Transactions Valued At Approximately $110 Million

Southern Air Holdings Inc. announced today it has entered into a definitive agreement to be acquired by Atlas Air Worldwide Holdings, Inc. in an all-cash, debt-free transaction valued at approximately $110 million. The transaction is subject to customary closing conditions and approval by the U.S. Department of Transportation, and is expected to close in the next few months.

The transaction includes Worldwide Air Logistics Group, Inc. and its two operating subsidiaries, Southern Air, Inc. and Florida West International Airways, Inc. Southern Air will continue to operate in Florence, Kentucky and Florida West will continue to operate in Miami, upon closing of the transaction as subsidiaries of Atlas Air Worldwide.

Atlas Air Worldwide is the parent company of Atlas Air, Inc., Titan Aviation Holdings, Inc. and is the majority shareholder of Polar Air Cargo Worldwide, Inc. Through Atlas and Polar, Atlas Air Worldwide operates the world’s largest fleet of Boeing 747 freighter aircraft.

Atlas and its subsidiaries offer a range of outsourced aircraft and aviation operating services that include ACMI and CMI services; express network and airport-to-airport cargo service; cargo and passenger charters; and dry leasing of aircraft and engines.

“By joining the Atlas Air family of companies, Southern Air Holdings will now have a strong and viable parent to enable us to continue to grow,” said Daniel J. McHugh, Chief Executive Officer of Southern Air Holdings. “We share the same commitment to providing superior customer service via our exceptional team of aviation professionals.”

Southern Air Holdings Inc. is located at the Cincinnati/Northern Kentucky International Airport (CVG), which is also a hub for DHL Express, the leading global brand in the logistics industry and Southern Air’s primary customer. Southern currently operates five Boeing 777-200Fs and five 737-400Fs under agreements with DHL Express. Florida West, based in Miami, Florida, operates scheduled and charter services using three Boeing 767-300F aircraft for LAN Cargo.

“The addition of Southern Air Holdings and its highly complementary 777 and 737 aircraft operations will enhance Atlas Air Worldwide’s position as a leading global provider of outsourced aircraft and aviation operating services,” said William J. Flynn, President and Chief Executive Officer of Atlas Air Worldwide. “The result will be a more diversified and profitable company offering customers access to the widest range of modern, efficient aircraft, together with a broader mix of services and a greater scale and global footprint.”

(Source: Southern Air Holdings news release)

FMI: www.southernair.com