Financial Reporting and Compliance - The consolidated financial statements have been prepared in accordance with IFRS, with amounts translated into U.S. dollars at a rate of R$5.2177 to US$1.00 for the year ended December 31, 2022[19]. - The report indicates that certain figures have been rounded, which may affect the arithmetic sum of totals presented[22]. - The company has not independently verified third-party market data, which could impact the accuracy of competitive position and market share assessments[21]. Operational Performance Metrics - The report includes key performance metrics such as available seat kilometers (ASK) and revenue passenger kilometers (RPK), which are critical for assessing operational efficiency[23][27]. - Operating costs and expenses per available seat kilometer (CASK) are used to measure operational cost efficiency, with CASK ex-fuel providing insights into costs excluding fuel[26]. - The load factor, representing the percentage of seating capacity utilized, is a vital metric for the airline's performance[25]. - The company achieved a daily aircraft utilization rate of 11.0 block hours per day in 2022, up from 10.0 in 2021 and 9.6 in 2020, contributing to revenue generation and cost dilution[94]. - The average load factor for the company was 80.0% in 2022, maintaining best-in-class performance even during the pandemic[110]. Economic and Market Conditions - Brazil's GDP contracted by 4.1% in 2020, grew by 4.6% in 2021, and 2.9% in 2022, impacting the demand for the company's products and services[41]. - The SELIC rate was 2.0% in 2020, increased to 9.25% in 2021, and further to 13.75% in 2022, affecting the cost of indebtedness[51]. - Inflation rates in Brazil were 4.5% in 2020, 10.1% in 2021, and 5.8% in 2022, which may influence operational costs[50]. - Political instability and economic uncertainty in Brazil could adversely affect the company's operations and market perception[42]. Fuel and Cost Management - Fuel costs represented 28%, 23%, and 43% of total operating costs in 2020, 2021, and 2022, respectively, indicating significant volatility in fuel expenses[63]. - The average price of West Texas Intermediate crude oil was US$39.13, US$67.34, and US$94.33 in 2020, 2021, and 2022, respectively, affecting fuel cost dynamics[63]. - The company maintains a fuel hedging program to manage price volatility and reduce exposure to fuel cost fluctuations[167]. - Fuel costs increased significantly from R$2,631.9 million in 2021 to R$6,288.4 million in 2022, representing 43% of total operating costs[163]. Financial Stability and Indebtedness - As of December 31, 2022, 93.7% of the company's indebtedness was denominated in U.S. dollars, exposing it to currency fluctuations[57]. - The company had R$21,737.1 million in U.S. dollar-denominated indebtedness as of December 31, 2022, which may impact financial stability[57]. - As of December 31, 2022, the company's total indebtedness was R$23,191.8 million, an increase from R$22,663.0 million in 2021, primarily due to lease agreements signed in 2022[65]. - The company reported negative working capital of R$10,867.7 million as of December 31, 2022, raising concerns about its liquidity and ability to meet obligations[65]. - The average maturity of loans and financing decreased from 3.4 years in 2021 to 2.5 years in 2022, indicating a potential liquidity risk[65]. Competitive Position and Market Share - The company emphasizes the importance of maintaining a competitive position in the Brazilian and international airline industries, based on reliable third-party data[21]. - The Brazilian airline industry is highly competitive, with significant pressure from existing airlines and potential new entrants affecting fare levels and market share[85]. - The domestic passenger market in Brazil grew from 30.8 million passengers in 2001 to 82.2 million in 2022, with the company's market share increasing from 4% in 2001 to 34% in 2022[107][108]. - The company maintained a domestic market share of 33.7% in 2022, compared to 31.7% in 2021, while LATAM Brasil increased its share to 36.5%[199]. Strategic Initiatives and Future Outlook - Forward-looking statements in the report highlight potential growth opportunities and the effects of regulation and competition on future performance[31]. - The company plans to have 50% of its fleet as Boeing 737 MAX aircraft by 2024, having entered into purchase agreements for 28 additional MAX aircraft[110]. - The company aims to achieve a regular supply of sustainable aviation fuel, targeting a 1% biofuel supply by 2025[173]. - The company has a goal to achieve carbon neutrality by 2050, with its fleet transformation to Boeing 737 MAX aircraft being a key component of this strategy[110]. Customer Engagement and Loyalty Programs - The loyalty program, Smiles, had 20.5 million members as of December 31, 2022, contributing significantly to ticket sales and repeat customers[1]. - Smiles loyalty program allows members to accumulate miles through flights, credit card spending, and retail partnerships, enhancing customer engagement[205]. - The Smiles loyalty program had 20.5 million members as of December 31, 2021, contributing significantly to ticket sales and repeat customers[139]. - Smiles has established partnerships with major Brazilian banks and fintechs, including Nubank and C6 Bank, to enhance its loyalty program[206]. Environmental and Social Responsibility - The company has saved 9.7 million liters of jet fuel and reduced greenhouse gas emissions by 24,300 tons through the use of Boeing 737 MAX aircraft since 2019[110]. - The company reported total fuel consumption of 37,630,000 GJ in 2022, with greenhouse gas emissions of 2,737,745 tons CO2, a significant increase from 1,905,556 tons CO2 in 2021[189]. - The company is committed to achieving zero net direct carbon emissions by 2050 as part of its long-term corporate goals[173]. - As of December 31, 2022, the company employed 14,816 individuals, with 44% of employees being women and a 36% participation rate of women in leadership positions[175][176]. Operational Challenges and Risks - The company faces risks from fluctuations in crude oil prices, which impact fuel costs, particularly due to geopolitical tensions[30]. - The company has experienced operational disruptions due to liquidity limitations, resulting in certain aircraft remaining non-operational[83]. - The company relies on a single supplier for aircraft and engines, which poses a risk if there are negative developments related to Boeing 737 MAX aircraft[71]. - Regulatory changes in Brazil's civil aviation framework could increase costs and affect competitive dynamics, impacting the company's operations[76].

