SAS — Capital/Financing Update 2020

Jul 10, 2020

SAS cancels noteholders' meetings as required conversions under the recapitalisation plan are not expected to be approved - process continues with initiation of noteholder discussions

SAS cancels noteholders' meetings as required conversions under the recapitalisation plan are not expected to be approved - process continues with initiation of noteholder discussions

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

the United States, Canada, Japan, Australia or any other jurisdiction where such

action would be unlawful.

SAS AB (publ) (the "Company" or "SAS") has today decided to cancel the

noteholders' meetings for holders of the MSEK 2,250 senior unsecured fixed rate

bond due November 2022 (ISIN SE0010520338) (the "Bonds") and the MSEK 1,500

subordinated perpetual floating rate capital securities (ISIN SE0012193910)

(the "Existing Hybrid Notes") that were scheduled to be held on 17 July 2020.

SAS has concluded that the majority required for the respective conversions

cannot be expected to be obtained, based on information from Intertrust (Sweden)

AB, as agent for the holders of the Bonds and the Existing Hybrid Notes (the

"Agent"), regarding the number of holders of Bonds and Existing Hybrid Notes who

have announced that they will vote against the proposals. As a result thereof,

SAS has decided to instruct the Agent to cancel the noteholders' meetings and no

early bird fee will be payable, as set out in the summons, since no conversion

will be consummated.

As previously announced by SAS, the Swedish and Danish governments have

required, as a condition to their capital injections, burden sharing measures to

be implemented. This condition remains an important cornerstone of the

recapitalisation plan approved by the Board of Directors of SAS. The Company

will seek to enter into discussions with representatives of the holders of the

Bonds and the Existing Hybrid Notes in order to find a solution that satisfies

this condition and is satisfactory to the European Commission. SAS will announce

further details on the outcome of such discussions as soon as possible.

For further information, please contact:

SAS press office, +46 8 797 2944

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

This is information that SAS AB is obliged to disclose pursuant to the EU Market

Abuse Regulation. The information was submitted by Michel Fischier for

publication on 10 July 2020 at 08:00 a.m. CEST.

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, Japan 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 will only be made through the

prospectus that SAS expects to publish on or about 4 September 2020. 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.