SAO PAULO,
Oct. 19 /PRNewswire-FirstCall/ -- GOL Linhas Aereas
Inteligentes S.A. (BMF&BOVESPA: GOLL4; and NYSE: GOL), the largest low-cost
and low-fare airline in
Latin America, hereby announces the conclusion of its
global share offering, which increased its cash position by
R$627.1 million.
With an improved cash position that now represents more than 20% of its
net revenues recorded during the last twelve months, and with its other
competitive advantages: (i) the flight frequency leader between Brazil's main
airports, (ii) Leadership in Latin America in low operating cost structure,
number of affiliates in its mileage program (6.4 million) and e-commerce
sales, and (iii) state-of-the-art corporate governance practices, GOL believes
it is well structured to benefit from the growth of air transport in Brazil
and Latin America.
"The success of the offering has put GOL among the world's most
capitalized airlines. This will create shareholder value because it will allow
the Company to develop its strategic plan in a flexible manner and with a
focus on results," declared Leonardo Pereira, Vice President and Chief
Financial and Investor Relations Officer.
"With VoeFacil program (FlyEasy program) and our low-cost structure, we
expect to attract more of the new Brazilian middle-income population, making
air transport even more popular in Brazil. In addition, the SMILES program and
the high frequency of our flights should allow us to continue attracting more
business travelers, while our e-commerce platform, together with GOLLOG, our
cargo transport unit, are increasing our ancillary revenues," added
Constantino de Oliveira Junior, GOL's founder and CEO.
The high quality of our operations, backed by a modern and standardized
fleet of next generation Boeing 737 aircraft, ensures regular, punctual
flights, and has made us achieve the leadership in terms of operating
profitability in the Brazilian industry.
The offering comprised 62.2 million common and preferred shares (38.0
million in the primary offering, totaling R$627.1 million) at R$16.50 per
share (US$ 9.48 per ADS), totaling R$1,026.1 million.
The difference between the total offering and the primary offering is due
to the offering structure designed to comply with Brazilian corporate law,
keeping a minimum ratio of 50% between common and preferred shares (including
ADSs). Under the offering structure, Fundo ASAS, the Company's controlling
shareholder, sold a portion of its preferred shares, while the proceeds were
used to buy common shares issued to comply with the regulatory ratio. The
structure allowed the Company to achieve its capital increase targets and to
comply with Brazilian Corporate Law.
A complete breakdown of the offering is shown below:
Breakdown of the Number of Shares and Value of the Global Offering
Global Share Offering Number of Shares Total Value**
Primary Global Offering 34,550,000 R$570,075,000
Common Shares 17,275,000 R$285,037,500
Preferred Shares 17,275,000 R$285,037,500
Additional Shares (hot issue) 3,455,000 R$57,007,500
Common Shares 1,727,500 R$28,503,750
Preferred Shares 1,727,500 R$28,503,750
Primary Offering Total 38,005,000 R$627,082,500
Share Conversion Total* 19,002,500 R$313,541,250
Over-allotment Option
(Green Shoe - secondary) 5,182,500 R$85,511,250
Total - Global Share Offering 62,190,000 R$1,026,135,000
Common Shares 19,002,500 R$313,593,250
Preferred Shares 43,187,500 R$712,593.750
*The financial volume and number of shares involved in the conversion of
preferred to common shares by Fundo ASAS, which was structured in such a way
as to ensure the feasibility of the global offering by maintaining the capital
stock ratio at 50% common shares and 50% preferred shares (including ADSs), in
compliance with paragraph 2 of article 15 of Brazil's Corporate Law.
** Gross amounts -- including associated commissions and expenses.
The leading asset management firms in Brazil, the United States, Europe
and Asia took part in the offering. Foreign investors accounted for 69.9% of
the total and Brazilian institutional investors and private pension funds for
20.3%. Of the 43,187,500 preferred shares distributed in the primary and
secondary offerings, 49.6% were in the form of ADSs (American Depositary
Shares) on the NYSE.
The table below shows the preferred share and ADS distribution per
investor profile:
Type of Investor Number of Preferred Shares %
Individuals 2,588,463 6.0%
Investment Clubs 322,316 0.7%
Investment Funds (national) 8,635,024 20.0%
Private Pension Funds 138,749 0.3%
Foreign Investors 30,200,831 69.9%
Other Institutional Investors 1,302,117 3.0%
Total 43,187,500 100.0%
As a result of the offering, the preferred share free float (excluding
shares held by board members and executive officers) increased from 44.5% to
70.5%. In terms of total capital, the free float climbed from 22.2% to 35.3%.
The following tables show the shareholding breakdown before and after the
offering:
Shareholding breakdown Before the Offering
Shareholder ON % PN % Total %
Fundo ASAS 114,197,142 85.7% 59,795,617 52.4% 173,992,759 6.2%
Board Members
& Executive
Officers 16 - 2,064,587 1.8% 2,064,603 0.9%
Shares held
in Treasury - - 1,574,200 1.4% 1,574,200 0.7%
Market
(free float) - - 50,762,751 44.5% 50,762,751 22.2%
Total 114,197,158 100.0% 114,197,155 100.0% 228,394,313 100.0%
Shareholding breakdown After the Offering
Shareholder ON % PN % Total %
Fundo ASAS 133,199,642 100.0% 35,610,617 26.7% 168,810,259 63.4%
Board Members
& Executive
Officers 16 - 2,064,587 1.5% 2,064,603 0.8%
Shares held
in Treasury - - 1,574,200 1.2% 1,574,200 0.6%
Market
(free float) - - 93,950,251 70.5% 93,950,251 35.3%
Total 133,199,658 100.0% 133,199,655 100.0% 266,399,313 100.0%
About GOL Linhas Aereas Inteligentes S.A.
GOL Linhas Aereas Inteligentes S.A. (NYSE: GOL and Bovespa: GOLL4), the
largest low-cost and low-fare airline in Latin America, offers around 800
daily flights to 49 destinations that connect all the important cities in
Brazil and ten major destinations in South America and Caribbean. The Company
operates a young, modern fleet of Boeing 737 Next Generation aircraft, the
safest and most comfortable of its class, with high aircraft utilization and
efficiency levels. Fully committed to seeking innovative solutions through the
use of cutting-edge technology, the Company -- via its GOL, VARIG, GOLLOG,
SMILES and VOE FACIL brands -- offers its clients easy payment facilities, a
wide range of complementary services and the best cost-benefit ratio in the
market.
This release contains forward-looking statements relating to the prospects
of the business, estimates for operating and financial results, and those
related to growth prospects of GOL. These are merely projections and, as such,
are based exclusively on the expectations of GOL's management concerning the
future of the business and its continued access to capital to fund the
Company's business plan. Such forward-looking statements depend,
substantially, on changes in market conditions, government regulations,
competitive pressures, the performance of the Brazilian economy and the
industry, among other factors and risks disclosed in GOL's filed disclosure
documents and are, therefore, subject to change without prior notice.
CONTACT:
Investor Relations
Leonardo Pereira - CFO and IRO
Rodrigo Alves - Head of IR
Phone: (55 11) 2128-4700
E-mail: ri@golnaweb.com.br
Website: www.voegol.com.br/ir
Twitter : www.twitter.com/GOLInvest
Corporate Communications
Phone: (55 11) 2128-4413
E-mail: comcorp@golnaweb.com.br
Twitter : www.twitter.com/GOLcomunicacao
Media Relations
Edelman (U.S and Europe):
M. Smith and N. Dean
Phone: 1 (212) 704-8196 / 704-4484
Emails: meaghan.smith@edelman.com or
noelle.dean@edelman.com
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