Azul Announces Pricing of U.S. $571.2 Million Global Initial Public Offering

SÃO PAULO--()--Azul S.A., or Azul, (SAO:AZUL4) (NYSE:AZUL), announced yesterday that it has priced its initial public offering by it and its selling shareholders of 85,439,837 of Azul’s preferred shares, of which 63,000,000 preferred shares are being offered by Azul and 22,439,837 preferred shares are being offered by the selling shareholders in a global offering, consisting of an international offering and a Brazilian offering. The preferred shares are being offered directly or in the form of American depositary shares, or ADSs, each of which represents three preferred shares. The selling shareholders have also granted the underwriters a 30-day option to purchase up to 10,800,000 additional preferred shares.

The initial offering price is R$21.00 per preferred share and US$20.06 per ADS. Shares are expected to begin trading on the São Paulo Stock Exchange (BM&FBOVESPA) and the New York Stock Exchange (NYSE) on April 11, 2017, under the symbols "AZUL4" and "AZUL", respectively. The expected closing date for our initial public offering of ADSs is expected to be April 17, 2017.

Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Itau BBA USA Securities, Inc., Banco do Brasil Securities LLC, Banco Bradesco BBI S.A., Santander Investment Securities Inc., J.P. Morgan Securities LLC and Raymond James & Associates, Inc., are collectively acting as international underwriters with respect to the offering of the ADSs and, together with Safra Securities LLC and Bradesco Securities Inc., as agents on behalf of the Brazilian underwriters with respect to the offering of preferred shares sold outside of Brazil. A copy of the final prospectus related to the offering may be obtained from Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, telephone: +1 (800) 831-9146 (toll free); Deutsche Bank Securities Inc., Attention: Prospectus Group, 60 Wall Street, New York, NY 10005, by telephone at 1-800-503-4611, or by email at prospectus.cpdg@db.com; and Itau BBA USA Securities, Inc., Attention: Steven M. Hurwitz, 767 Fifth Avenue 50th Floor, New York, NY 10153, by telephone at + 1 (212) 710-6734, or by email at steven.hurwitz@itaubba.com.

Banco Itaú BBA S.A., Citigroup Global Markets Brasil, Corretora de Câmbio, Títulos e Valores Mobiliários S.A., Deutsche Bank S.A. – Banco Alemão, BB – Banco de Investimento S.A., Banco Bradesco BBI S.A., Banco Santander (Brasil) S.A., Banco J.P. Morgan S.A. and Banco J. Safra S.A. are collectively acting as Brazilian underwriters with respect to the sale of preferred shares in the public offering in Brazil.

A registration statement on Form F-1, as amended, relating to the offering has been filed with, and declared effective by, the United States Securities and Exchange Commission. This press release does not constitute an offer to sell or a solicitation of an offer to buy, nor will there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful before registration or qualification under the securities laws of that state or jurisdiction.

This press release includes estimates and forward-looking statements within the meaning of the U.S. federal securities laws. These estimates and forward-looking statements are based mainly on our current expectations and estimates of future events and trends that affect or may affect our business, financial condition, results of operations, cash flow, liquidity, prospects and the trading price of our preferred shares, including in the form of ADSs. Although we believe that these estimates and forward-looking statements are based upon reasonable assumptions, they are subject to many significant risks, uncertainties and assumptions and are made in light of information currently available to us. In addition, in this presentation, the words “may,” “will,” “estimate,” “anticipate,” “intend,” “expect,” “should” and similar words are intended to identify forward-looking statements. You should not place undue reliance on such statements, which speak only as of the date they were made. Neither Azul nor the selling shareholders undertake any obligation to update publicly or to revise any forward-looking statements after we distribute this press release because of new information, future events or other factors. Our independent public auditors have neither examined nor compiled the forward-looking statements and, accordingly, do not provide any assurance with respect to such statements. In light of the risks and uncertainties described above, the future events and circumstances discussed in this prospectus might not occur and are not guarantees of future performance. Because of these uncertainties, you should not make any investment decision based upon these estimates and forward-looking statements.

Contacts

Azul S.A.
Investor Relations:
Andrea Bottcher, +55 11 4831 2880
Invest@voeazul.com.br
or
Media Relations, +55 (11) 4831 1245
Mobile: +55 (11) 9 8196-1035
imprensa@voeazul.com.br

Release Summary

Azul (B3: AZUL4, NYSE: AZUL) announced yesterday that it has priced its initial public offering by it and its selling shareholders of 85,439,837 of Azul’s preferred shares.

Contacts

Azul S.A.
Investor Relations:
Andrea Bottcher, +55 11 4831 2880
Invest@voeazul.com.br
or
Media Relations, +55 (11) 4831 1245
Mobile: +55 (11) 9 8196-1035
imprensa@voeazul.com.br