OTE0008 5 WB 0618 OTB0016 WA 10.Mai 06
euro adhoc / Financing, Stock Offerings (IPO) / IPO

euro adhoc: Air Berlin PLC & Co Luftverkehrs KG / Financing, Stock Offerings (IPO) / Offer price for Air Berlin shares set at EUR 12

Offer volume of EUR 510 in the event of the full exercise of the greenshoe option
Air Berlin shares more than twice oversubscribed at this offer price (E)=

Disclosure announcement transmitted by euro adhoc. The issuer is responsible for the content of this announcement.

10.05.2006

London, 10 May 2006 - Together with the Selling Shareholders and the Joint Global Coordinators COMMERZBANK Aktiengesellschaft and Morgan Stanley Bank AG, Air Berlin PLC today set the offer price at EUR 12 per share. At this offer price, the shares were twice oversubscribed.

The transaction volume totals approximately EUR 443.5 million, EUR 510 million in the event that the greenshoe option is exercised in full. In the aggregate, 36,956,521 shares were sold in the offering. In addition, 5,543,479 shares were allotted in way of over-allotment. The company will receive gross proceeds of approximately EUR 234.8 million from the sale of new shares resulting from a capital increase resolved in connection with the initial public offering. In the event of the full exercise of the greenshoe option, the free float will amount to approximately 71 percent. The company as well as the Selling Shareholders are subject to a lockup of six months after admission of the shares to trading. Joachim Hunold, Chief Executive Officer, has agreed to a lockup for a period of 18 months after the day of the admission of the shares to trading. The trading is expected to commence on 11 May 2006.

DISCLAIMER

THIS AD HOC RELEASE CONSTITUTES NEITHER AN OFFER TO SELL NOR A SOLICITATION TO BUY ANY SECURITIES OF AIR BERLIN PLC. THE SECURITIES HAVE ALREADY BEEN SOLD.

THIS AD HOC RELEASE AND THE INFORMATION CONTAINED THEREIN MAY NOT BE TRANSMITTED OR DISTRIBUTED WITHIN THE UNITED STATES OF AMERICA (THE "UNITED STATES") AND MUST NOT BE DISTRIBUTED OR FORWARDED TO U.S. PERSONS (AS DEFINED IN REGULATION S OF THE U.S. SECURITIES ACT OF 1933, AS AMENDED ("SECURITIES ACT")) OR PUBLICATIONS WITH A GENERAL CIRCULATION IN THE UNITED STATES. THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER OR INVITATION TO PURCHASE ANY SECURITIES IN THE UNITED STATES. THE SECURITIES OF AIR BERLIN PLC HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT AND MAY NOT BE OFFERED, SOLD OR DELIVERED WITHIN THE UNITED STATES OR TO U.S. PERSONS ABSENT REGISTRATION UNDER, OR AN APPLICABLE EXEMPTION FROM, THE REGISTRATION REQUIREMENTS OF THE UNITED STATES SECURITIES LAWS. AIR BERLIN DOES NOT INTEND TO MAKE A PUBLIC OFFER OF SECURITIES IN THE UNITED STATES.

THIS AD HOC RELEASE IS DIRECTED ONLY AT PERSONS (I) WHO ARE OUTSIDE THE UNITED KINGDOM OR (II) WHO HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS FALLING WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2001 (AS AMENDED) (THE "ORDER") OR (III) WHO FALL WITHIN ARTICLE 49(2) (A) TO (D) ("HIGH NET WORTH COMPANIES, UNINCORPORATED ASSOCIATIONS ETC.") OF THE ORDER (ALL SUCH PERSONS TOGETHER BEING REFERRED TO AS "RELEVANT PERSONS"). ANY PERSON WHO IS NOT A RELEVANT PERSON MUST NOT ACT OR RELY ON THIS COMMUNICATION OR ANY OF ITS CONTENTS. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS COMMUNICATION RELATES IS AVAILABLE ONLY TO RELEVANT PERSONS AND WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS.

Further inquiry note:
Ingolf Hegner
Head of Investor Relations
+49 (0)30 3434 1532
ihegner@airberlin.com

end of announcement euro adhoc

emitter: Air Berlin PLC & Co Luftverkehrs KG
Saatwinkler Damm 42-43
D-13627 Berlin
phone: +49 (0)30 3434 1500
FAX: +49 (0)30 3434 1509
mail: abpresse@airberlin.com
WWW: http://www.airberlin.com
ISIN: GB00B128C026
indexes: CDAX
stockmarkets: admission applied: official dealing: Frankfurter Wertpapierbörse sector: Air Transport
language: English

***OTS-ORIGINALTEXT UNTER AUSSCHLIESSLICHER INHALTLICHER VERANTWORTUNG DES AUSSENDERS***

OTE0008 2006-05-10/19:06