Atlantic Airways P/F - Fyrirtækjafréttir

Notice of redemption of minority shareholders and delisting of Atlantic Airways P/f

In continuation of Atlantic Airways' Offer Document for shares in Atlantic
Airways, dated Friday 7 March 2014, and the Company's announcement of 25 April
2014 regarding the results of the voluntary public offer, the Board of
Directors of Atlantic Airways has received from Vinnumálaráðið (‘Ministry of
Trade and Industry') notice and power of attorney to on its behalf to carry out
a redemption of the minority shareholders of Atlantic Airways. 

As an effect of this notice, Atlantic Airways at the same time will apply for a
delisting from NASDAQ OMX Iceland and NASDAQ OMX Copenhagen. 

Following completion of the voluntary public offer announced on 7 March 2014
(the ‘Offer'), which was prepared in accordance with article 99 - 111 of the
Icelandic Securities Transactions Act no. 108/2002, and § 31 - 33 of the
Faroese Securities Transactions Act, no. 986/2010, the Ministry of Trade and
Industry, and Atlantic Airways, combined own 95.72% of the total share capital
of Atlantic Airways. On its own, the Ministry of Trade and Industry controls
94% of the total votes of Atlantic Airways. As a result, the Ministry of Trade
and Industry has determined to redeem the Atlantic Airways shares held by the
remaining shareholders of Atlantic Airways pursuant to article 110 of the
Icelandic Securities Transactions Act, § 69 - 73 of the Faroese Companies Act,
and § 31 - 33 of the Faroese Securities Transactions Act. 

The shareholders of Atlantic Airways are therefore encouraged to transfer their
shares in the Company to the Ministry of Trade and Industry within a four-week
period, expiring on 16 June 2014, at 16.00 (Faroese time). 

The shares will be transferred to the Ministry of Trade and Industry at a price
of 4,403.28 ISK, or 210 DKK, paid in cash for each share in Atlantic Airways,
having a nominal value of DKK 100 each, and payment will be made in cash. The
price offered equals the price paid by Atlantic Airways to the shareholders
having accepted the Offer against cash compensation. 

All shares transferred to the Ministry of Trade and Industry in accordance with
this notice must be free and clear of all charges or encumbrances of every
nature and kind whatsoever. 

Any shareholder who wishes to transfer shares to the Ministry of Trade and
Industry should request its depositary bank to arrange for an acceptance of the
transfer of the shares is submitted to: 



BankNordik P/F

Postbox 3048

Húsagøta 3

FO-110 Tórshavn

Faroe Islands



Payment of the transferred shares will be made in cash through the bank at
which the shares are held in a custody account 4 banking days after the expiry
of the aforesaid four-week period, i.e. on 20 June 2014. Enclosed is an
acceptance form that shall be used in connection with the transfer of the
shares (available in English only). Please refer to the acceptance form for
further details. 

As the redemption price equals the consideration paid to tendering shareholders
accepting cash compensation under the Offer, the redemption price is deemed
fair and equitable under applicable tender offer legislation. If, however, a
minority shareholder disagrees with the redemption price, such shareholder may,
pursuant to § 71 of the Faroese Company Act, request that the redemption price
be determined by an expert who shall be appointed by the court of the
jurisdiction of Tórshavn, Faroe Islands. The expert will determine the
redemption price in accordance with the provisions of § 67, pt. 3, of the
Faroese Companies Act. 

If the valuation made by the expert under § 67, pt. 3, and § 70, pt. 3, of the
Faroese Company Act results in a higher redemption price than the price offered
by the Ministry of Trade and Industry, such redemption price will also apply to
all other shareholders whose shares are being redeemed and who have not
requested a valuation. Any costs associated with an expert determination of the
redemption price shall be borne by the shareholder requesting such
determination, except that the court may impose the costs in whole or in part
on the Ministry of Trade and Industry if the expert determination leads to a
higher redemption price than that offered by the Ministry of Trade and
Industry. 

Minority shareholders that have not transferred their shares to the Ministry of
Trade and Industry upon expiration of the 4-week period described above will be
requested through an announcement in the it-system of Skráseting Føroya, FO-100
Tórshavn, Faroe Islands (www.skraseting.fo) to transfer their shares to the
Ministry of Trade and Industry pursuant to § 72 of the Faroese Company Act
within a period of three months. If the shareholders do not transfer their
shares prior to the expiry of the three-month period, the shares will be
effectively redeemed and will be registered in the name of the Ministry of
Trade and Industry. At the same time, the redemption amount will be deposited
by BankNordik P/F in pursuance of § 72, pt. 3, of the Faroese Company Act. 

The Board of Directors of Atlantic Airways has reviewed the notice of
redemption from the Ministry of Trade and Industry in order to prepare this
announcement. The resolved redemption is on the same terms, including the same
price, as offered by Atlantic Airways in its earlier completed Offer. In the
opinion of the Board of Directors of Atlantic Airways the general terms of the
redemption are thus in line with customary practice for the redemption of
shareholders in connection with offers on Faroe companies. 

Further information regarding the Offer is contained in the Offer Document and
the issued Fairness Opinion which is available on the Company's website,
www.atlantic.fo. In addition, a letter regarding this announcement is also sent
to shareholders listed in Atlantic Airways' share registry on 14 May 2014. 



Yours sincerely,



Niels Mortensen, Chairman of the Board of Directors

Atlantic Airways P/f



For further information please contact Niels Mortensen on tel.: +298 21 69 28

Attachments:

Atlantic Airways_Acceptance Form_140514.pdf