São Paulo, November 8, 2020 – Azul S.A. (B3: AZUL4, NYSE: AZUL) (“Company”), further to the information disclosed in the press release (fato relevante) dated October 26, 2020, announces that on November 6, 2020 the bookbuilding process was carried out in connection with the public offering of guaranteed secured debentures, convertible into preferred shares of the Company, each with a unit par value of R$1,000.00, on the issuance date (the “Debentures”, “Issuance” and “Offering”, respectively).
The investment commitment of Knighthead Capital Management LLC and Certares Management LLC (the "Anchor Investors") was met according to the parameters of an investment agreement, and as a result thereof:
(i) the Anchor Investors were allocated 1,668,720 Debentures, at the initial conversion premium of 27.50%. The Anchor Investors did not participate in the bookbuilding process;
(ii) investors that submitted orders in the bookbuilding process at the initial conversion premium of 27.50% were allocated additional Debentures (hot issue);
(iii) the conversion price is R$32.2649 per preferred share, resulting in an initial conversion premium of 27.5% based on the Azul4 30 trading day volume-weighted average price (VWAP) of R$25.3058; and
(iv) the Issuance will consist of 1,745,900 Debentures (including 145,900 additional Debentures), corresponding to the total amount of R$1,745,900,000.00.
The Offering is subject to registration with the CVM, pursuant to CVM Ruling 400 and to a best efforts placement regime, and is not being generally made anywhere outside of Brazil, including in the United States.
Any communications related to the Offering, including any changes in the Offering schedule, will be disclosed by means of a notice to the market or press release (fato relevante) and, further, when the Offering is granted registration by CVM, by means of the commencement announcement of the Offering and the final prospectus of the Offering, on the websites of CVM (http://www.cvm.gov.br) and B3 (http://www.b3.com.br).
The Company will keep its shareholders and the market in general informed about the Offering, according to prevailing regulations.