SAS — Capital/Financing Update 2020

Sep 30, 2020

SAS publishes prospectus regarding the rights issue and bondholder offer

SAS publishes prospectus regarding the rights issue and bondholder offer

Not for release, publication or distribution, directly or indirectly, in or into

the United States, Australia, Canada, Hong Kong, India, Japan, Singapore, South

Africa or any other jurisdiction where such action would be unlawful.

As announced by SAS AB ("SAS" or the "Company") on 23 September 2020, the Board

of Directors of SAS has resolved to issue new common shares and new hybrid notes

in accordance with the Company's recapitalization plan. The Company has prepared

a prospectus regarding the rights issue of common shares, the offer to subscribe

for common shares directed to the holders of the SAS MSEK 2,250 senior bonds due

24 November 2022, as well as the listing of the new common shares issued

pursuant to the resolutions passed on 23 September 2020.

The prospectus has today on 30 September 2020 been approved and registered by

the Swedish Financial Supervisory Authority. The prospectus is made available on

SAS' website, https://www.sasgroup.net/, under the section Investor relations,

Recapitalization plan, and on SEB's website for prospectuses,

www.sebgroup.com/prospectuses. Additional information regarding the rights issue

(including the prospectus and application forms) will also be available on SAS'

website, under the section Investor relations, Rights

Issue (https://rightsissue.sasgroup.net/en?utm_source=sasgroup.net&utm_medium=pre

ssrelease).

Application forms for subscription without subscription rights for shares traded

at Nasdaq Stockholm and Nasdaq Copenhagen and application forms for subscription

with and without subscription rights for shares traded at Oslo Børs, can be

obtained from SAS' website as from the first day of the subscription period (2

October 2020). Application forms for subscription without rights for shares

traded at Nasdaq Stockholm can also be obtained from SEB offices in Sweden or

from SEB's website for prospectuses as from the first day of the subscription

period (2 October 2020).

"SAS holds a strong position in an attractive Scandinavian market, with many

loyal and frequent customers. With the measures now being implemented by SAS to

further streamline its operations, I am convinced that SAS can emerge from the

crisis created by the COVID-19 pandemic as a strong company with the

prerequisites for creating long-term value. I hope that many of our shareholders

want to join us on our continued journey. " says Rickard Gustafson CEO SAS

For further information, please contact:

SAS press office, +46 8 797 2944

Michel Fischier, VP Investor Relations, +46 70 997 0673

Advisors to the Company

Skandinaviska Enskilda Banken AB is financial advisor to SAS and Global

Coordinator in connection with the recapitalization plan.

Mannheimer Swartling Advokatbyrå AB and Davis Polk & Wardwell London LLP are

legal advisors to SAS.

Skandinaviska Enskilda Banken AB (publ), Danske Bank A/S, Danmark, Sverige

Filial and Swedbank AB (publ) have been appointed Solicitation Agents and Joint

Bookrunners in the rights issue.

IMPORTANT INFORMATION

This press release and the information herein is not for publication, release or

distribution, in whole or in part, directly or indirectly, in or into the United

States, Australia, Canada, Hong Kong, India, Japan, Singapore or South Africa or

any other state or jurisdiction in which publication, release or distribution

would be unlawful or where such action would require additional prospectuses,

filings or other measures in addition to those required under Swedish law.

The press release is for informational purposes only and does not constitute an

offer to sell or issue, or the solicitation of an offer to buy or acquire, or

subscribe for, any of the securities mentioned herein (collectively, the

"Securities") or any other financial instruments in SAS. Any offer in respect of

any securities in connection with the rights issue or the bondholder offer will

only be made through the prospectus that SAS makes public through this press

release. The offers under the recapitalization plan are not made to, and

application forms will not be approved from, subscribers (including

shareholders), or persons acting on behalf of subscribers, in any jurisdiction

where applications for such subscription would contravene applicable laws or

regulations, or would require additional prospectuses, filings, or other

measures in addition to those required under Swedish law. Measures in violation

of the restrictions may constitute a breach of relevant securities laws.

None of the Securities have been or will be registered under the United States

Securities Act of 1933, as amended (the "Securities Act"), or the securities

laws of any state or other jurisdiction in the United States, and may not be

offered, pledged, sold, delivered or otherwise transferred, directly or

indirectly, except pursuant to an exemption from, or in a transaction not

subject to, the registration requirements of the Securities Act and in

compliance with applicable other securities laws. There will not be any public

offering of any of the Securities in the United States.

In the United Kingdom, this press release is directed only at, and communicated

only to, persons who are qualified investors within the meaning of article 2(e)

of the Prospectus Regulation (2017/1129) who are (i) persons who fall within the

definition of "investment professional" in article 19(5) of the Financial

Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the

"Order"), or (ii) persons who fall within article 49(2)(a) to (d) of the Order,

or (iii) persons to whom it may otherwise be lawfully communicated (all such

persons referred to in (i), (ii) and (iii) above together being referred to as

"Relevant Persons"). This press release must not be acted on or relied on by

persons in the UK who are not Relevant Persons.

This press release contains forward-looking statements that reflect SAS' current

view of future events as well as financial and operational development. Words

such as "intend", "assess", "expect", "may", "plan", "estimate" and other

expressions involving indications or predictions regarding future development or

trends, not based on historical facts, identify forward-looking statements and

reflect SAS' beliefs and expectations and involve a number of risks,

uncertainties and assumptions which could cause actual events and performance to

differ materially from any expected future events or performance expressed or

implied by the forward-looking statement. The information contained in this

press release is subject to change without notice and, except as required by

applicable law, SAS does not assume any responsibility or obligation to update

publicly or review any of the forward-looking statements contained in it and nor

does it intend to. You should not place undue reliance on forward-looking

statements, which speak only as of the date of this press release. As a result

of these risks, uncertainties and assumptions, you should not place undue

reliance on these forward-looking statements as a prediction of actual future

events or otherwise.

The information was submitted by Michel Fischier for publication on 30-09-2020

15:47 CET.