[Azul S.A. First Quarter 2025 Results](index=2&type=section&id=Azul%20S.A.%20First%20Quarter%202025%20Results) [Financial and Operating Highlights](index=2&type=section&id=Financial%20and%20Operating%20Highlights) In Q1 2025, Azul achieved a record first-quarter operating revenue of R$5.4 billion, a 15.3% increase year-over-year, driven by a 15.6% growth in capacity (ASK), though EBITDA decreased by 2.1% to R$1.4 billion, with the margin contracting by 4.6 percentage points to 25.7% primarily due to a 7.6% rise in CASK influenced by Brazilian real depreciation, higher fuel prices, and inflation 1Q25 Financial and Operating Highlights (vs. 1Q24) | Indicator | 1Q25 | 1Q24 | Change | | :--- | :--- | :--- | :--- | | Total operating revenue (R$ million) | 5,394.4 | 4,678.4 | 15.3% | | Operating income (R$ million) | 570.6 | 800.7 | (230.2) | | EBITDA (R$ million) | 1,385.8 | 1,415.2 | (29.4) | | EBITDA margin (%) | 25.7% | 30.3% | -4.6 p.p. | | ASK (million) | 12,802 | 11,077 | 15.6% | | RASK (R$ cents) | 42.14 | 42.23 | -0.2% | | CASK (R$ cents) | 37.68 | 35.01 | 7.6% | - Operating revenue reached a record **R$5.4 billion** for a first quarter, up **15.3% YoY**, supported by strong demand and ancillary revenue growth[8](index=8&type=chunk) - Consolidated capacity (ASK) grew **15.6% YoY**, primarily driven by a **39.2%** increase in international operations, with passenger traffic (RPK) increasing **19.4%**, leading to a load factor of **81.5%**[8](index=8&type=chunk) - CASK increased by **7.6%** to **R$37.68 cents**, mainly due to an **18.0%** average depreciation of the Brazilian real, **5.5%** inflation, and growth in international operations[9](index=9&type=chunk) [Management Comments](index=3&type=section&id=Management%20Comments) The CEO highlighted record Q1 revenue of R$5.4 billion, driven by strong demand and significant contributions from business units like Azul Viagens and Azul Cargo, despite operations being impacted by macroeconomic factors including an 18% currency depreciation and inflation which increased CASK by 8%, with the company continuing to focus on its unique network where it is the sole carrier on 82% of its routes and actively working to optimize its capital structure and reduce debt - Business units demonstrated strong growth, with Azul Viagens increasing gross bookings by **57% YoY** and Azul Cargo's revenue growing by **18% YoY**[12](index=12&type=chunk) - Despite a **16%** capacity increase, unit revenue (RASK) remained strong at over **R$42 cents**, demonstrating the resilience of the business model[13](index=13&type=chunk) - Cost pressures were partially offset by productivity gains, with ASKs per FTE increasing by **19%** and fuel consumption per ASK dropping by **2.5% YoY** due to fleet modernization[15](index=15&type=chunk) - The company is in ongoing discussions with partners to further optimize its capital structure and liquidity, having already made significant progress in reducing debt and leverage[18](index=18&type=chunk) [Recent Developments](index=4&type=section&id=Recent%20Developments) In April 2025, Azul executed several capital structure optimizations, including issuing new preferred shares to lessors to settle a R$3.0 billion equity obligation and to bondholders to eliminate approximately US$270 million of debt (35% of notes due 2029/2030), additionally securing R$600 million in new funding from existing bondholders to bolster its short-term liquidity - On April 3, 2025, **96 million** new preferred shares were issued to lessors, eliminating an outstanding equity obligation of approximately **R$3.0 billion**[21](index=21&type=chunk) - On April 28, 2025, **450.6 million** new preferred shares were issued to bondholders, eliminating **35%** of the notes due in 2029 and 2030, valued at approximately **US$270 million**[21](index=21&type=chunk) - On April 30, 2025, Azul secured