Abra Group Announces Closing Of Refinancing Transactions, Including Term Loan Led By Castlelake

London, October 23, 2024: Abra Group Limited (“AGL” or the “Company”), the majority investor of Gol Linhas Aéreas Inteligentes S.A. (“GOL”) and Avianca Group International Limited, today announced the closing of $1.25 billion of comprehensive refinancing transactions, including a new credit facility led by Castlelake, L.P. (“Castlelake”), a global alternative investment manager specializing in asset-based investing with nearly 20 years of experience investing in aviation.

On October 22, 2024, a wholly owned subsidiary of the Company, Abra Global Finance (the “Issuer”), closed a private placement (the “Placement”) of $510 million in aggregate principal amount of senior secured notes due 2029 (the “Notes”).

The Company also separately entered into a Term Loan Credit Agreement, led by Castlelake, providing for a five-year, senior secured term loan credit facility with an aggregate principal amount of $740 million (the “Credit Facility”). The Notes and the Credit Facility are guaranteed by the Company and certain of its subsidiaries.

The Company applied the net proceeds from the Placement and borrowings under the Credit Facility, together with cash on hand, to fund the repayment of the entire aggregate principal amount of the Issuer’s senior secured notes due 2028 and to pay related fees and expenses.

In connection with the foregoing, approximately 99.9% of the holders of the Issuer’s senior secured exchangeable notes due 2028 (the “SSENs”) agreed with the Company and the Issuer to amend the indenture governing the SSENs to, among other things, comprehensively resolve all existing defaults, including those relating to the chapter 11 filing of GOL and certain of its subsidiaries.

Rothschild & Co is acting as financial advisor and Wachtell, Lipton, Rosen & Katz is acting as legal advisor to the Company in connection with the refinancing transactions. Skadden, Arps, Slate, Meagher & Flom LLP is acting as legal advisor to Castlelake.

The Notes were offered by the Issuer in a private placement to persons reasonably believed to be “qualified institutional buyers” as defined in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to non-U.S. persons outside the United States pursuant to Regulation S under the Securities Act. The Notes have not been registered under the Securities Act or any state or other securities laws and may not be offered or sold absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws.

No Offer or Solicitation

This press release is neither an offer to sell nor a solicitation of an offer to buy the Notes or any other securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, the Notes or any other securities in any jurisdiction in which such offer, solicitation or sale is unlawful.