PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
Jd. Aeroporto
04630-000 São Paulo, São Paulo
Federative Republic of Brazil
annual reports under cover Form 20-F or Form 40-F.
Form 20-F ___X___ Form 40-F ______
Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.
Yes ______ No ___X___
registrant in connection with Rule 12g3-2(b):
GOL Files Registration Statement for Global Share Offering
São Paulo, August 25, 2009 – GOL Linhas Aéreas Inteligentes S.A. (BM&FBOVESPA: GOLL4 and NYSE: GOL), the largest low-cost and low-fare airline in Latin America (the “Company”), announced today that it has filed a registration statement with the Securities and Exchange Commission for a proposed global offering of preferred shares, including preferred shares in the form of American depositary shares (“ADSs”), by the Company and ASAS Investment Fund, the Company’s controlling shareholder. The Company expects the gross proceeds from the primary portion of the global offering to be between R$550 million and R$650 million, depending on market conditions. The offering of preferred shares in Brazil will be registered with the Comissão de Valores Mobiliários, the Brazilian securities commission. ASAS Investment Fund will invest the entirety of the proceeds (excluding proceeds from the sale upon the exercise of any over-allotment options, if any) received from the sale of preferred shares, including in the form of ADSs, in common shares newly issued by the Company.
The Company intends to use the proceeds from the global offering and the concurrent subscription of common shares by ASAS Investment Fund primarily for general corporate purposes and to strengthen its balance sheet, particularly its cash and cash equivalents position.
The international offering will be led by BofA Merrill Lynch, Banco Itaú BBA, Morgan Stanley and Bradesco BBI, as joint bookrunners. BB Securities Limited is acting as placement agent outside the United States. A registration statement relating to the offering of these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This announcement shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.
When available, copies of the preliminary prospectus may be obtained from by contacting BofA Merrill Lynch, 4 World Financial Center, New York, NY 10080, Attention: Prospectus Department (collect call 1-212-449-1000); Itaú USA Securities, Inc. at 540 Madison, 23rd Floor, New York, NY 10022, Attention: Prospectus Department//Renata Comeaux (collect call 1-212-710-6756); Morgan Stanley & Co. Incorporated, 180 Varick Street, 2nd Floor, New York, New York 10014, Attention: Prospectus Department (toll free 1-866-718-1649, or prospectus@morganstanley.com), or Bradesco Securities Inc. at 126 East 56th Street, 9th Floor, New York, NY 10022, Attention: Prospectus Department (collect call 1-212-888-9142).
| 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 : @golinvest Corporate Communication Phone.: (55 11) 2128-4413 comcorp@golnaweb.com.br Media Relations FSB Comunicações (Brazil) Carolina Stefanini and Érica Arruda Phone.: (55 11) 3061-9596 (55 11) 2128-4420 carolina.stefanini@fsb.com.br or erica.arruda@fsb.com.br Edelman (U.S and Europe): M. Smith and N. Dean Phone.: +1 (212) 704-8196 / 704-4484 meaghan.smith@edelman.com or noelle.dean@edelman.com |
About GOL Linhas Aéreas Inteligentes S.A. GOL Linhas Aéreas Inteligentes S.A. (NYSE: GOL and BM&FBOVESPA: 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 nine major destinations in South America. 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. The Company’s service is recognized as the best value proposition 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. |
GOL LINHAS AÉREAS INTELIGENTES S.A. |
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By: |
/S/ Leonardo Porciúncula Gomes Pereira |
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Name: Leonardo Porciúncula Gomes Pereira
Title: Executive Vice-President and Chief Financial Officer |
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This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates offuture economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will a ctually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.