Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
June 28 2023 - 6:33AM
Edgar (US Regulatory)
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 June, 2023
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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Material Fact
June | 2023 |
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Azul Announces an 86% Acceptance
Rate in Early
Exchange Offer Period
São Paulo, June 28, 2023 –
Azul S.A., (B3: AZUL4, NYSE: AZUL) (“Azul” or the “Company”) and its subsidiary, Azul Investments LLP (“Issuer”),
announce today an aggregate acceptance rate of 86% in its previously announced offers to exchange its 2024 and 2026 Senior Notes.
An amount
of US$291,170,000 in principal of the 5.875% Senior Notes due 2024 representing 72.8% of the outstanding principal, and US$567,602,000
in principal of the 7.250% Senior Notes due 2026 representing 94.6% of the outstanding principal, have been validly tendered for exchange
and not validly withdrawn.
“This
is another key milestone in our comprehensive permanent plan which started with the successful negotiation with our lessors and OEMs and
now continues with the overwhelming acceptance of our exchange offers with 86% participation. This comprehensive plan will significantly
strengthen Azul’s capital structure and improve our cash generation. We have reached all of these agreements amicably, demonstrating
the strength of our long-lasting, mutually beneficial relationships,” said Alex Malfitani, Azul’s CFO.
There
can be no assurance that the conditions to either or both of the exchange offers will be satisfied or waived, or that either or both of
the exchange offers will be consummated.
This
communication is for information purposes only, in accordance with current legislation and shall not be interpreted or considered, for
all legal purposes and effects, as an offering and/or promotional material for any securities. The offering of securities to be issued
in the exchange offers have not been, and will not be, registered under the Securities Act of 1933, as amended.
Azul
will keep investors and the general market updated on the progress of the exchange offers.
About Azul
Azul S.A. (B3: AZUL4, NYSE: AZUL), the largest airline
in Brazil by number of flight departures and cities served, offers 1,000 daily flights to over 160 destinations. With an operating fleet
of over 170 aircraft and more than 13,000 Crewmembers, the Company has a network of 300 non-stop routes as of December 2022. Azul was
named by Cirium (leading aviation data analysis company) as the most on-time airline in the world in 2022, being the first Brazilian airline
to obtain this honor. In 2020 Azul was awarded best airline in the world by TripAdvisor, first time a Brazilian Flag Carrier earns number
one ranking in the Traveler’s Choice Awards. For more information visit www.voeazul.com.br/ir.
Contact:
Investor Relations
Tel: +55 11 4831 2880
invest@voeazul.com.br
Media 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: June 28, 2023
Azul S.A.
By: /s/ Alexandre Wagner Malfitani
Name: Alexandre Wagner Malfitani
Title: Chief Financial Officer
Azul (NYSE:AZUL)
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