Flybe announces exercise of over allotment

Flybe Group plc - Exercise of over-allotment option

THIS ANNOUNCEMENT IS RESTRICTED AND NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA.

Flybe Group plc announces exercise of over‑allotment option

15 December 2010

Flybe Group plc (the "Company") announces that, in connection with its initial public offering of ordinary shares (the "Global Offer"), Merrill Lynch International, as stabilising manager, on 14 December 2010 exercised the over‑allotment option in respect of 2,033,898 ordinary shares in the Company (the "Over‑allotment Shares").

The Over‑allotment Shares will be issued at the offer price of 295 pence per Over‑allotment Share (the "Offer Price"), raising additional gross proceeds for the Company of £6 million.

Including the exercise of the over‑allotment option, the total size of the Global Offer was £66 million (22,372,881 ordinary shares, in total representing approximately 30 per cent. of the 74,872,881 issued ordinary shares of the Company at Admission).

This announcement is for information purposes only and does not constitute an invitation or offer to underwrite, subscribe for or otherwise acquire or dispose of any securities of the Company in any jurisdiction. This announcement does not contain or constitute an offer of, or the solicitation of an offer to buy or subscribe for, securities to any person in Australia, Canada, Japan, or the United States or in any jurisdiction to whom or in which such offer or solicitation is unlawful. Subject to certain exceptions, the securities referred to herein may not be offered or sold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan. The offer of the securities referred to herein has not been and will not be registered under the US Securities Act of 1933, as amended (the "US Securities Act") or under the applicable securities laws of Australia, Canada or Japan.

This announcement does not contain or constitute an offer, or an invitation to purchase or subscribe for, any securities in the United States. The Ordinary Shares have not been, and will not be, registered under the US Securities Act or under the applicable securities legislation of any state of the United States and may not be offered or sold in the United States absent registration under the US Securities Act, except pursuant to an available exemption from, or in a transaction not subject to, such registration requirements. There will be no public offer of the Ordinary Shares in the United States.

Merrill Lynch International, Investec Bank plc and Execution Noble Limited, each of which is authorised and regulated in the United Kingdom by the Financial Services Authority, are acting exclusively for the Company and for no one else in connection with the Global Offer and will not regard any other person (whether or not a recipient of this document) as their respective clients in relation to the Global Offer. They will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients or for the giving of advice in relation to the Global Offer or any other matter referred to in this document.

This announcement is only addressed to and directed at persons in member states of the European Economic Area where receipt by such persons would not constitute a breach of Article 3 of the Prospectus Directive (Directive 2003/71/EC). In addition, in the United Kingdom this announcement is directed at and/or for distribution only to (i) persons who have professional experience in matters relating to investments falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (ii) high net worth entities falling within article 49(2)(a) to (d) of the Order (all such persons are referred to herein as "relevant persons"). This announcement is directed only at relevant persons. Any person who is not a relevant person should not act or rely on this announcement or any of its contents. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons.

None of Merrill Lynch International, Investec Bank plc, Execution Noble Limited or any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for/or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith.