Cimber Sterling has entered into a non-binding term sheet in the process towards ensuring a long- term strengthening of its capital base and strategic market position.

As communicated in announcement no. 40 dated 17 May 2011, the Board of Directors of Cimber Sterling has launched a process aiming to ensure a long-term strengthening of the capital base and strategic market posi- tion of the company.

Cimber Sterling has had discussions with a number of potential investors (industrial as well as financial) and these discussions have resulted in a non-binding term-sheet with Mansvell Enterprises Ltd (“Mansvell”) in respect of a possible capital injection in the form of a directed issue of shares towards Mansvell. The decision by the Board of Directors to enter into the term sheet is based on the assessment that at this stage an agreement with this investor on an overall basis is deemed to be the most favourable solution for Cimber Sterling’s business and shareholders going forward.

Subject to certain terms and conditions the term sheet has been entered into as the first formalised step to- wards negotiating a binding subscription agreement under which the investor commits to subscribe for shares in Cimber Sterling against a cash contribution in the amount of approximately DKK 165 mio.

The main terms of a possible subscription for shares by the investor will be based on 110,000,000 shares of a nominal value of DKK 1.00 each at a subscription price of DKK 1.50. The closing price of 26 May 2011 (the day prior to the rumours in the Danish media in respect of the investor’s potential interest in Cimber Sterling) was DKK 1.45.

The term sheet and the execution of a subscription agreement are subject to a number of conditions, includ- ing inter alia completion of a confirmatory due diligence by the investor, obtaining approval of the investor by the Danish Transport Authority, merger control approval in relevant jurisdictions as well as approval of the capital increase by the shareholders of Cimber Sterling at a general meeting.

The aim is to conclude a subscription agreement by end of June 2011 with an intention to obtain the neces- sary approval from the general meeting by end of July 2011.

If the conditions of the term sheet and subsequently the subscription agreement are met and the directed issue is completed, the investor will become a new majority shareholder in Cimber Sterling with an ownership of approximately 66.7%.

Besides significantly strengthening the capital base of Cimber Sterling, the new majority shareholder may contribute to develop Cimber Sterling in the role as an important airline operator in the Danish domestic mar- ket and in the regional Nordic market. It is the ambition of the investor that as many of Cimber Sterling’s exist- ing shareholders remain shareholders in the company going forward and to maintain the listing of Cimber Sterling on NASDAQ OMX Copenhagen.

Mansvell is the same investor that has acquired Swedish regional airline Avia Express Sweden AB (Sky- ways), which in turn has recently acquired another Swedish regional airline – City Airline AB and with an investment in Cimber Sterling, Mansvell will conclude a significant step towards its ambition of creating a leading regional Nordic airline.