Intl Con Airline Grp IAG Cash tender offer - 100% of Vueling Share Capital

  Intl Con Airline Grp (IAG) - Cash tender offer - 100% of Vueling Share

RNS Number : 6783Q
International Cons Airlines Group
08 November 2012

These written  materials do  not  constitute an  offer  to purchase,  sell  or 
exchange or the  solicitation of an  offer to purchase,  sell or exchange  any 
securities, nor shall there be any purchase, sale or exchange of securities or
such solicitation in  any jurisdiction  in which such  offer, solicitation  or 
sale or exchange would be unlawful prior to the registration or  qualification 
under the laws of such jurisdiction.

These written materials are not  for distribution (directly or indirectly)  in 
any jurisdiction where such distribution would be unlawful.

No money, securities or other consideration is being solicited and, if sent in
response to the information contained herein, will not be accepted.

The distribution of this document may, in some countries, be restricted by law
or regulation. Accordingly, persons who come into possession of this document
should inform themselves of  and observe these  restrictions. To the  fullest 
extent permitted  by  applicable  law,  Veloz  Holdco  SLU  and  International 
Airlines Group disclaim any responsibility  or liability for the violation  of 
such restrictions by any person.


Veloz Holdco SLU, a  wholly owned subsidiary  of International Airlines  Group 
(IAG), is to make a cash tender offer to buy 100 per cent of the share capital
of Vueling, the Spanish low cost carrier based in Barcelona.

The offer will  be launched exclusively  on the Spanish  stock markets.  Veloz 
Holdco SLU has been created as an IAG subsidiary for this transaction.

IAG's subsidiary Iberia owns 45.85 per cent of Vueling's shares currently  and 
the Iberia board has agreed not to  tender them in the offer. This means  that 
Iberia would retain their shareholding in Vueling with IAG seeking to  acquire 
the remaining 54.15 per cent.

The offer will be €7.00 per ordinary  share of Vueling with the total cost  of 
acquiring 54.15 per  cent anticipated to  be €113 million.  It will be  funded 
using internal IAG resources.

IAG  chief  executive  Willie  Walsh  said:  "With  its  leading  position  in 
Barcelona, European growth  strategy and low  cost base, Vueling  has much  to 
offer IAG. It has significantly increased capacity while remaining profitable,
despite the Spanish  economic slowdown, and  already has extensive  commercial 
arrangements with  Iberia.  We  would  plan  to  retain  the  current  Vueling 
management team.

"This would be good  news for Vueling  as there are  many advantages for  the 
airline in this deal. It will benefit from the financial strength of a  larger 
airline group, making it better able to compete with other airlines and invest
in new  customer products  and services.  The  airline will  also be  able  to 
generate some cost and revenue synergies  as part of IAG mainly through  joint 
financing and procurement.

Not for  distribution in  any jurisdiction  where such  distribution would  be 

"This acquisition  would be  positive  for Spain.  We would  retain  Vueling's 
Barcelona base and create new Spanish jobs".

Vueling would  be managed  as  a separate  operating  company with  its  chief 
executive reporting directly to the IAG chief executive.

The total consideration  of the 54.15  per cent of  the outstanding shares  is 
anticipated to be €113 million. 

The reported total assets of Vueling as at September 30 2012 were €805 million
and in the nine months to September 30 2012 it generated profits before tax of
€59 million.

An application for authorisation of the  offer, along with the prospectus  and 
other legal documents, will be submitted within the next month to  theComisión 
Nacional del Mercardo  de Valores  (CNMV). Subject to  authorisation from  the 
CNMV, the offer will be launched to Vueling's shareholders in Q1 2013 and,  if 
accepted, the deal is expected to be completed in Q2 2013.

The offer will be subject to a minimum acceptance condition of 90 per cent  of 
the voting rights of the Vueling shares not already owned by Iberia. It is not
subject to regulatory approval by the European Commission.


November 8,

For media enquiries contact the IAG press office on +44 208 564 2810

Forward-looking statements:

Certain information included in these statements is forward-looking and
involves risks and uncertainties that could cause actual results to differ
materially from those expressed or implied by the forward-looking statements.

Forward-looking statements include, without limitation, projections relating
to results of operations and financial conditions and International
Consolidated Airlines Group S.A. (the 'Group') plans and objectives for future
operations, including, without limitation, discussions of the Company's
Business Plan, expected future revenues, financing plans and expected
expenditures and divestments. All forward-looking statements in this report
are based upon information known to the Company on the date of this report.
The Company undertakes no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information, future
events or otherwise.

It is not reasonably possible to itemise all of the many factors and  specific 
events that  could  cause  the  Company's  forward-looking  statements  to  be 
incorrect or that could otherwise have a material adverse effect on the future
operations or results of an airline operating in the global economy.  Further 
information on  the primary  risks of  the business  and the  risk  management 
process of the Group is  given in the Annual  Report and Accounts 2011;  these 
documents are available on

                     This information is provided by RNS
           The company news service from the London Stock Exchange


MSCEADFPEDSAFFF -0- Nov/08/2012 13:37 GMT
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