approximately **R$600 million** in additional funding from existing bondholders to support its short-term liquidity position[20](index=20&type=chunk) [Consolidated Financial Results](index=5&type=section&id=Consolidated%20Financial%20Results) [Operating Performance](index=5&type=section&id=Operating%20Performance) In Q1 2025, total operating revenue grew 15.3% to R$5.4 billion, with passenger revenue up 15.2% and cargo revenue up 17.3%, however, total operating expenses surged 24.4% to R$4.8 billion driven by higher fuel costs, depreciation, and airport fees, leading to a 28.7% decrease in operating income to R$570.6 million and a contraction in the operating margin from 17.1% to 10.6% 1Q25 Income Statement Summary (R$ million) | Item | 1Q25 | 1Q24 | % Δ | | :--- | :--- | :--- | :--- | | **Total operating revenue** | **5,394.4** | **4,678.4** | **15.3%** | | Passenger revenue | 5,017.4 | 4,357.0 | 15.2% | | Cargo revenue and other | 377.0 | 321.4 | 17.3% | | **Total Operating Expenses** | **(4,823.8)** | **(3,877.7)** | **24.4%** | | Aircraft fuel | (1,572.0) | (1,353.3) | 16.2% | | Depreciation and amortization | (815.2) | (614.5) | 32.7% | | **Operating Result** | **570.6** | **800.7** | **-28.7%** | | **EBITDA** | **1,385.8** | **1,415.2** | **-2.1%** | - International cargo revenues showed a remarkable recovery, increasing **62% year-over-year**[27](index=27&type=chunk) - Operating expenses per ASK (CASK) increased by **7.6%**, with notable rises in depreciation (**+14.8%**) and airport fees (**+13.5%**) on a per-ASK basis[29](index=29&type=chunk) [Non-Operating Results](index=8&type=section&id=Non-Operating%20Results) The non-operating result was significantly influenced by foreign exchange movements, with a net gain of R$2.6 billion on foreign currency exchange due to the appreciation of the Brazilian real more than offsetting net financial expenses of R$2.4 billion, which included a R$1.1 billion accounting impact from debt modification and R$604 million in lease-related interest 1Q25 Net Financial Results (R$ million) | Item | 1Q25 | 1Q24 | % Δ | | :--- | :--- | :--- | :--- | | Net financial expenses | (2,361.9) | (1,117.0) | 111.5% | | Foreign currency exchange, net | 2,567.1 | (847.3) | n.a. | | **Net financial results** | **212.5** | **(1,925.9)** | **n.a.** | - Net financial expenses of **R$2,361.9 million** included a **R$1.1 billion** non-cash accounting impact from debt modification agreements[32](index=32&type=chunk) - A net gain of **R$2,567.1 million** was recorded from foreign currency exchange due to a **7.3%** appreciation of the Brazilian real against the US dollar during the quarter[34](index=34&type=chunk) [Liquidity and Financing](index=8&type=section&id=Liquidity%20and%20Financing) [Liquidity Position](index=8&type=section&id=Liquidity%20Position) Azul ended Q1 2025 with total liquidity of R$6.7 billion, including R$2.3 billion in immediate liquidity (cash and receivables), and during the quarter, the company raised approximately R$3.0 billion in new notes while paying down over R$4.0 billion in leases, debt repayments, and interest, reflecting active balance sheet management Liquidity Position as of March 31, 2025 (R$ million) | Item | 1Q25 | 4Q24 | 1Q24 | | :--- | :--- | :--- | :--- | | Immediate liquidity | 2,345.2 | 3,057.3 | 2,713.9 | | Total Liquidity | 6,664.4 | 7,490.4 | 5,989.0 | - Immediate liquidity of **R$2.3 billion** represents **11.6%** of last twelve months' (LTM) revenues[35](index=35&type=chunk) [Debt Structure and Leverage](index=9&type=section&id=Debt%20Structure%20and%20Leverage) Gross debt stood at R$34.7 billion at the end of Q1 2025, an increase from Q4 2024 mainly due to a R$3.0 billion loan raised in January, with the company's leverage, measured as net debt to LTM EBITDA, at 5.2x, and the average debt maturity, excluding leases and convertibles, at 4.1 years with