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24 April 2025

Azul Raises R$ 1.66 Billion In Share Offering

The airline's follow-on offering aims to improve capital structure and address debt obligations.

Azul Linhas Aéreas (AZUL4) has successfully completed a significant step in its financial restructuring by raising R$ 1.66 billion through a follow-on public offering of preferred shares. The operation, finalized on the night of April 23, 2025, involved the issuance of 464,089,849 new shares, priced at R$ 3.58 each. This capital injection is crucial for the airline as it aims to enhance its capital structure and improve liquidity while also addressing its debt obligations.

The offering was strategically structured in two stages, both consisting exclusively of primary shares. The primary tranche included the issuance of 450,572,669 preferred shares, specifically aimed at converting the company’s dollar-denominated debts into equity participation. The overall goal of this financial maneuver is not just to raise new funds but also to facilitate the compulsory equitization of debt securities maturing in 2029 and 2030, which are backed by guarantees from the company.

Despite the possibility of expanding the offering by up to 155%, which could have raised as much as R$ 4.1 billion, only a portion of the additional shares was utilized due to a challenging market environment. Investor appetite has been tempered by global economic uncertainties, including trade tensions and fluctuating currency rates, particularly influenced by recent tariff policies enacted by former U.S. President Donald Trump.

In a recent announcement, Azul confirmed the issuance of 464,089,849 shares, totaling R$ 1,661,441,659.42. The company also noted that the initial number of shares offered was increased by 3%, or 13,517,180 shares, to accommodate excess demand. This adjustment demonstrates a strong interest from investors despite the prevailing market conditions.

As part of the offering, subscribers will receive a subscription bonus for each share acquired, totaling 13,517,180 bonuses. These bonuses provide the right to purchase additional shares of Azul between November 15 and December 15, 2026, which adds an attractive incentive for investors. However, it is important to note that 450,572,669 of these bonuses, linked to shares paid through financial debts, will be voluntarily canceled by their holders on the date of issuance.

The completion of this offering marks a pivotal moment for Azul, as the increase in share capital to R$ 7.13 billion will now be divided among 2,128,965,121 ordinary shares and 896,039,753 preferred shares. This restructuring is expected to significantly improve the airline's financial standing and operational flexibility.

The transaction was coordinated by UBS BB, which led the offering, alongside BTG Pactual and Citi. Their involvement underscores the importance of this financial strategy in navigating the complex landscape of the airline industry, particularly as it seeks to rebound from the challenges posed by the COVID-19 pandemic and subsequent economic disruptions.

Azul’s follow-on offering is not only a financial maneuver but also a strategic step towards stabilizing the company’s operations and preparing for future growth. The airline's management has emphasized that the funds raised will be essential in enhancing its capital structure and increasing liquidity, ultimately positioning Azul for a more robust recovery in the competitive aviation market.

Moreover, the airline's efforts to equitize part of its debts will alleviate some of the financial burdens it faces, allowing it to focus on expanding its services and improving customer satisfaction. As the aviation industry continues to evolve, Azul's proactive approach to managing its finances will be critical in ensuring its long-term viability.

In summary, the successful completion of Azul's follow-on offering represents a significant milestone in its ongoing financial restructuring efforts. With a solid plan in place and strong investor interest, the airline is poised to navigate the challenges ahead and emerge stronger in the post-pandemic landscape.