SAO PAULO, Jan. 21, 2015 /PRNewswire/ -- GOL Linhas
Aereas Inteligentes S.A. (BM&FBOVESPA: GOLL4 and NYSE: GOL),
(S&P: B, Fitch: B-, Moody's: B3), ("GOL" or the "Company"),
the largest low-cost and best-fare airline in Latin America, hereby publishes its
management's proposal to improve the Company's capitalization
capacity and corporate governance (the "Transaction"). The
Transaction will be submitted to the Company's shareholders for
approval.
The Transaction represents a long-term structural solution to
improve the Company's capacity to raise equity capital, enabling
GOL to compete on even terms in this regard. The airline sector and
the Company's investment plan demand significant capital resources.
In the last five years, GOL made capital expenditures in excess of
R$5.5 billion (including aircraft
acquisitions).
The Company will expand its capacity to raise equity capital by
increasing its ability to issue more preferred shares without
needing to issue common shares simultaneously, as the transfer and
ownership of common shares are subject to restrictions under
Brazilian airline industry laws and regulations.
The Transaction contemplates an amendment to the Company's
Bylaws to:
- Increase economic rights of preferred shares in the ratio of 35
to one and split common shares in the same ratio, both steps being
together economically neutral to shareholders;
- Improve corporate governance and strengthen the alignment of
interests among shareholders, which, depending on the
percentage of economic rights held by the Controlling Shareholder,
may include the representation of preferred shareholders on the
Board of Directors and a separate vote for preferred shareholders
in Extraordinary Meetings on certain matters, as detailed in the
Bylaws;
- Restrict the sale of shares held by the Controlling Shareholder
(the "Controlling Shareholder Lock-Up"); and
- Create an obligation to launch a public tender offer for all
shares if any person acquires 30% or more of the Company's economic
rights.
TO ACCESS THE MATERIAL FACT FULL VERSION VISIT:
www.voegol.com.br/ir
CONTACTS
INVESTOR RELATIONS
Phone: +55 (11) 2128-4700
E-mail: ri@golnaweb.com.br
CORPORATE COMMUNICATIONS
Phone: +55 (11)
2128-4183
E-mail: comcorp@golnaweb.com.br
ABOUT GOL LINHAS AEREAS INTELIGENTES S.A.
GOL Linhas
Aereas Inteligentes S.A. (BMF&BOVESPA: GOLL4 and NYSE: GOL)
is the largest low-cost and best-fare airline in Latin
America.
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SOURCE GOL Linhas Aereas Inteligentes S.A.