We advised Azul in connection with its chapter 11 restructuring

Davis Polk served as lead counsel to Azul S.A. and its subsidiaries (collectively, “Azul” or “the company”) in connection with the company’s comprehensive restructuring under chapter 11 of the Bankruptcy Code. On December 19, 2025, Judge Sean H. Lane, United States Bankruptcy Judge for the Southern District of New York, entered an order confirming the company’s overwhelmingly consensual plan of reorganization. On February 20, 2026, Azul completed its restructuring and emerged from bankruptcy.

Pursuant to its approved plan, Azul (i) received $850 million of equity investments in a rights offering conducted at emergence, including investments from the company’s prepetition bondholders and from United Airlines, (ii) secured an investment from American Airlines for an incremental $100 million equity investment in the form of mandatorily exercisable warrants, subject to antitrust approval, (iii) raised $1.375 billion of secured exit financing, (iv) equitized certain prepetition claims, reducing the company’s loans and financing debt by approximately $1.1 billion and its annual interest expense by over 50% and (v) optimized its fleet through the renegotiation of aircraft lease agreements, reducing fleet debt by nearly 40% without reducing operating capacity. Azul’s plan was unanimously approved across all voting classes.

The consummation of Azul’s plan has resulted in a significant deleveraging, enhanced the company’s liquidity and operational profile and preserved the jobs of over 15,000 Azul crewmembers. Azul’s financial and operational transformation was successfully completed in less than nine months, significantly faster than the in-court restructurings of its competitor airlines.

Azul is the largest airline in Brazil measured by cities served and direct domestic routes, with more than 800 daily flights to 137 destinations. With a fleet of approximately 200 aircraft, Azul operates a network of 250 direct routes. Azul’s flight network also includes select international destinations.

The Davis Polk restructuring team included partner Timothy Graulich, counsel Jarret Erickson, Richard J. Steinberg, Stephen D. Piraino and Joshua Y. Sturm and associates Andrew Frisoli, Benjamin Weissler, Kaitlyn Kelleher Otero and Naomi R. Philhower. The capital markets team included partner Manuel Garciadiaz, counsel Konstantinos Papadopoulos and associate Alexandre Diniz. The finance team included partner James A. Florack and counsel Yuko Sin. Partner Yan Zhang provided structured products advice. Associate Ben Isaacs provided antitrust advice. Members of the Davis Polk team are based in the New York, São Paulo and Brussels offices.

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