,
Charles Ryland, Ben Willey, Phone: +44 (0) 20 7466 5000
(QAR.)

 



END

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