VIRGIN AUSTRALIA SUCCESSFULLY COMPLETES INSTITUTIONAL COMPONENT OF ENTITLEMENT OFFER

Institutional Entitlement Offer raised gross proceeds of $281.4m
Eligible institutional shareholders to take up 98.4% of their Entitlements
Strong support from both major shareholders and institutional shareholders

Virgin Australia Holdings Limited (Virgin Australia) today announced the successful completion of the institutional component of its pro rata accelerated non-renounceable entitlement offer (Entitlement Offer) which opened on 14 November 2013.

Under the Entitlement Offer, eligible shareholders were invited to participate pro rata to their existing holdings by subscribing for 5 new Virgin Australia ordinary shares (New Shares) for every 14 existing Virgin Australia ordinary shares held as at 7:00pm AEST on 19 November 2013 (Record Date) at a price of $0.38 per New Share (Offer Price).

The institutional component of the Entitlement Offer (Institutional Entitlement Offer) closed on 14 November 2013. New Shares in respect of institutional entitlements not subscribed for were placed into the institutional shortfall bookbuild. Under the institutional shortfall bookbuild eligible institutional shareholders were provided the opportunity to apply for additional New Shares at the offer price in excess of their Entitlement up to a maximum of 40% of their Entitlement.

The Institutional Entitlement Offer (together with the institutional shortfall bookbuild) raised gross proceeds of $281.4 million for Virgin Australia, with eligible institutional shareholders taking up 98.4% of their Entitlements. This includes the take up by Air New Zealand, Etihad Airways, Singapore Airlines and Virgin Group of their Entitlements.

Air New Zealand, Etihad Airways and Singapore Airlines have also either provided sub-underwriting of the Entitlement Offer or have committed to increase their economic exposure via cash settled derivatives.

New Shares issued pursuant to the Institutional Entitlement Offer will rank equally with existing shares of Virgin Australia. Settlement of the Institutional Entitlement Offer is scheduled for 28 November 2013 and the New Shares offered under the Institutional Entitlement Offer are expected to be issued and commence trading on the Australian Securities Exchange (ASX) on 29 November 2013.

Virgin Australia’s CEO, John Borghetti said: "We are pleased that our major and institutional shareholders have provided their support for the offer as we believe this demonstrates confidence in our strategy”.

The net proceeds of the Entitlement Offer will be used to enhance Virgin Australia’s liquidity position and for general corporate purposes.