São Paulo, November 27, 2017 - GOL Linhas Aéreas Inteligentes S.A. (NYSE: GOL and B3: GOLL4), Brazil's #1 airline, announced today that its subsidiary, Gol Finance (formerly known as "Gol LuxCo S.A.") ("Gol Finance"), has commenced a cash tender offer (the "Tender Offer") for any and all of its outstanding US$276,730,000 aggregate principal amount of 8.875% Senior Notes due 2022 (the "Notes") (144A CUSIP / ISIN Nos. 38045LAA8/US38045LAA89 and Reg S CUSIP / ISIN L4441PAA8/USL4441PAA86).
The Tender Offer is scheduled to expire at 8:00 a.m., New York City time, on December 6, 2017, unless extended or earlier terminated (such time, as may be extended, the "Expiration Time"). Holders who validly tender their Notes prior to the Expiration Time will be eligible to receive US$1,065 for each US$1,000 principal amount of Notes, plus accrued interest.
Completion of the Tender Offer is subject to certain market and other conditions, including the completion by Gol Finance of new debt financing on satisfactory terms and conditions. Settlement of the Tender Offer is expected to occur on the third business day following the Expiration Time, unless terminated.
Tendered Notes may be withdrawn at any time at or prior to the earlier of the Expiration Time and, in the event that the Tender Offer is extended, the tenth business day after commencement of the Tender Offer. Tendered Notes may be withdrawn at any time after the 60th business day after commencement of the Tender Offer if for any reason the offer has not been consummated within 60 business days after commencement.
Upon the terms and subject to the conditions of the Tender Offer set forth in the Offer to Purchase, dated as of November 27, 2017 (the "Offer to Purchase"), all Notes validly tendered and not validly withdrawn or with respect to which a properly completed and duly executed Notice of Guaranteed Delivery (as described in the Offer to Purchase) is delivered at or prior to the Expiration Time, as applicable, will be accepted for purchase. The Company reserves the absolute right to amend, terminate or withdraw the Tender Offer in its sole discretion, subject to disclosure and other requirements as required by applicable law. In the event of termination or withdrawal of the Tender Offer, Notes tendered and not accepted for purchase pursuant to the Tender Offer will be promptly returned to the tendering holders.