Not for distribution in the United States
As previously stated, BAA intends to effect a refinancing by which it will implement a financial structure consistent with those successfully employed by other UK regulated businesses. BAA intends to initiate the implementation of the refinancing which includes a migration of its non-convertible bonds denominated in both Sterling and Euros (the BAA Bonds) into an investment grade, ring-fenced, bond- and bank-based structure, backed by the designated assets of the group (the three London airports and Heathrow Express) by the end of the second quarter of this year and to complete the refinancing early in the third quarter. As part of the refinancing, shareholders have agreed to inject £400m into the Group. BAA has not yet finalised certain aspects of its refinancing plans, including completion of the rating process and obtaining sufficient commitments from the banks asked to participate in certain bank facilities referred to in the press release dated 8 April 2008. Whilst BAA hopes to be in a position to commence consultations with holders of BAA Bonds through the auspices of the Association of British Insurers (the "ABI") in the coming weeks once these aspects have been finalised, BAA may not ultimately be in such a position owing to continuing challenging market conditions. However, recognising the time required to undertake a holder enquiry through the ABI and form a Special Committee, possibly including non-ABI members, BAA has today requested the ABI to identify which of its members hold various BAA Bonds by conducting a holder enquiry. If and when BAA is in a position to commence consultations with bondholders, BAA will make a further announcement at that time. Any holders of the BAA Bonds who are not members of the ABI and who wish to record their presence with BAA are invited to do so by contacting BAA, Citi, RBS or the ABI using the details below.