an average interest rate of 12.5% Key Financial Ratios | Ratio | 1Q25 | 4Q24 | 1Q24 | | :--- | :--- | :--- | :--- | | Gross debt (R$ million) | 34,664.1 | 33,677.1 | 24,384.1 | | Net debt (R$ million) | 31,350.1 | 29,579.4 | 20,865.1 | | Net debt / EBITDA (LTM) | 5.2x | 4.9x | 3.7x | - Gross debt increased by **R$987.0 million** compared to Q4 2024, primarily due to a **R$3.0 billion** loan raised as part of the restructuring plan[40](index=40&type=chunk) - The leverage ratio of **5.2x** was impacted by the depreciation of the Brazilian real on dollar-denominated debt, with the company continuing to explore opportunities to manage its leverage and debt profile[43](index=43&type=chunk) [Fleet and Capex](index=10&type=section&id=Fleet%20and%20Capex) [Fleet Composition](index=10&type=section&id=Fleet%20Composition) As of March 31, 2025, Azul's passenger operating fleet comprised 184 aircraft, with the company having advanced its fleet modernization, as next-generation aircraft now account for approximately 80% of its total capacity, a key driver for fuel efficiency Passenger Operating Fleet | Aircraft Type | 1Q25 | 1Q24 | | :--- | :--- | :--- | | Airbus widebody | 13 | 9 | | Airbus narrowbody | 57 | 55 | | Embraer E2 | 32 | 20 | | Embraer E1 | 29 | 37 | | ATR | 29 | 36 | | Cessna | 24 | 24 | | **Total** | **184** | **181** | - The share of capacity from next-generation aircraft reached **80%** at the end of 1Q25, which is significantly higher than regional competitors[46](index=46&type=chunk) [Capital Expenditures](index=10&type=section&id=Capital%20Expenditures) Net capital expenditures (capex) in Q1 2025 totaled R$141.9 million, a 67.4% decrease compared to the same period last year, with spending primarily directed towards the capitalization of engine overhauls and the acquisition of spare parts Capex (R$ million) | Item | 1Q25 | 1Q24 | % Δ | | :--- | :--- | :--- | :--- | | Capex | 144.3 | 446.2 | -67.7% | | Sale and leaseback | -2.4 | -10.3 | -76.9% | | **Net capex** | **141.9** | **435.9** | **-67.4%** | [ESG and Non-Recurring Items](index=11&type=section&id=ESG%20and%20Non-Recurring%20Items) [ESG Responsibility](index=11&type=section&id=ESG%20Responsibility) Azul reported its key ESG indicators based on SASB standards, showing environmentally, fuel consumption per ASK improved by 1.9% compared to Q4 2024, socially, 100% of employees are covered by collective bargaining agreements, and governance metrics indicate 92% of directors are independent and 23% are women Key ESG Indicators (1Q25) | Category | Metric | Value | | :--- | :--- | :--- | | **Environmental** | Total fuel consumed per ASK (GJ / ASK) | 1,053 | | **Social** | Employee monthly turnover (%) | 1.0% | | **Social** | Employee covered under collective bargaining agreements (%) | 100% | | **Governance** | Independent directors (%) | 92% | | **Governance** | Percent of Board members that are women (%) | 23% | [Non-Recurring Items Reconciliation](index=11&type=section&id=Non-Recurring%20Items%20Reconciliation) The company's reported operating results for Q1 2025 included a significant non-recurring positive adjustment of R$910.3 million, which, related to the capital optimization plan, increased reported operating income from an adjusted R$570.6 million to a reported R$1,480.9 million, and boosted reported EBITDA from R$1.4 billion to R$2.3 billion 1Q25 Non-recurring Adjustments (R$ million) | Item | As recorded | Adjustments | Adjusted | | :--- | :--- | :--- | :--- | | Operating income | 1,480.9 | (910.3) | 570.6 | | Operating Margin | 27.5% | -16.9 p.p. | 10.6% | | EBITDA | 2,296.1 | (910.3) | 1,385.8 | | EBITDA Margin | 42.6% | -16.9 p.p. | 25.7% | - A positive non-recurring impact of **R$910.3 million** was recorded in 1Q25, related to the capital optimization plan and final terms negotiated with lessors, OEMs, and bondholders[51](index=51&type=chunk) [Financial