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SAS Group’s Annual Report 2009

March 15, 2010 14:10

The Board of Directors of SAS AB has held a meeting where the annual report for 2009 for SAS Group and SAS AB was presented and approved.

The annual report is now available on the Internet, under Investor Relations/Reports and presentations/Annual reports, and will be printed and distributed to shareholders and other stakeholders who have notified their interest to receive a copy.

As set out in the annual report, SAS will, subject to the Annual General Meeting’s approval, carry out a preferential rights issue for approximately 5 billion SEK. The rights issue is supported by SAS’ four largest shareholders and by a syndicate of underwriters on the conditions that, inter alia, the refinancing of bonds of approximately SEK 2 billion maturing in 2010 is assured and a final agreement on SEK 500 million in cost-cutting measures is reached with the pilot and cabin crew unions. In accordance with what has been announced earlier, a final agreement has been signed with the pilot and cabin crew unions. The process is ongoing regarding the refinancing of the bonds and SAS is evaluating different financing solutions including a convertible bond issue.

The annual report does not contain any new substantial information which has not already been disclosed except for the following three items:
1. Refinancing of EUR 60 million carried out
2. Staff reductions within Core SAS cost program expected to amount to 4,600 full time employees
3. Conditional amendments of credit facilities

1. Refinancing of EUR 60 million carried out
As set out in the report of the board of directors, the Group has issued bonds on the EMTN market in an aggregate principal amount of EUR 60 million (approximately SEK 580 million). This issue was carried out as part of the condition to refinance approximately SEK 2 billion of bonds maturing 2010.

2. Staff reductions within Core SAS cost program expected to amount to 4,600 full time employees
In connection with the year-end report which was released in February 2010, the Group announced that staff reductions within the Group’s cost program amounted to 4,300 full time employments (FTE). Upon making a more detailed analysis of the cost measures, the reductions are now estimated to amount to approximately 4,600 FTEs. More information about the Group’s cost measures is included in the annual report.

3. Conditional amendments of credit facilities
In February 2010 the Group carried out new negotiations with certain of its
lenders to amend the terms of four credit facilities representing approximately SEK 5 billion of the Group’s credit facilities as of December 31, 2009. The negotiated terms include the extension of the maturities of the facilities to 2013 and changing the terms of the financial covenants. These amendments are conditional on the rights issue raising net proceeds of no less than SEK 4 billion.

The lenders have granted an exemption for compliance with certain of the covenants included in the terms of these facilities until the earlier of when all the terms for the amendments are met, or until May 14, 2010. Further information about the credit facilities is included in the report of the board of directors in the annual report.

Finally the Group repeats previously announced information about dividend and time for the Annual General Meeting

Dividend proposal
The Board of Directors of SAS proposes to the Annual General Meeting that no dividend be paid to SAS’ shareholders for the fiscal year 2009. The reason for this is SAS’ weak financial position and cash flow, why financial flexibility is of great importance to handle coming restructurings and investments.

Annual General Meeting
The Annual General Meeting on 7 April will be held at 9:00 a.m. CET at the SAS Group’s head office, Frösundaviks Allé 1, Solna, Sweden. Shareholders are also entitled to participate at the Annual General Meeting from a venue in Copenhagen (Radisson BLU Falconer Hotel & Conference Centre) and in Oslo (Radisson BLU Plaza Hotel).

For further information, please contact
Sture Stølen, Head of SAS Group Investor Relations, +46 70 997 1451.SAS discloses this information pursuant to the Swedish Securities Market Act and/or the Swedish Financial Instruments Trading Act. The information was provided for publication on 15 March 2010, at 2.10pm CET.


This document is not being distributed to persons in any state or jurisdiction where the offer or sale of the rights or shares is not permitted.

These materials are not an offer for sale of securities in the United States. Securities may not be sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended. The issuer of the securities does not intend to register any part of the offering in the United States or to conduct a public offering of the Rights or the Shares in the United States.

This document is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons in (i), (ii) and (iii) above together being referred to as “relevant persons”). The Rights and the Shares are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.

This document is an advertisement and is not a prospectus for the purposes of Directive 2003/71/EC (such Directive, together with any applicable implementing measures in the relevant home Member State under such Directive, the “Prospectus Directive”). A prospectus prepared pursuant to the Prospectus Directive will be published, which, when published, can be obtained from the SAS Group. Investors should not subscribe for any securities referred to in this document except on the basis of information contained in the prospectus.

In any EEA Member State that has implemented the Prospective Directive, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Directive.

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