EANS-Adhoc: Issue of new 11.5% bond - buyback offer for 1.5% 2007 Convertible Bonds - preliminary results for third quarter of 2011

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ad-hoc disclosure pursuant to section 15 of the WpHG transmitted by euro
adhoc with the aim of a Europe-wide distribution. The issuer is solely
responsible for the content of this announcement.
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25.10.2011

Ad hoc Notification Pursuant to § 15 of the German Securities Trading
Act (WpHG)

London, 25 October 2011 - Air Berlin PLC intends to issue new bonds
in an initial aggregate principal amount of up to EUR 100 million
which may be increased by up to EUR 50 million. The bonds denominated
into units with a nominal value of EUR 1,000 will have a coupon of
11.5%. The bonds will be issued at 100% of their principal amount and
will be redeemed at 100% of their principal amount on 1 November
2014, subject to prior early redemption. Subject to an early closure,
the subscription period will run from 26 October through 28 October
2011. The issue date for the bonds is expected to be on or about 1
November 2011. Air Berlin PLC intends to include the bonds for
trading in the Bondm trading segment of the open market (Freiverkehr)
of the Baden-Württemberg Stock Exchange in Stuttgart and in the Open
Market (Freiverkehr) of the Frankfurt Stock Exchange and to list the
bonds on the Main Securities Market of the Irish Stock Exchange by
the issue date. The bonds have been assigned the following
international security identification number: ISIN DE000AB100C2. Air
Berlin PLC intends to use the net proceeds from the sale of the bonds
to refinance its existing indebtedness. quirin bank AG is the Lead
Manager of the bond issue.

Following the successful placement of the 11.5% bond Air Berlin PLC
intends to invite holders of the 1.5% Convertible Bonds issued by Air
Berlin Finance B.V. in 2007 (ISIN DE000A0NQ9H6) to offer to Air
Berlin PLC the sale of their outstanding Convertible Bonds. The 1.5%
Convertible Bonds due in 2027 were originally issued with an
aggregate principal amount of EUR 220 million of which EUR 136
million are still outstanding. The invitation shall be subject to
customary exclusions and receipt of the proceeds from the issuance of
the new 11.5% bonds. The offer price for an individual Convertible
Bond in a nominal amount of EUR 100,000 shall be EUR 99,000 plus
outstanding interest. Morgan Stanley Bank AG is mandated to act as
exclusive Dealer Manager and Tender Agent.

In connection with the above-mentioned transactions Air Berlin PLC
publishes the preliminary results for the third quarter of 2011:

Air Berlin PLC group's revenue increased by 10.8% in quarterly
comparison from Q3 2010 to Q3 2011 from EUR 1,241.2 million to EUR
1,375.5 million. EBITDAR decreased from EUR 336.4 million to EUR
269.3 million in the third quarter of 2011. The operating result
(EBIT) decreased from EUR 171.7 million to EUR 96.8 million, whereas
in the previous year positive one-time gains in the amount of EUR
26.8 million were recorded. This disparity is in particular
attributable to the air travel tax which was introduced on 1 January
2011 and the continuing high oil prices. Due to the increased costs
also the operating expenses increased by 16.8% from EUR 1,095.8
million in the third quarter of 2010 to EUR 1,280.3 million in the
third quarter of 2011.

On 17 November 2011, Air Berlin PLC will publish detailed information
on the third quarter/nine-month results as well as the complete
interim report as of 30 September 2011. This information will be
available on the internet at ir.airberlin.com as from 8:00am (CET).

Air Berlin PLC The Hour House 32 High Street Rickmansworth WD3 1ER
Hertford-shire Great Britain ISIN GB00B128C026, WKN AB1000, (Share)
on the Frankfurt Stock Exchange (Regulated Market, Prime Standard)
ISIN DE000A0NQ9H6 (Convertible Bond 2007) Euro MTF Market on the
Luxembourg Stock Exchange ISIN DE000A1ALH01 (Convertible Bond 2009)
Open Market on the Frankfurt Stock Exchange ISIN DE000AB100A6 (Bond
2010) and ISIN DE000AB100B4 (Bond 2011) each of both segment Bondm of
the open market on the Stuttgart Stock Exchange and Main Securities
Market on the Irish Stock Exchange.

Not for release, publication or distribution in the United States,
Canada, Australia and Japan and in any other jurisdiction in which
offers or sales of securities of Air Berlin PLC (the "Securities")
are prohibited by applicable law. This document does not constitute
an offer to sell or a solicitation of an offer to purchase securities
of Air Berlin PLC. The Securities may not be offered or sold in the
United States under the U.S. Securities Act of 1933, as amended,
absent registration or an exemption from registration. No public
offering of Securities will be made in the United States. This
document is not for general publication, release or distribution in
the United Kingdom and may only be distributed in the United Kingdom
to persons who (i) are investment professionals falling within
article 19 (5) of the U.K. Financial Services and Markets Act 2000
(Financial Promotion) Order 2005, in its current version (the
"Order"), or (ii) are high net worth entities or other persons to
whom it may lawfully be communicated falling within article 49 (2)
(a) to (d) of the Order (all such persons will be termed "Relevant
Persons" below). Anyone in the United Kingdom who is not a Relevant
Person may not act on the basis of this press release or its contents
or rely thereon. Any investment or investment activity to which this
press release refers is only available to Relevant Persons and is
only carried out with Relevant Persons.

Further inquiry note:
Ingolf Hegner
Head of Investor Relations
+49 (0)30 3434 1590
ihegner@airberlin.com

end of announcement euro adhoc
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issuer: Air Berlin PLC & Co. Luftverkehrs KG
The Hour House, High Street 32
UK-WD3 1ER Rickmansworth, Herts
phone: +49 (0)30 3434 1500
FAX: +49 (0)30/3434-1049
mail: abpresse@airberlin.com
WWW: http://www.airberlin.com
sector: Air Transport
ISIN: GB00B128C026
indexes: SDAX, Classic All Share, Prime All Share
stockmarkets: regulated dealing/prime standard: Frankfurt, free trade: Berlin,
Hamburg, Stuttgart, Düsseldorf, München
language: English