Statements](index=13&type=section&id=Financial%20Statements) [Balance Sheet](index=13&type=section&id=Balance%20Sheet) As of March 31, 2025, Azul's balance sheet showed total assets of R$25.5 billion, with total liabilities at R$54.0 billion significantly exceeding assets and resulting in a negative equity of R$28.5 billion, while current liabilities were R$17.0 billion against current assets of R$6.0 billion Balance Sheet Summary (R$ million) | Item | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Total Current Assets** | **5,960.9** | **5,658.0** | | **Total Assets** | **25,548.7** | **26,274.9** | | **Total Current Liabilities** | **17,021.5** | **21,342.3** | | **Total Liabilities** | **53,999.8** | **56,710.2** | | **Total Equity** | **(28,451.1)** | **(30,435.3)** | [Cash Flow Statement](index=14&type=section&id=Cash%20Flow%20Statement) In Q1 2025, cash flow from operating activities was a net outflow of R$313.2 million, compared to an outflow of R$63.2 million in Q1 2024, with investing activities using R$238.2 million and financing activities using R$176.8 million, resulting in a net decrease in cash and cash equivalents of R$749.3 million for the quarter Cash Flow Summary (R$ million) | Item | 1Q25 | 1Q24 | | :--- | :--- | :--- | | Net cash generated (used) by operating activities | (313.2) | (63.2) | | Net cash generated (used) in investing activities | (238.2) | (435.9) | | Net cash generated (used) in financing activities | (176.8) | (59.4) | | **Net decrease in cash and cash equivalents** | **(749.3)** | **(559.7)** |

Core Viewpoint - AZUL has been upgraded to a Zacks Rank 2 (Buy), indicating a positive outlook on its earnings estimates, which is a significant factor influencing stock prices [1][2]. Earnings Estimates and Stock Price Impact - Changes in a company's earnings potential, reflected in earnings estimate revisions, are strongly correlated with near-term stock price movements [3]. - Institutional investors utilize earnings estimates to determine the fair value of a company's shares, leading to stock price fluctuations based on their buying or selling activities [3]. AZUL's Earnings Outlook - AZUL's rising earnings estimates and the rating upgrade suggest an improvement in the company's underlying business, which is expected to drive the stock price higher [4]. - The Zacks Consensus Estimate for AZUL has increased by 168.7% over the past three months, with expected earnings of $0.16 per share for the fiscal year ending December 2025, representing a year-over-year change of 109.5% [7]. Zacks Rank System - The Zacks Rank system classifies stocks based on earnings estimates and has a strong track record, with Zacks Rank 1 stocks averaging a +25% annual return since 1988 [6]. - The upgrade of AZUL to a Zacks Rank 2 places it in the top 20% of Zacks-covered stocks, indicating a strong potential for market-beating returns in the near term [9].

Core Viewpoint - AZUL has experienced significant selling pressure, declining 57.1% over the past four weeks, but is now positioned for a potential trend reversal as it is in oversold territory, supported by positive earnings forecasts from Wall Street analysts [1]. Group 1: Stock Performance - AZUL's stock has declined 57.1% in the last four weeks, indicating substantial selling pressure [1]. - The stock's Relative Strength Index (RSI) is currently at 23.35, suggesting it is oversold and may soon experience a trend reversal [5]. Group 2: Analyst Sentiment - There is strong consensus among sell-side analysts that AZUL will report better earnings than previously predicted, with the consensus EPS estimate increasing by 8.3% over the last 30 days [7]. - AZUL holds a Zacks Rank 2 (Buy), placing it in the top 20% of over 4,000 ranked stocks based on earnings estimate revisions and EPS surprises, indicating a strong potential for a turnaround [8].

