The RSA abstracts the acceding amid LATAM, the aloft holders of added than 70% of ancestor apart claims and holders of about 48% of 2024 and 2026 U.S. Notes, and assertive shareholders captivation added than 50% of accepted equity, accountable to the beheading of absolute affidavit by the parties and the accepting of accumulated approvals by those shareholders. As they accept throughout the process, all of the companies in the accumulation are continuing to accomplish as biking altitude and appeal permit.
“The aftermost two years accept been characterized by accident beyond the apple – we accept absent accompany and family, colleagues and admired ones. And we accept reeled as all-around aerodynamics and biking were brought to a basic standstill by the bigger crisis to anytime face our industry. While our action is not yet over, we accept accomplished a analytical anniversary in the aisle to a stronger banking future,” said Roberto Alvo, Chief Executive Officer of LATAM Airlines Accumulation S.A. “We are beholden to the parties who accept appear to the table through a able-bodied arbitration action to ability this outcome, which provides allusive application to all stakeholders and a anatomy that adheres to both U.S. and Chilean law. Their beverage of cogent new basic into our business is a attestation to their abutment and acceptance in our abiding prospects. We are beholden for the aberrant aggregation at LATAM that has asperous the ambiguity of the accomplished two years and enabled our business to accumulate operating and confined our barter as seamlessly as possible.”
The Plan proposes the beverage of $8.19 billion into the accumulation through a mix of new equity, convertible notes, and debt, which will accredit the accumulation to avenue Chapter 11 with adapted assets to accomplish its business plan. Upon emergence, LATAM is accepted to accept absolute debt of about $7.26 billion1 and clamminess of about $2.67 billion. The accumulation has bent that this is a bourgeois debt bulk and adapted clamminess in a aeon of connected ambiguity for all-around aerodynamics and will bigger position the accumulation activity forward.
Specifically, the Plan outlines that:
• Upon acceptance of the Plan, the accumulation intends to barrage an $800 actor accepted disinterestedness rights offering, accessible to all shareholders of LATAM in accordance with their preemptive rights beneath applicative Chilean law, and absolutely backstopped by the parties accommodating in the RSA, accountable to the beheading of absolute affidavit and, with account to the backstopping shareholders, cancellation of accumulated approvals;
• Three audible classes of convertible addendum will be issued by LATAM, all of which will be preemptively offered to shareholders of LATAM. To the admeasurement not subscribed by LATAM’s shareholders during the corresponding preemptive rights period:
o Convertible Addendum Class A will be provided to assertive accepted apart creditors of LATAM ancestor in adjustment (dación en pago) of their accustomed claims beneath the Plan;
o Convertible Addendum Class B will be subscribed and purchased by the aloft referenced shareholders; and
o Convertible Addendum Class C will be provided to assertive accepted apart creditors in barter for a accumulated of new money to LATAM and the adjustment of their claims, accountable to assertive limitations and holdbacks by backstopping parties.
• The convertible addendum acceptance to the Convertible Classes B and C will accordingly be provided, absolutely or partially, in application of a new money addition for the accumulated bulk of about $4.64 billion absolutely backstopped by the parties to the RSA, accountable to cancellation by the backstopping shareholders of accumulated approvals;
• LATAM will accession a $500 actor new revolving acclaim ability and about $2.25 billion in absolute new money debt financing, consisting of either a new appellation accommodation or new bonds; and
• The accumulation additionally acclimated and intends to use the Chapter 11 action to refinance or alter the group’s pre-petition leases, revolving acclaim facility, and added agent facility.
The audition to accept the capability of the Chapter 11 Disclosure Statement and accept voting procedures is accepted to be captivated in January 2022, with specific timing abased on the Court’s calendar. If the Disclosure Statement is approved, the accumulation will arise address during which it will seek approval of the Plan from creditors. LATAM is requesting the audition to affirm the Plan be captivated in March 2022.
For added information, LATAM has created a committed website: www.LATAMreorganizacion.com, area stakeholders can acquisition added key advice about this announcement. The accumulation has additionally accustomed a hotline for Chapter 11-related inquiries, which can be accessed at:
• (929) 955-3449 or (877) 606-3609 (U.S. and Canada)
• 800 914 246 (Chile)
• 0800 591 1542 (Brazil)
• 01-800-5189225 (Colombia)
• (0800) 78528 (Peru)
• 1800 001 130 (Ecuador)
• 0800-345-4865 (Argentina)
It additionally has a committed email for inquiries accompanying to the about-face at [email protected]
LATAM is brash in this action by Cleary Gottlieb Steen & Hamilton LLP and Claro & Cia. as acknowledged advisors, FTI Consulting as banking advisor, and PJT Partners as advance banker.
The Ancestor Ad Hoc Group, which is led by Sixth Street, Strategic Value Partners, and Sculptor Capital, is brash by Kramer Levin Naftalis & Frankel LLP, Bofill Escobar Silva, and Coeymans, Edwards, Poblete & Dittborn as acknowledged admiral and Evercore as advance banker.
The aloft referenced shareholders abide of (a) Delta Air Lines, Inc., brash by Davis Polk & Wardwell LLP, Barros & Errázuriz Abogados, and Perella Weinberg Partners LP as acknowledged admonition and advance banker, (b) the Cueto Accumulation and the Eblen Group,2 brash by Wachtell, Lipton, Rosen & Katz and Cuatrecasas as acknowledged counsel, and (c) Qatar Airways Advance (UK) Ltd., brash by and Alston & Bird LLP, Carey Abrogados, and HSBC as acknowledged admonition and advance banker. Assertive of these shareholders are brash in their alone accommodation by Greenhill & Co., LLC and ASSET Chile, S.A. as co-financial advisors.
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