#Exchange Offer #Brazil #São Paulo #Senior Secured Notes #Azul S.A.

Azul Extends Exchange Offer Deadline for Senior Secured Notes

Azul S.A. has made a significant announcement regarding the extension of its exchange offer deadline for outstanding 2028 First Out Notes. The company, a leading Brazilian airline, revealed that its subsidiary, Azul Secured Finance LLP, has extended the expiration date of the exchange offer from January 15, 2025, to a new deadline of January 21, 2025, at 5:00 PM Eastern Time. This extension offers an excellent opportunity for eligible holders to participate in the exchange if they have not yet tendered their existing notes.

Details of the Exchange Offer Extension

The exchange offer involves the replacement of existing 11.930% Senior Secured First Out Notes due in 2028 with newly issued notes of the same series. This move aims to streamline the company’s debt structure while also enhancing the financial flexibility of the organization. According to the information agent, Morrow Sodali International LLC, a whopping 99.69% of the total principal amount of the current notes had already been tendered by the initial expiration deadline. Thus, the minimum criteria for the exchange offer have already been successfully met.

The extension now permits additional eligible holders ample time to participate in the exchange offer, which not only includes the redemption of old notes for new ones but also solicits the consent for proposed amendments to the existing notes indenture. Should the extension be further prolonged, Azul will notify participants of this change by 9:00 AM the following business day after the extended expiration.

Accompanying Changes to Existing Indenture

As part of the exchange offer, Azul is simultaneously soliciting consents from the holders of the existing notes. The company indicated that they have already received sufficient consents to effect the necessary amendments to the indenture related to the current notes. This dual-action strategy adds a layer of convenience for the holders, aligning with the company's goal of optimizing its capital structure.

Specific conditions, as outlined in the offering documents, must be satisfied for the consummation of the exchange. These conditions include receiving valid tenders that represent at least 66.67% of the total outstanding principal amount of existing notes prior to the extended deadline, as well as satisfying several additional requirements related to the company's convertible debentures and collateral agreements.

Future Expectations and Financial Strategy

Azul S.A. anticipates announcing the settlement date for the exchange as soon as two days before the expiration of the extended deadline, allowing participants to prepare for the implications of these financial changes. The company has laid out its clear objectives within the offering memorandum, with a desire to bolster its overall liquidity and market presence through strategic financial moves like this.

About Azul S.A.

For context, Azul S.A. is the largest airline in Brazil by number of daily departures and cities served, offering over 1,000 flights each day across 160 destinations. The airline has been recognized for its operational efficiency, being ranked as the most punctual airline in the world in 2022 by a leading aviation data analysis company. Azul continues to evolve within the competitive landscape of the airline industry, making strategic moves to both enhance operations and provide better value to its investors and stakeholders.

In conclusion, while the extension of the exchange offer allows for more holders to engage actively with Azul's financial restructuring, the underlying conditions and forward-looking strategies discussed highlight the company’s commitment to maintaining strong financial health moving into the future. The proactive steps taken during this offering demonstrate Azul's efforts to remain competitive and responsive within the ever-evolving aviation sector.