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Silverjet plc News

8.4 Million pounds Sterling Loan Facility and Proposed 4.3 Million pounds Subscription

NEW YORK and LONDON, May 4 PRNewswire — Silverjet plc, the British exclusively business class airline, today announces that on 2 May 2008 it entered into both a Subscription Agreement and a Loan Facility Agreement with Viceroy Holdings LLC which is affiliated with Viceroy Fund, an international luxury development fund based in the USA and UAE, details of which are set out below.

Lawrence Hunt, Chief Executive of Silverjet said:

"I am delighted to confirm that following the announcement on 30 April concerning the Memorandum of Understanding, Silverjet has now entered into a binding conditional agreement and secured the commitment of a high quality, long-term strategic investor. Viceroy is committed to the development and expansion of Silverjet, and proposes to inject further capital to develop the Silverjet proposition.

"This investment means that Silverjet is now well placed, both financially and strategically, to exploit the opportunities which exist in the airline and all business class market — a market which we now dominate."

For further information, please contact: Silverjet Greg Maliczyszyn (646) 761-1061 gregmaliczyszyn@flysilverjet.com Kwittken & Company Kailyn Derck (917) 710-3478 kderck@kwitco.com

Introduction

On 30 April 2008, Silverjet announced that it had entered into a memorandum of understanding with an investor which provided, inter alia, that the investor would initially directly invest US $25.0 million (12.6 million pounds) to assist in financing the ongoing development of Silverjet.

Silverjet announces today that on 2 May 2008 it entered into both a Subscription Agreement and a Loan Facility Agreement with Viceroy, an international luxury development fund based in the UAE and USA that has been investing in the United States since 1997 and elsewhere since 2005.

Under the Loan Facility Agreement, Silverjet Aviation, a wholly owned subsidiary of Silverjet, has been granted a facility to borrow up to approximately 8.4 million pounds. Under the Subscription Agreement, which is conditional, inter alia, upon Shareholder approval, Silverjet proposes to issue 25,061,728 Subscription Shares at 17 pence per share to Viceroy, to raise gross proceeds of approximately 4.3 million pounds.

A letter from the Chairman of Silverjet, together with a notice convening an Extraordinary General Meeting of the Company to approve the issue of the Subscription Shares in connection with the Subscription, will be posted to Shareholders shortly.

Details of the Loan Facility

Under the Loan Facility, Viceroy has provided to Silverjet Aviation a total facility of up to approximately 8.4 million pounds. Drawings under the facility will attract interest at LIBOR plus 2 per cent and be repayable in May 2011.

Details of the Subscription

Under the conditional Subscription Agreement, Silverjet proposes to raise approximately 4.3 million pounds (gross) through the issue to Viceroy of 25,061,728 Subscription Shares at 17 pence per share. The Subscription Shares would represent approximately 28.0 per cent of the enlarged issued share capital of the Company following the Subscription.

The Subscription Agreement is conditional upon: (i) the approval of (a) the Civil Aviation Authority, (b) TFB (under the terms of the Convertible Loan), and (c) Shareholders; and (ii) Admission.

The approval of the Subscription Agreement by Shareholders is required pursuant to both the Companies Acts and Rule 21 of the Takeover Code as referred to below in the section entitled "Offer period".

Directorate

On Admission, Viceroy will appoint two non-executive directors to the Board of the Company.

Further intended investment by Viceroy

The MOU also sets out the intention of Viceroy to participate and to invest, either directly in Silverjet or otherwise, up to a further US$75.0 million (38.0 million pounds) in the ongoing development of Silverjet and in the international rollout of the Silverjet brand and concept into new markets within the Middle East, the Far East and Africa, using the Middle East as a regional hub.

Negotiations concerning this further investment and the strategy for the rollout of the Silverjet brand and concept are continuing, details of which will be announced in due course. This announcement will also address how the rollout will be organised in conjunction with Silverjet's own operations, and also Silverjet's intentions concerning the two Boeing 767ER aircraft which it has agreed to acquire from ThomsonFly.

Reasons for the Loan Facility and Subscription and use of proceeds

On 30 April 2008, Silverjet announced that, following recent material increases in fuel prices and tightening of credit conditions in the airline industry, its working capital had deteriorated and its working capital reserves were limited.

Against this background, the Directors believe that the Subscription and Loan Facility announced today will provide Silverjet with the necessary finance to restore its working capital and enable it to continue to develop its business.

Current trading and prospects

Notwithstanding the impact of tougher economic conditions and the increasingly challenging environment for airlines, and in particular Silverjet following recent publicity concerning the business class only airline model, Silverjet has enjoyed strong growth in Revenue Seats which amounted to 10,594 in April 2008, an increase of over 50% compared to October 2007. It has also since December 2007, the first month throughout which three services were operated, experienced an upward trend in Revenue Load Factor.

The increase in Revenue Seats and Revenue Load Factor since January 2007 has, following the January promotional sale, been achieved in conjunction with increasing yields, which reached an average fare across both routes of approximately 550 pounds per sector (excluding taxes) in April 2008.

Forward bookings are particularly strong as a result of which the Board anticipates that Revenue Seats, Revenue Load Factor and yield will all show further improvement in May.

The Board therefore continues to have every confidence in Silverjet's prospects and expects that it will experience an increase in customer confidence following completion of the Subscription.

Offer period

On 10 April 2008, Silverjet announced that it was in discussions which may or may not lead to an offer for the issued share capital of the Company. Silverjet continues to be in an "offer period" as defined in the Takeover Code, however no firm proposals have been submitted to the Company to date.