Group 1 - Azul Brazilian Airlines filed its Form 20-F report for the fiscal year 2024 with the U.S. Securities and Exchange Commission on April 28, 2025 [1] - The report is accessible on the SEC's website and Azul's Investor Relations website, and shareholders can request it from the Investor Relations department [1] Group 2 - Azul S.A. is the largest airline in Brazil by number of flight departures and cities served, operating over 1,000 daily flights to more than 150 destinations [2] - The company has an operating fleet of over 180 aircraft and employs more than 15,000 crewmembers, with a network of 300 non-stop routes [2] - Azul was recognized as the most on-time airline in the world in 2022 by Cirium, marking a significant achievement for a Brazilian airline [2] - In 2020, Azul was awarded the title of best airline in the world by TripAdvisor, becoming the first Brazilian flag carrier to earn this recognition [2]

[Form 6-K Report: Update on Outstanding Shares](index=1&type=section&id=Form%206-K%20Report) [Update on Outstanding Shares](index=2&type=section&id=Azul%20Provides%20Current%20Outstanding%20Shares) Azul updates total outstanding shares following a capital increase and debt conversion into preferred shares - Total outstanding shares updated to include shares from a capital increase for aircraft lessors, controlling shareholders, and a debt conversion of **35% of notes due in 2029 and 2030** into preferred shares[5](index=5&type=chunk) - Key share issuances in April 2025 included **96,009,988 new preferred shares** to lessors on April 3, **1,200,000,063 new common shares** to controlling shareholders on April 10, and **450,572,669 new preferred shares** for bondholders on April 28[9](index=9&type=chunk) Updated Shareholder Information | Shareholders | Common Shares | % Common Shares | Preferred Shares | % Preferred Shares | Total Economic Shares (1 PS = 75 CS) | % Economic Interest | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | David Neeleman | 1,426,406,701 | 67.0% | 7,329,683 | 0.8% | 26,348,439 | 2.85% | | Trip Shareholders** | 702,558,420 | 33.0% | 5,981,040 | 0.7% | 15,348,486 | 1.66% | | United Airlines, Inc. (Calfinco) | - | - | 18,632,216 | 2.1% | 18,632,216 | 2.02% | | Others | - | - | 863,832,318 | 96.4% | 863,832,318 | 93.45% | | Treasury | - | - | 264,496 | 0.0% | 264,496 | 0.03% | | **TOTAL** | **2,128,965,121** | **100.0%** | **896,039,753** | **100.0%** | **924,425,955** | **100.0%** | [About Azul](index=2&type=section&id=About%20Azul) Azul S.A. is Brazil's largest airline, recognized for extensive operations and high service quality - Azul is the **largest airline in Brazil** by flight departures and cities served[8](index=8&type=chunk) - Operational metrics include **over 1,000 daily flights**, **more than 150 destinations**, and a fleet of **over 180 aircraft** with **more than 15,000 Crewmembers**[8](index=8&type=chunk) - Azul received international recognition as the **most on-time airline in 2022** by Cirium and the **best airline in 2020** by TripAdvisor[8](index=8&type=chunk) [Signatures](index=3&type=section&id=SIGNATURES) The report is formally signed by Azul S.A.'s CFO, Alexandre Wagner Malfitani, on April 28, 2025 - The report was signed by Alexandre Wagner Malfitani, Chief Financial Officer of Azul S.A[11](index=11&type=chunk)[13](index=13&type=chunk) - The signature date is **April 28, 2025**[12](index=12&type=chunk)

As submitted to the Securities and Exchange Commission on April 28, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUA ...

