Azul wins court nod to solicit votes, secures $650M backstop
Rhea-AI Filing Summary
Azul S.A. reported progress in its Chapter 11 process after the U.S. Bankruptcy Court for the Southern District of New York approved its disclosure statement, allowing the Company to begin soliciting votes on its plan of reorganization. The Court also approved a Backstop Commitment Agreement under which certain parties have committed to provide US$650 million to support the Company’s planned capitalization.
Revised versions of the plan, disclosure statement, and the backstop agreement are available via the case website. Azul stated it will continue to inform stakeholders of material developments in accordance with applicable laws and regulations.
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Insights
Court approvals advance Azul’s Chapter 11, with a US$650M backstop.
The approval of the disclosure statement lets Azul solicit votes on its reorganization plan, a key procedural step that precedes confirmation. Separately, the court approved a Backstop Commitment Agreement, under which certain parties committed US$650 million to support planned capitalization.
The backstop is a commitment, not funding today, and its utility depends on the plan’s confirmation and closing mechanics defined in the court‑approved documents. The filing does not detail final terms or timing beyond these approvals.
Next steps hinge on the plan solicitation and subsequent confirmation hearing. Subsequent filings may provide specific dates and conditions tied to the capitalization supported by the US$650 million commitment.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of November, 2025
Commission File Number: 001-38049
Azul S.A.
(Name of Registrant)
Edifício Jatobá, 8th floor, Castelo Branco Office Park
Avenida Marcos Penteado de Ulhôa Rodrigues, 939
Tamboré, Barueri, São Paulo, SP 06460-040, Brazil.
+55 (11) 4831 2880
(Address of Principal Executive Office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Yes ¨ No x
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Yes ¨ No x
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Azul Updates the Market on the Progress of its Chapter 11 Proceedings
São Paulo, November 4th, 2025 – Azul S.A. ("Azul” or “Company”) (B3: AZUL4; OTC: AZULQ), in the context of its Chapter 11 proceedings, a hearing was held today before the United States Bankruptcy Court for the Southern District of New York (“Court”), during which Azul’s disclosure statement (“Disclosure Statement”) was approved, allowing the Company to begin soliciting votes on its Chapter 11 plan of reorganization (“Plan”). In addition, the Court also approved Azul’s Backstop Commitment Agreement, under which certain parties have committed to provide US$650 million to support the Company’s planned capitalization.
The revised versions of the Plan and the Disclosure Statement, as well as the Backstop Commitment Agreement, are available on the website managed by the Company’s claims administration agent, Stretto, Inc., at https://cases.stretto.com/Azul.
Communication and Transparency with the Market
Azul will keep its shareholders, customers, crew members, and the market informed of all material developments in the restructuring process, at the times and to the extent it deems necessary, in full compliance with applicable laws and regulations. Stakeholders seeking specific information regarding the Company’s Chapter 11 proceedings may access the dedicated website www.azulmaisforte.com.br. For information about the case and for the submission of claims, please visit https://cases.stretto.com/Azul or call (833) 888-8055 (toll-free in the U.S.) or +1 (949) 556-3896 (international).
About Azul
Azul S.A. (B3: AZUL4, OTC: AZULQ) is the largest airline in Brazil in terms of number of flights and cities served, operating approximately 1,000 daily flights to more than 150 destinations. With an operating passenger fleet of over 180 aircrafts and more than 15,000 crew members, the Company operates more than 400 nonstop routes. Azul was named by Cirium (a leading aviation analytics company) as one of the two most punctual airlines in the world in 2023. In 2020, the Company was awarded the world’s best airline by the TripAdvisor Travelers’ Choice Awards, being the only Brazilian airline to receive this recognition. For more information, visit ri.voeazul.com.br.
Contact
Investor Relations
Tel: +55 11 4831 2880
invest@voeazul.com.br
Press Relations
Tel: +55 11 4831 1245
imprensa@voeazul.com.br
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: November 4, 2025
Azul S.A.
By: /s/ Alexandre Wagner Malfitani
Name: Alexandre Wagner Malfitani
Title: Chief Financial Officer
FAQ
What did AZULQ announce regarding its Chapter 11 case?
How much capital support is included in Azul’s backstop agreement?
Which court is overseeing Azul’s Chapter 11 proceedings?
What does approval of the disclosure statement allow Azul to do?
How will Azul communicate further developments?
