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Azul S.A. reports a sharp turnaround for the nine-month period ended September 30, 2025, posting net profit of R$1,755.2 million versus a net loss of R$4,738.7 million a year earlier. Total revenues grew 15.0% to R$16,073.8 million, led by a 14.7% increase in passenger revenue and higher international capacity.
Operating profit slipped to R$2,118.3 million from R$2,269.1 million as operating expenses rose 19.2%, driven by airport fees, other expenses and higher depreciation. The earnings swing was mainly due to financial results, including a foreign exchange gain of R$5,448.6 million and stronger derivative gains.
Liquidity remains tight. Total cash was R$1,765.5 million versus R$2,322.4 million at December 31, 2024, with net cash used in operating activities of R$1,458.4 million. Loans and financing rose to R$20,326.0 million, lease liabilities to R$16,989.3 million, and the company is operating under Chapter 11 protection while servicing high foreign-currency debt.
Azul S.A. presents an updated business plan that continues to project emergence from Chapter 11 as a healthier airline, with less overall debt, lower lease liabilities and aircraft lease payments, and considerably lower leverage. The plan incorporates agreements with OEMs that improve the fleet delivery schedule, better commercial terms with local banks, actual results through November 2025, and the settlement with the Unsecured Creditors Committee, and it continues to estimate pro forma net leverage of 2.5x at emergence.
The company also secured an incremental US$100 million investment from certain creditors and stakeholders, which, together with a firm subscription commitment of US$650 million and US$200 million from strategic investors, increases planned investments for emergence from US$850 million to US$950 million. Azul outlines an alternative stakeholder-backed structure using instruments such as warrants to allow emergence before regulatory approvals for strategic equity investments, with such warrants exercisable only after approvals, and reports that implementation of Chapter 11 plan steps is advancing in line with the expected timeline.
Azul S.A. reports that its board of directors approved a primary public equity offering in Brazil of 723,861,340,715 new common shares and 723,861,340,715 new preferred shares. The shares are priced at R$ 0.00013527 per common share and R$ 0.01014509 per preferred share, for total gross proceeds of R$ 7,441,550,992.27.
The transaction is an integral part of Azul’s restructuring plan under Chapter 11 of the U.S. Bankruptcy Code and is intended to capitalize certain company indebtedness, including mandatory equitization of senior secured notes, through the issuance of equity. Existing shareholders in Brazil were granted priority rights to subscribe on a pro rata basis, while ADR holders are excluded from the priority offer and may only participate directly in Brazilian shares if they qualify as professional investors.
The shares, ADRs and subscription warrants related to this transaction are being offered in Brazil and privately placed outside Brazil under exemptions from U.S. registration, and are not registered under the U.S. Securities Act or other U.S. securities laws.