Azul Stock Price, News & Analysis

Azul Brazilian Airlines (B3:AZUL4, NYSE: AZUL) has submitted its annual Form 20-F report for fiscal year 2024 to the U.S. Securities and Exchange Commission (SEC) on April 28, 2025.

The comprehensive financial report is now accessible through multiple channels:

• SEC's official website (www.sec.gov)
• Azul's Investor Relations website (ri.voeazul.com.br)

Shareholders and American depositary shares holders can request the document directly from Azul's Investor Relations department. This mandatory filing ensures transparency and compliance with U.S. securities regulations for foreign companies listed on U.S. exchanges.

Azul, Brazil's largest airline by destinations and daily flights, has successfully completed negotiations with bondholders, lessors, and OEMs, resulting in the elimination of US$ 2.1 billion in debt and financial obligations. The restructuring process, initiated in 2024, includes converting US$ 557 million of instruments into 94 million preferred AZUL4 shares and converting over US$ 785 million of financial debt maturing in 2029-2030.

The company secured a US$ 525 million capital injection and strengthened its cash flow by more than US$ 300 million through 2027. Despite challenges including Brazilian real devaluation, high fuel costs, and supply chain issues, Azul achieved amicable agreements with all partners. The restructuring will deleverage Azul by approximately 1.4x on a pro-forma basis using 3Q 2024 figures. The company plans to add 15 new Embraer E2s to its fleet throughout the year.

Azul announces the completion of its exchange offer for 11.930% Senior Secured First Out Notes due 2028. The exchange offer, which expired on January 21, 2025, achieved a 99.69% participation rate of the total outstanding principal amount, successfully meeting the minimum exchange condition of 66.67%.

The completion is subject to several conditions, including the issuance of at least US$500,000,000 in Superpriority Notes and the consummation of Second Out Notes Exchange Offers. The company has received sufficient consents to implement proposed amendments to the existing notes terms.

The new notes will maintain the same 11.930% interest rate, with an interest commencement date of November 28, 2024. The settlement date will be announced soon, at which time Azul will accept and settle all validly tendered existing notes for the Total Early Consideration.

Azul announces the completion of its exchange offers for its 2029 and 2030 Senior Secured Second Out Notes. The exchange offers, which expired on January 21, 2025, achieved significant participation rates: 98.02% of 2029 Notes and 94.51% of 2030 Notes were validly tendered, representing 95.55% of total outstanding notes.

The exchange offers exceeded the minimum requirement of 66.67% participation per series and 95% aggregate participation. The settlement will provide new notes with identical interest rates: 11.500% for 2029 Notes and 10.875% for 2030 Notes. Accrued interest will be paid in additional principal amount of New Notes rather than cash.

The completion remains subject to conditions including the issuance of at least $500 million in Superpriority Notes and the successful completion of the First Out Notes Exchange Offer.

Azul has extended its exchange offer deadline for its 11.930% Senior Secured First Out Notes due 2028 from January 15, 2025, to January 21, 2025, at 5:00 p.m., New York City time. As of the original deadline, 99.69% of the outstanding notes had been validly tendered, satisfying the minimum exchange condition of 66.67%.

The withdrawal deadline expired on January 7, 2025, and holders can no longer withdraw tendered notes. The exchange offer is subject to several conditions, including the issuance of at least $500 million in Superpriority Notes and the completion of Second Out Notes Exchange Offers. The Second Out Notes Exchange Offers have achieved 95.48% participation, meeting the required 95% threshold.

Eligible holders who participated by the Early Participation Deadline will receive the Total Early Exchange Consideration. The company has also received sufficient consents to implement proposed amendments to the Existing Notes Indenture.

Azul S.A. announced the extension of its exchange offers deadline from January 15, 2025, to January 21, 2025, 5:00 p.m. NYC time. The exchange offers involve the company's 11.500% Senior Secured Second Out Notes due 2029 and 10.875% Senior Secured Second Out Notes due 2030.

As of the original deadline, 98.02% of 2029 Notes and 94.42% of 2030 Notes were validly tendered, representing 95.48% of total outstanding notes, successfully meeting the minimum 95% exchange condition. The withdrawal deadline expired on January 7, 2025, and holders can no longer withdraw tendered notes.

The exchange offers are subject to conditions including amendments to convertible debentures, issuance of at least $500 million in Superpriority Notes, and completion of First Out Notes Exchange Offer. The First Out Notes Exchange has achieved 99.69% participation, exceeding the required 66.67% threshold.

Azul and Abra (majority investor of Gol and Avianca) have signed a non-binding Memorandum of Understanding (MoU) to combine their businesses in Brazil. The intended merger between Azul and Gol aims to strengthen Brazil's aviation sector globally, with the companies having approximately 90% complementary and non-overlapping routes.

While maintaining separate operating certificates and brands, the combination seeks to expand destinations, routes, connectivity, and services. The merger would serve more than 200 cities in Brazil, potentially increasing domestic and international flight offerings. The agreement includes governance and capital structure arrangements, with net leverage of the combined entity expected to be comparable to Gol's leverage post-reorganization.

The transaction's completion depends on various factors, including economic terms agreement, due diligence, definitive agreements, regulatory approvals, and the consummation of Gol's Chapter 11 reorganization plan.

Azul announced early participation results for its exchange offers of existing 2029 and 2030 Second Out Notes. As of January 7, 2025, 97.8% of 2029 Notes and 94.4% of 2030 Notes were validly tendered, representing 95.4% of total outstanding principal amount for both series combined.

The Minimum Exchange Condition requiring 95% participation has been satisfied. The withdrawal deadline expired on January 7, 2025, and holders can no longer withdraw tendered notes. The company amended the terms to offer the Total Early Exchange Consideration to holders who tender after the Early Participation Deadline but before the January 15, 2025 Expiration Deadline.

Settlement is expected on January 22, 2025. The exchange offers are subject to conditions including the issuance of at least $500 million in Superpriority Notes and the First Out Notes Exchange Offer, which has achieved 99.6% participation.