Investor Relations
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Q&A

1) Where are Azul’s shares traded?

In Brazil, Azul’s preferred shares are listed for trading in B3 under the symbol “AZUL4”, and adhere to B3’s Corporate Governance Level 2 listing regulation, a special listing segment of the stock market. In the United States, Azul’s shares are traded as ADRs on the New York Stock Exchange (NYSE), under the ticker “AZUL”

2) What are Azul’s minority shareholders rights?

According to article 5 of our By-Laws, Azul’s preferred shares entitle their holders to restricted voting rights exclusively in the following matters:

(a) transformation, incorporation, merger or spin-off of the Company;

(b) approval of agreements between the Company and the Controlling Shareholder, directly or through third parties, as well as any other companies in which the Controlling Shareholder has interest, whenever decided in a general meeting pursuant to the law or the Bylaws;

(c) evaluation of assets allocated to pay-up the Company’s capital increase;

(d) selection of an expert institution or company for the determination of the Economic Value of the Company, as provided for by Sole Paragraph of Article 46 of our By-Laws;

(e) amendment to or revocation of the provisions hereof that amend or modify any of the requirements provided for in Item 4.1. of the Level 2 Regulation, except that such voting right shall prevail while the Level 2 Corporate Governance Listing Agreement is in effect;

(f) the matters set forth on the Panel Code;

(g) amendment to or revocation of the provisions hereof that amend or modify any of the requirements provided for in paragraph nine, as well as in paragraphs ten to twelve of the article 5 and in articles 12 to 14 of our By-Laws;

(h) the global compensation of the management of the Company, pursuant to paragraph two of article 15 of our By-Laws; and

(i) amendment to or revocation of the provisions of our By-Laws that amend or modify any of the requirements provided for in paragraph two of article 15 and in articles 29 to 32.

3) What is Azul’s dividend policy?

Azul has a minimum dividends policy corresponding to zero point one percent (0.1%) of the balance of the net income. Any accumulated losses and reserves for income tax and social contribution on net income shall be deducted from the income of the fiscal year, before any equity payment is made.

4) What is an ADR?

American Depositary Receipt (ADR) is a certificate, issued by US banks, representing shares of a company outside the United States. Many Brazilian companies have their shares traded on the New York Stock Exchange (NYSE) through this instrument. The company gains visibility in the international market and may find it easier to raise funds abroad, through loans or even issuing new shares.

Azul ADRs are traded on the New York Stock Exchange with the AZUL code.

5) What is ADR/share ratio (ADR-ratio) and what is Azul’s?

ADR-ratio is the number of shares represented by a single ADR. In the case of Azul ADRs (both for common and preferred shares), this ratio is 1:3 (one ADR is represented by three preferred shares).

6) Who is the depositary bank for the ADRs of Azul?

The depositary of Azul’s ADR program on the NYSE is Citi. As depositary, Citi is the one who issues the ADR, keeps the owners’ register, books the trades and distributes the dividends in US dollars to the ADR holders, when there dividends distribution.

7) What is Azul’s capital structure?

Azul’s capital structure is available here.

8) How can I contact the investor relations department?

To contact Azul’s IR team, click here

E-mails sent to Azul’ IR team will be answered within 24h (on working days).

Any questions not related to analysts and investors must be directed to Azul’ Call Center at +55 11 4003 3255 or +1 888 587 2985.

9) Why does Azul calculate EBITDA?

We calculate EBITDA as net income (loss) minus interest income (comprised of interest on short-term investments), plus interest expense (comprised of interest on loans and interest on factoring credit card and travel agencies receivables), current and deferred income tax and social contribution and depreciation and amortization. We believe EBITDA is a well-recognized performance measurement in the airline industry that is frequently used by investors, securities analysts and other interested parties in comparing the operating performance of companies in our industry. EBITDA is not a measure of financial performance in accordance with IFRS, and should not be considered in isolation or as an alternative to net income, an alternative to operating cash flows, a measure of liquidity, or the basis for dividend distribution. Consequently, we believe that EBITDA serves as an important tool to periodically compare our operating performance, as well as to support certain administrative decision.

 

Last update: 30 de October de 2020