Malaysian Airline System Berhad ( MAS )

Malaysian Airline System Berhad ( MAS )

Malaysian Airline System Berhad (“MAS”)

Buyback acquisition of 10 Used B737-400 from Bank of Utah (“Seller”) by MAS (“Proposed Acquisition”)

1.0INTRODUCTION

The Board of Directors of MAS (“Board”) wishes to announce that MAS had on 27th November 2012 entered into Aircraft Sale Agreement (“Contract”) with the Seller for buyback acquisition of 10 used B737-400 aircraft.

2.0 DETAILS OF THE ACQUISITION

2.1Proposed Acquisition

Pursuant to separate aircraft lease agreements, MAS is currently leasing and operating the 10 used B737-400 aircraft from individual lessors with whom the Seller has in place separate trust agreements and aircraft head lease agreements. These aircraft are scheduled to be returned (“End of Lease”) in 2012. However, due to high maintenance costs to re-deliver these aircraft in order to meet re-delivery conditions coupled with MAS’ network requirement to support domestic routes while waiting for new B737-800 deliveries from Boeing, MAS has decided to buyback these leased aircraft directly from the Seller. The agreed purchase price for each aircraft is USD$6.4 million. These aircraft will be utilised until the end 2014 and will be disposed thereafter.

2.2Details of Seller

BANK OF UTAH is a Utah corporation, acting not in its individual capacity but solely as Owner Trustee with its address at 200 E. South Temple, Suite 210, Salt Lake City, UT 84111. It is a party to a separate trust agreements with each Seller Owner Participant, with respect to each Aircraft, pursuant to which the Seller holds legal title to each Aircraft.

2.3Basis of Purchase Consideration

The purchase consideration for the Proposed Acquisition was arrived at after taking into account the market price of the current condition of the aircraft.

2.4Salient terms of the Contract

Pursuant to the Contract, the Seller has agreed to sell and MAS has agreed to purchase 10 used B737-400 at the purchase price of USD$6.4 million per aircraft, on “as is where is” condition.

Simultaneous with the delivery of an aircraft under the Contract (i) MAS and the applicable lessor shall enter into a Lease Termination relating to such aircraft, which will serve to terminate the applicable lease (subject to survival of those provisions which, by their terms, survive such termination) and (ii) the Seller and the applicable lessor shall terminate the applicable Head Lease, in each case, effective upon consummation of such delivery.

The Seller and MAS shall in good faith use commercially reasonable efforts to finalize the sale and purchase of the aircraft as contemplated in the Contract as soon as reasonably practicable and in any event, within thirty (30) Business Days of the date of the Contract (or such other date as mutually agreed in writing by the parties) (the “Final Delivery Date”).

3.0 EFFECTS OF THE PROPOSED ACQUISITION

3.1 Capital Expenditure

A total of USD$64 million capital expenditures are needed to complete this 10 used B737-400 buyback acquisition. This investment amount will be depreciated until the end of 2014.

3.2 Net Assets and gearing

The Proposed Acquisition will not have any significant effect on the net asset and gearing.

3.3 Average fleet age

MAS is progressively taking delivery of new B737-800, A330-300 Enhanced and A380-500 from aircraft manufacturers, thereby reducing the average fleet age. With the Proposed Acquisition, MAS’ average fleet age will not be drastically reduced until the end of 2014.

3.4 Share Capital and substantial shareholdings’ shareholding

The Proposed Acquisition will not have any effect on the share capital and substantial shareholders’ shareholdings of MAS as the Proposed Acquisition does not involve any issuance of share.

4.0 RISK FACTOR

MAS is not aware of any risk factors arising from the Proposed Acquisition other than the global economic risks.

5.0 APPROVALS REQUIRED

This Proposed Acquisition is not subject to the approval of the shareholders of MAS and any other government authorities’ approval.

6.0 DIRECTORS AND MAJOR SHAREHOLDERS’ INTEREST

The Directors and major shareholders of MAS and persons connected to the Directors and major shareholders do not have any interest, whether direct or indirect in the Proposed Acquisition.

7.0 ESTIMATED TIMEFRAME OF COMPLETION

Barring unforeseen circumstances, the Proposed Acquisition is expected to be completed by the Final Delivery Date.

This announcement is dated 27 November 2012.