Delta Air Lines, Inc. (NYSE:DAL) entered into a framework agreement to acquire 20% shares in LATAM Airlines Group S.A. (SNSE:LTM) from Costa Verde Aeronautica SA (SNSE:CVA) and others for $1.9 billion on September 26, 2019. Delta Air Lines, Inc. will pay $16 per share of LATAM Airlines Group S.A. Costa Verde Aeronautica will reduce its stake to 22.5% from 27.9%. The acquisition will be funded principally with newly issued debt and available cash. Delta Air Lines, Inc. will be represented on the Board of LATAM Airlines Group S.A.

The deal is subject to customary closing conditions, at least 15%, representing 90.96 million of the common shares of LATAM being tendered in the Tender Offer, all required governmental and regulatory approvals including anti-trust approval. The Tender Offer will remain open for 30 days, as may be extended pursuant to the Framework Agreement and as required by Chilean law. As of September 30, 2019, LATAM held a live conference call and webcast on September 27, 2019 to discuss its strategic alliance to discuss the framework agreement. As of November 27, 2019, the offer is expected to be effective term of 30 days starting from November 27, 2019 and expiring on December 26, 2019. As of November 27, 2019, the transaction will be fully financed from internal resources. The transaction will be accretive to earnings per share of Delta Air Lines, Inc. over the next two years and will not impact existing financial commitments to shareholders, including free cash flow and shareholder returns.

Jeffrey S. Lewis, Chantal E. Kordula, Chris Condlin, Elaine Ewing, Christian Fischoeder, Adam Brenneman, Andres Del Sante and Meyer Fedida of Cleary Gottlieb Steen & Hamilton LLP and José María Eyzaguirre B. of Claro Y Cia acted as the legal advisors to LATAM Airlines. Sergio J. Galvis and Werner F. Ahlers of Sullivan & Cromwell LLP acted as legal advisors to Delta Air Lines, Inc. Guilherme Khouri Barrionuevo of Demarest Advogados and Barros & Errázuriz Abogados acted as legal advisors to Delta Air Lines, Inc. (NYSE:DAL). Santander S.A. Corredores de Bolsa acted as financial adviser to Delta Air Lines.