Core Insights - The airline industry is experiencing mixed results, with some carriers reporting disappointing earnings while others show positive traffic growth and expansion plans [2][4][8]. Group 1: Company Performance - Azul reported fourth-quarter 2024 earnings of 9 cents per share, below the Zacks Consensus Estimate of 12 cents, but showed over 100% year-over-year improvement. Total revenues were $948.9 million, missing the estimate of $957.6 million [4]. - Allegiant Travel's scheduled traffic in January 2025 rose 7.4% year-over-year, with capacity increasing by 9.9%. However, the load factor declined to 78.8% from 80.7% the previous year [6]. - Volaris reported fourth-quarter 2024 earnings per share of 39 cents, below the estimate of 55 cents, with total operating revenues declining 7% year-over-year to $835 million. The company faced challenges due to aircraft groundings [8]. Group 2: Market Trends - The NYSE ARCA Airline Index declined 7.4% to $66.43 over the past week, although it has increased 28.4% over the past six months [11]. - JetBlue Airways plans to launch a new daily summer-seasonal service between Manchester-Boston Regional Airport and New York's JFK Airport starting June 12, 2025, to cater to increasing air travel demand [9][10]. Group 3: Future Outlook - Ryanair Holdings is expected to release its February traffic results soon, with optimistic air travel demand likely to boost passenger revenues and improve load factors year-over-year [12].

Core Viewpoint - Azul S.A. reported a fourth-quarter 2024 earnings per share of 9 cents, which was below the Zacks Consensus Estimate of 12 cents, but showed over 100% improvement year-over-year [1] Financial Performance - Total revenues for the fourth quarter were $948.9 million, missing the Zacks Consensus Estimate of $957.6 million, driven by strong demand and robust ancillary revenues [2] - Passenger revenues, which accounted for 92.7% of total revenues, increased by 10% year-over-year, while cargo revenue and other grew by 9.9% due to improved performance and partial recovery of international operations [3] Traffic and Capacity - Consolidated traffic, measured in revenue passenger kilometers (RPKs), rose by 16.9% year-over-year, with domestic traffic increasing by 20.2% and international traffic by 5.9% [4] - Consolidated available seat kilometers (ASK) increased by 11% from the previous year, with domestic capacity rising by 13.3% and international capacity by 3.1% [4] - The load factor improved by 4.2 percentage points to 84.2%, indicating that traffic growth outpaced capacity expansion [4] Cost and Expenses - Total revenues per ASK (RASK) were R$44.98 cents, down 0.7% year-over-year, while passenger revenues per ASK (PRASK) also decreased by 0.7% [5] - Cost per ASK (CASK) fell by 6.5% year-over-year, attributed to a 17% reduction in fuel prices and cost reduction initiatives, although partially offset by the depreciation of the Brazilian real [6] - Operating expenses increased by 3.8% year-over-year to R$4.31 billion, driven by a rise in total capacity and currency depreciation [7] Liquidity and Debt - Azul ended the fourth quarter with total liquidity of R$7.49 billion, an increase from R$6.27 billion in the previous quarter, while gross debt decreased to R$33.6 billion from R$27.9 billion [8] Guidance - For 2025, Azul reaffirmed its EBITDA guidance at R$7.4 billion [9]

Core Insights - The article emphasizes the importance of insightful analysis on foreign equities, particularly in emerging markets, to facilitate informed investment decisions [1]. Group 1 - The author has a background in research and operations management, contributing to various financial platforms [1]. - The focus is on providing analysis that empowers investors, highlighting the significance of understanding market dynamics in emerging economies [1].

Group 1 - The company is undergoing a financial restructuring, with an anticipated dilution of 85% [1] - The focus of Quipus Capital is on operational aspects and long-term earnings power rather than market-driven dynamics [1] - Most recommendations from Quipus Capital will be holds, indicating a cautious approach to investment opportunities [1] Group 2 - The article emphasizes the importance of understanding competitive dynamics within industries for making informed investment decisions [1] - A small fraction of companies are deemed suitable for buying at any given time, highlighting a selective investment strategy [1]