Azul $800 million secured notes offering
The senior secured notes are due 2028
Davis Polk advised the initial purchasers, in connection with the offering by subsidiaries of Azul S.A. (Azul) of $800 million of 11.930% senior secured notes due 2028 which were issued pursuant to Rule 144A and Regulation S under the Securities Act. The new notes are unconditionally guaranteed by Azul and certain subsidiaries of Azul and are secured by, among other things, a “first out” lien on the core assets and receivables of Azul’s TudoAzul loyalty program and Azul Viagens travel package business, as well as Azul’s brand intellectual property.
Azul is the largest airline in Brazil in terms of departures and cities served, with around 1,000 daily departures to 158 destinations, creating an unparalleled network of more than 300 nonstop routes.
The Davis Polk capital markets team included partner Manuel Garciadiaz, counsel Lourenco Lopes-Sabino and associate Alexandre Diniz. The finance team included partner Monica Holland, counsel Mayer J. Steinman and associate Jaynie Doe. The intellectual property team included partner Frank J. Azzopardi and counsel Christopher C. Woller. Partner Michael Mollerus provided tax advice. Partner Timothy Graulich provided restructuring advice. Members of the Davis Polk team are based in the São Paulo and New York offices.