Rule 21.1 of the Takeover Code requires, inter alia, that where the board of a company has reason to believe that a bona fide offer might be imminent, the board must not, without the consent of shareholders in general meeting, issue any authorised but unissued shares.

Accordingly, the Subscription Agreement requires the consent of Shareholders pursuant to this Rule.

General

This Announcement is not an offer to sell or issue or the solicitation of an offer to buy or subscribe for Subscription Shares in any jurisdiction in which such an offer or solicitation is unlawful, and, in particular, is not for publication or distribution into the United States, Canada, Japan, Australia or South Africa or in any other jurisdiction where such publication or distribution is unlawful unless permitted pursuant to an exemption under the relevant local law. The Subscription Shares have not been, nor will be, registered in the United States under the United States Securities Act of 1933, as amended (the "Securities Act") or under the securities laws of any state or other jurisdiction of the United States or the laws of Canada, Japan, Australia or South Africa. Accordingly, subject to certain exceptions, they may not be offered, or sold, directly or indirectly, within the United States, Canada, Australia, Japan or South Africa or to, or for the account of, any person in, or any national, citizen or resident of, the United States, Canada, Australia, Japan or South Africa. The distribution of this Announcement outside the United Kingdom may be restricted by law and therefore persons outside the United Kingdom into whose possession this Announcement comes, should inform themselves about and observe any restrictions as to the Subscription, the Subscription Shares or the distribution of this Announcement. In particular, persons receiving this Announcement (including, without limitation, custodians, nominees and trustees) must not distribute, mail, send or otherwise transmit it in, into or from the United States, or use the United States mails, directly or indirectly, in connection with the Subscription, and so doing may invalidate any related purported application for Subscription Shares.

Arden Partners, which is regulated and authorised in the United Kingdom by the Financial Services Authority, is acting exclusively for the Company as nominated adviser and broker for the purpose of the AIM Rules for Nominated Advisers and the AIM Rules for Companies. Arden Partners is not acting for any other person and will not be responsible to any other person for providing the protections afforded to clients of Arden Partners, or for advising any other person in connection with the Subscription. The responsibilities of Arden Partners, as nominated adviser, are owed solely to the London Stock Exchange and not to the Company or to any Director or to any other person in respect of any decision to acquire Subscription Shares in reliance on any part of this document.

Definitions

The following definitions apply throughout the announcement unless the context requires otherwise:

\"Admission\" admission of the Subscription Shares to trading on AIM and such admission becoming effective in accordance with Rule 6 of the AIM Rules \"AIM\" AIM, a market of the London Stock Exchange \"AIM Rules for the rules for AIM companies issued by the London Companies\" Stock Exchange (as amended from time to time) \"AIM Rules for the rules for nominated advisers issued by the Nominated Advisers\" London Stock Exchange (as amended from time to time) \"Arden Partners\" Arden Partners plc \"CAA\" the Civil Aviation Authority \"Companies Acts\" the UK Companies Acts 1985, or to the extent adopted, the Companies Act 2006 \"Convertible Loan\" the convertible loan dated 22 November 2007 between the Company and TFB \"CREST\" the electronic settlement system operated by Euroclear UK & Ireland Limited, which facilitates the transfer of title to securities in uncertificated form \"Directors\" or \"Board\" the directors of the Company \"Existing Ordinary the 64,444,444 Ordinary Shares in issue at the Shares\" date of this document, all of which are admitted to trading on AIM \"Extraordinary General the extraordinary general meeting of the Company Meeting\" or \"EGM\" to be held at 10.00 am on 30 May 2008, notice of which is set out at the end of this document \"Financial Services the Financial Services Authority of the United Authority\" Kingdom \"Flyjet\" Flyjet Limited (now Silverjet Air Operations) \"Form of Proxy\" the form of proxy for use at the EGM, enclosed with this document \"Loan Facility\" the 8.4 million pounds loan facility provided under the Loan Facility Agreement \"Loan Facility the loan facility agreement dated 2 May 2008 Agreement\" entered into between Silverjet Aviation and Viceroy \"London Stock London Stock Exchange plc Exchange\" \"Notice of EGM\" a notice convening the EGM set out at the end of this document \"Ordinary Shares\" ordinary shares of 1 penny each in the capital of the Company \"Resolutions\" the resolutions set out in the Notice of EGM \"Revenue Load Factor\" the number of Revenue Seats as a proportion of available seats \"Revenue Seats\" the aggregate of seats which generate revenue and paying passengers on non-refundable tickets who have not flown \"Shareholders\" holders of Ordinary Shares \"Silverjet\" or Silverjet plc \"Company\" \"Silverjet Air Silverjet Air Operations Limited (previously Operations\" Flyjet), a wholly owned subsidiary of Silverjet \"Silverjet Aviation\" Silverjet Aviation Limited, a wholly owned subsidiary of Silverjet \"Silverjet Group\" or the Company and its subsidiaries \"Group\" \"Subscription\" the proposed subscription of the Subscription Shares pursuant to the Subscription Agreement \"Subscription Shares\" the 25,061,728 new Ordinary Shares proposed to be issued by the Company at 17 pence per share pursuant to the Subscription Agreement \"Takeover Code\" the City Code on Takeovers and Mergers issued by the Takeover Panel \"TFB\" TFB (Mortgages) Limited, a Reuben brothers company \"ThomsonFly\" ThomsonFly Limited \"UK\" the United Kingdom of Great Britain and Northern Ireland \"United States\" or the United States of America, its territories and \"US\" possessions, any State of the United States and the District of Columbia \"Viceroy\" The Viceroy Holdings LLC, a company registered in the island of Nevis

SOURCE Silverjet plc

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