Financial Performance - GOL achieved a record net operating revenue of R$4.7 billion in 4Q22, the highest in the company's history, with a 25.3% increase in RASK and a 24.8% increase in yield compared to 4Q21[10]. - The company recorded a significant increase in sales, generating approximately R$5.4 billion in 4Q22, driven by efficient ticket inventory management and growth in ancillary business units[11]. - Total net revenue for the consolidated entity reached R$15,198,725 in 2022, a significant increase from R$7,433,384 in 2021, representing a growth of 103.8%[102]. - Gross profit for the consolidated entity was R$3,149,774 in 2022, compared to a gross loss of R$1,160,312 in 2021, indicating a turnaround in profitability[103]. - The company reported a loss for the fiscal year of R$1,561,473 in 2022, an improvement from a loss of R$7,221,538 in 2021[106]. - Total comprehensive income for the fiscal year was a loss of R$1,278,880 in 2022, improving from a loss of R$6,787,271 in 2021[106]. - The company reported a net loss of R$1,561,473 for the fiscal year 2022, compared to a loss of R$7,221,538 in 2021, indicating a significant improvement in financial performance[110]. - The basic and diluted loss per share for the consolidated entity was R$0.109 in 2022, compared to R$0.545 in 2021, showing a reduction in loss per share[103]. Passenger and Operational Metrics - The company transported over 7.7 million passengers in 4Q22, bringing the total for 2022 to approximately 27.3 million[6]. - GOL's total revenue passenger kilometers (RPK) reached 9,107 million in 4Q22, a 25.1% increase compared to 4Q21[36]. - The domestic market RPK was 8,208 million, up 14.6% year-over-year, achieving 85% of the RPK recorded in 4Q19[37]. - GOL's total ASK (available seat kilometers) increased by 29.0% to 11,375 million in 4Q22 compared to the previous year[36]. - The company transported approximately 7.4 million customers in 4Q22, marking a 22.4% increase year-over-year[37]. - GOL's load factor for the total market was 80.1%, a decrease of 2.5 percentage points compared to 4Q21[36]. Fleet and Capacity Management - The company expects to receive 15 new Boeing 737-MAX 8 aircraft in 2023, increasing the total to 53 MAX aircraft in its fleet[23]. - GOL's total fleet increased to 146 Boeing 737 aircraft by the end of 4Q22, up from 135 in 4Q21[44]. - GOL has 91 firm orders for the acquisition of Boeing 737-MAX aircraft, with plans to return about 17 operational aircraft by the end of 2023[44]. - The operational network resumed to levels close to 2019, achieving 86% of the supply equivalent to the same period in 2019 by the fourth quarter of 2022[131]. - The Company received 15 Boeing 737-MAX aircraft in the fiscal year ended December 31, 2022, which consume approximately 15% less fuel and produce around 16% less carbon compared to the Boeing 737-NG aircraft[141]. Financial Position and Debt Management - GOL's net debt will be reduced by over US$100 million following the issuance of Senior Secured Notes due in 2028, resulting in more than US$30 million in annual interest expense savings[33]. - The average maturity of GOL's bonds improved from 2.5 years to 4.4 years due to recent liability management operations[35]. - Current liabilities exceeded total current assets by R$10,868 million, raising concerns about the company's liquidity[71]. - The company reported negative shareholders' equity of R$21,359 million as of December 31, 2022, indicating significant financial distress[71]. - The company has substantial doubt about its ability to continue as a going concern due to financial uncertainties[71]. Revenue Streams and Ancillary Services - GOL's ancillary revenues from SMILES and GOLLOG tripled to R$340.7 million in 4Q22, representing about 7.2% of total net revenue[16]. - GOL's SMILES program ended 4Q22 with 20.9 million customers, a 6% increase from 4Q21, and recorded R$1.1 billion in revenue for the quarter[17]. - The company reported a significant increase in advance ticket sales, totaling R$832,087 in 2022, compared to R$619,670 in 2021, indicating strong demand[110]. Strategic Initiatives and Partnerships - GOL signed an investment agreement with American Airlines, which involved an investment of R$948,320 for 22,224,513 preferred shares, enhancing commercial cooperation between the two airlines[139]. - The Company signed a 10-year cargo service agreement with Mercado Livre, which includes a dedicated cargo fleet of 6 Boeing 737-800 BCFs, with plans to add another 6 cargo aircraft by 2025[145]. - The Company plans to significantly increase its cargo carrying capacity in tons in 2023 to generate additional revenue, responding to the growing Brazilian e-commerce market[146]. Compliance and Audit - The independent auditor's report confirmed that the financial statements present fairly the company's financial position in accordance with IFRS[69]. - The company’s financial statements were prepared in accordance with Brazilian accounting practices and IFRS[86]. - The audit included significant procedures to assess the accuracy of passenger transportation revenue recognition[75]. - The auditor's report did not cover the Management Report, which is the responsibility of the company's management[84]. Risk Management and Financial Instruments - The Company contracts derivative financial instruments to mitigate risks from interest rates, foreign exchange rates, and aviation fuel prices[182]. - Derivative instruments designated as cash flow hedges protect future income from fluctuations in interest rates and fuel prices, with variations recorded in "Other Comprehensive Income (Expenses)"[185].

As filed with the Securities and Exchange Commission on March 13, 2019 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 OR ¨ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Translation of Registrant's name into English) _________________ The Federative Republic of Brazil (Jurisdiction of incorporation ...