Keyera Sets Date for Final Order to Approve Corporate Conversion

CALGARY, Nov. 15 /CNW/ - Keyera Facilities Income Fund ("Keyera" or the "Fund") (TSX:KEY.UN; KEY.DB; KEY.DB.A) announced today that on December 7, 2010 it will be making an application to the Alberta Court of Queen's Bench for the final order approving the plan of arrangement for its conversion from a trust structure to a corporate structure.

Unitholders approved the plan of arrangement at Keyera's Annual and Special Meeting on May 11, 2010. Assuming the final order is granted, and all other conditions precedent are satisfied, Keyera plans to implement the plan of arrangement at year end and complete its conversion to a new corporate structure effective January 1, 2011. Upon implementation of the conversion, each Unitholder will receive one common share of Keyera Corp. for each unit of the Fund held at the effective time with no formal action on the part of Unitholders being required in order to effect the exchange. Keyera Corp. will be a publicly traded corporation and expects to continue the current distribution policy of the Fund by paying monthly dividends of $0.15 per share.

The hearing for the final order will be held on December 7, 2010 at 9:00 am in the Calgary Court Centre located at 601 - 5 Street SW, Calgary, Alberta.

Disclaimer

This release, and the documents referred to herein, contain forward-looking statements that involve known and unknown risks and uncertainties, many of which are beyond Keyera's control. The forward-looking statements are based on management's current expectations and assumptions relating to Keyera's business and the environment in which it operates. As the results or events predicted or implied in these forward-looking statements depend upon future events, actual results or events may differ materially from those predicted.

The conversion is an internal reorganization which will be implemented in a series of transactions, including those identified in the plan of arrangement, all of which are more particularly described in Keyera's Information Circular dated March 25, 2010 available at www.sedar.com. The conversion does not involve the acquisition of any additional interest in any operating assets or the disposition of any of Keyera's existing interests in operating assets.

The discussion of the conversion, plan of arrangement and future dividend policy constitute forward-looking information. Unitholders and prospective investors are cautioned not to place undue reliance on such forward-looking information as such information is based on certain assumptions and a number of known and unknown risks and uncertainties, of both a general and specific nature, that could cause actual events to be materially different from those described above. Some of the assumptions and factors include, but are not limited to: there being no change in taxation or other laws which would have a material adverse effect on the implementation of the plan of arrangement or the conversion; no laws or policies being enacted or promulgated, or no order or decree being issued or made, which would cease trade, enjoin, prohibit or impose material limitations on the conversion, the plan of arrangement or the transactions contemplated thereby; expectations with respect to the continued sustainable results of Keyera's business segments and growth parameters; access to capital; availability of tax pools; current and future tax policies; and the sustainability of cash flow relative to distributions or dividends. Readers should refer to Keyera's Information Circular dated March 25, 2010 for a more complete discussion of the risks, assumptions and conditions associated with the conversion, plan of arrangement and future dividend policy. Keyera cautions that the foregoing list of factors and assumptions is not exhaustive.

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