SCHEDULE 13D/A: Sixth Street Partners Reduces Stake in LATAM Airlines Group Through $232 Million ADS Sale

Sentiment:

Schedule 13D Amendment


Sixth Street Partners, through its affiliate Lauca Investments, LLC, has significantly reduced its beneficial ownership in LATAM Airlines Group S.A. by selling over 6.3 million American Depositary Shares (ADS) for approximately $232 million.

Summary

  • Lauca Investments, LLC, an entity controlled by Sixth Street Partners Management Company, L.P., sold 6,353,259 American Depositary Shares (ADS) of LATAM Airlines Group S.A. in an Underwritten Offering.
  • Each ADS represents 2,000 shares of Common Stock of LATAM Airlines Group S.A.
  • The sale was executed at an Offering Price of $36.55 per ADS, totaling approximately $232,100,000.
  • The Underwriting Agreement was entered into on June 16, 2025, with J.P. Morgan Securities LLC as the Underwriter.
  • The Underwritten Offering officially closed on June 18, 2025.
  • Following the sale, Sixth Street Partners Management Company, L.P. and Alan Waxman beneficially own 132,940,469,995 shares of Common Stock, representing 22.0% of the total outstanding shares.
  • Lauca Investments, LLC entered into a 45-day lock-up agreement, effective from June 16, 2025, restricting further sales or hedging of LATAM Airlines Group securities.

Sentiment

Score: 4

Explanation: The document is primarily factual, reporting a significant share sale by a major investor. While the sale itself could be viewed with slight caution by the market, the filing provides no explicit positive or negative commentary from management or new operational insights. The sentiment is neutral to slightly negative due to the large block sale by a significant shareholder.

Positives

  • The sale provides liquidity for the selling shareholder, Lauca Investments, LLC.
  • The transaction was executed at a specific price of $36.55 per ADS, indicating a clear valuation for the sold block of shares.

Negatives

  • A significant reduction in stake by a major institutional investor could be perceived negatively by the market, potentially signaling a lack of long-term conviction or a strategic shift by the selling entity.
  • The sale of a large block of shares could put downward pressure on the stock price in the short term due to increased supply.

Risks

  • The lock-up agreement prevents the selling shareholder from disposing of additional shares for 45 days, but after this period, there is a potential for further sales, which could impact market liquidity and share price.

Future Outlook

Lauca Investments, LLC is subject to a 45-day lock-up period from June 16, 2025, during which it cannot sell or hedge additional shares of Common Stock or ADS. Beyond this period, the reporting persons have no present plans or proposals for further transactions, though their intentions are subject to change.

Industry Context

This filing details a significant secondary offering by a major shareholder in a prominent Latin American airline. While specific to this transaction, large block sales can reflect broader investor sentiment or portfolio rebalancing within the airline sector, which is subject to various macroeconomic and geopolitical factors.

Stakeholder Impact

  • Shareholders: The sale by a significant investor alters the ownership structure and could influence market perception and share price due to the increased supply of shares.
  • Company (LATAM Airlines Group S.A.): This was a secondary offering, meaning the company itself did not receive proceeds from the sale. However, it impacts the shareholder base and potentially the stock's liquidity.

Next Steps

  • Lauca Investments, LLC will adhere to the 45-day lock-up agreement, restricting further sales or hedging of Lock-Up Securities until approximately July 31, 2025.

Key Dates

DateDescription
2022-11-03Original Schedule 13D filed by the undersigned with the Securities and Exchange Commission.
2024-07-18Automatic shelf registration statement on Form F-3 (File No. 333-280866) filed by the Issuer.
2024-07-24Second amendment to the Deposit Agreement among the Issuer, the Depositary, and ADR holders.
2024-07-26Amendment No. 1 to the Schedule 13D filed.
2024-12-31Authorization and Designation Letter for Joshua Peck to sign on behalf of Alan Waxman.
2025-06-16Date of event requiring filing of this statement; Lauca entered into the Underwriting Agreement and lock-up agreement. Also, the date for outstanding shares calculation as reported in the Issuer's prospectus supplement on Form 424B7.
2025-06-18Underwritten Offering closed. Date of signing of this Amendment No. 2.

Keywords

LATAM Airlines Group, Sixth Street Partners, ADS sale, secondary offering, Schedule 13D, beneficial ownership, lock-up agreement, airline industry, equity disposition

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