MEXICO CITY, Nov. 05, 2025 (GLOBE NEWSWIRE) -- Grupo Aeroméxico, S.A.B. de C.V. (“Aeroméxico”) announced today the pricing of its global offering of 11,727,325 American Depositary Shares (“ADSs”) at a price of US$19.00 per ADS in the United States (the “International Offering”) and 27,463,590 common shares at a price of Ps. 35.34 per common share in Mexico (the “Mexican Offering”, and together with the International Offering, the “Global Offering”). Each ADS represents 10 common shares of Aeroméxico.
The ADSs are expected to begin trading on the New York Stock Exchange and the common shares are expected to begin trading on the Bolsa Mexicana de Valores (“BMV”) on November 6, 2025, under the ticker symbol “AERO”. The Global Offering is expected to close on November 7, 2025, subject to customary closing conditions.
The Global Offering consists of (i) a primary offering of 7,394,409 ADSs in the United States and 7,000,000 common shares in Mexico, and (ii) a secondary offering of 4,332,916 ADSs in the United States and 20,463,590 common shares in Mexico, by certain shareholders of Aeroméxico (the “Selling Shareholders”). The underwriters have been granted a 30-day option to purchase up to an additional 2,171,050 ADSs from the Selling Shareholders. No over-allotment option was granted in connection with the Mexican Offering. Delta, a current shareholder and Aeroméxico’s long-term strategic business partner, did not participate in the Global Offering and entered into a four-year lock-up agreement.
In addition to the Global Offering, Aeroméxico announced a concurrent private placement of approximately US$25 million in common shares at a price of US$1.805 per common share to PAR Investment Partners, L.P. (the “Concurrent Private Placement”). The sale of the common shares in the Concurrent Private Placement will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), and will be made in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act. The Concurrent Private Placement is expected to close on November 7, 2025, subject to customary closing conditions.
Aeroméxico expects the gross proceeds of the primary component of the Global Offering and the Concurrent Private Placement to be approximately US$178.8 million, before deducting discounts and commissions of underwriters of the International Offering and the Mexican Offering. Aeroméxico intends to use a portion of the net proceeds from the primary component of the Global Offering and the Concurrent Private Placement for general corporate purposes, including payments in connection with the expansion of its fleet, investments in customer experience infrastructure, and fleet maintenance obligations.
In connection with the International Offering, Barclays, Morgan Stanley, J.P. Morgan and Evercore ISI are acting as joint lead book-running managers. Apollo Global Securities, Citigroup, Deutsche Bank Securities, Goldman Sachs & Co. LLC, BNP PARIBAS, BTG Pactual, and Santander are acting as book-running managers; and Academy Securities and Siebert Williams Shank are acting as co-managers. In connection with the Mexican Offering, Barclays Capital Casa de Bolsa, S.A. de C.V., Grupo Financiero Barclays México and Morgan Stanley México, Casa de Bolsa, S.A. de C.V. are acting as joint lead book-running managers.
The International Offering and the Mexican Offering are being made by means of a prospectus. Copies of the preliminary prospectus may be obtained by contacting: Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email: barclaysprospectus@broadridge.com or by telephone: (888) 603-5847; or Morgan Stanley & Co. LLC, Attn: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014; or J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com; or Evercore Group L.L.C., Attn: Equity Capital Markets, 55 East 52nd Street, 35th Floor, New York, NY 10055 or by telephone: (888) 474- 0200 or by email: ecm.prospectus@evercore.com.
A registration statement on Form F-1 relating to the securities offered in the Global Offering has been filed with the U.S. Securities and Exchange Commission and became automatically effective on November 5, 2025 pursuant to Section 8(a) of the Securities Act. The publication of the prospectus for the Mexican Offering, as well as the Mexican Offering itself, have been authorized by the Comisión Nacional Bancaria y de Valores (“CNBV”).
This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor will there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
The ADSs have not been and will not be registered with the Registro Nacional de Valores (“RNV”) maintained by the CNBV. The common shares underlying the ADSs have been registered with the RNV and will be listed on the BMV. Registration of the common shares with the RNV does not imply any certification as to the investment quality of such shares, our solvency, liquidity or credit quality, or the accuracy or completeness of the information contained in the prospectus and does not ratify or validate any actions or omissions, if any, undertaken in contravention of applicable law.
Forward-Looking Statements
This press release includes certain disclosures that contain “forward-looking statements,” including, without limitation, statements regarding Aeroméxico’s expectations regarding the commencement of trading of its shares on the New York Stock Exchange, the completion and timing of the closing of the offering and the concurrent private placement and the anticipated gross proceeds from the offering and the concurrent private placement. Forward-looking statements are based on Aeroméxico’s current expectations and are subject to inherent uncertainties, risks and assumptions that are difficult to predict. Factors that could cause actual results to differ include risks and uncertainties related to the satisfaction of customary closing conditions and the completion of the offering and the private placement, and the risks inherent in biopharmaceutical product development and clinical trials. These and other risks and uncertainties are described more fully in the section titled “Risk Factors” in the final prospectus related to the Global Offering to be filed with the Securities and Exchange Commission. Forward-looking statements contained in this press release are made as of this date, and Aeroméxico undertakes no duty to update such information except as required under applicable law.
Media contact: amcomunicacioncorporativa@aeromexico.com
