SCHEDULE: Sixth Street Sells 7M LATAM ADS in Underwritten Offering

Sixth Street Partners, through its affiliate Lauca, sold 7 million American Depositary Shares of LATAM Airlines Group S.A. for $47.401 per ADS in a recent underwritten offering.

Summary

• Sixth Street Partners, through its entity Lauca Investments, LLC, sold 7,000,000 American Depositary Shares (ADS) of LATAM AIRLINES GROUP S.A.
• The sale was part of an underwritten offering at a price of $47.401 per ADS.
• Goldman Sachs & Co. LLC and Barclays Capital Inc. acted as underwriters for the offering.
• The underwriting agreement was signed on September 8, 2025, and the offering closed on September 10, 2025.
• Lauca entered into a 30-day lock-up agreement from September 8, 2025, restricting further sales of Lock-Up Securities.
• Previous lock-up restrictions from August 13, 2025, were waived by J.P. Morgan Securities LLC and Barclays for this transaction.
• Following the sale, the reporting persons (Sixth Street Partners Management Company, L.P. and Alan Waxman) beneficially own 99,887,693,315 shares of Common Stock, representing 17.4% of the class.
• The ownership percentage is based on 574,219,895,457 shares of Common Stock outstanding, accounting for recent share repurchases by the Issuer.

Sentiment

Score: 6

Explanation: The sale by a significant shareholder could be viewed neutrally to slightly negatively as it reduces their stake. However, the successful execution of a large underwritten offering by major banks indicates market liquidity and a fair valuation for the shares, which is a positive for the company's market perception. The lock-up agreement provides short-term stability.

Positives

• The successful execution of an underwritten offering indicates market demand for LATAM Airlines Group S.A. shares.
• The offering provides liquidity for the selling shareholder, Lauca Investments, LLC.
• The transaction was facilitated by major investment banks, Goldman Sachs & Co. LLC and Barclays Capital Inc., suggesting institutional confidence in the process.

Negatives

• A significant shareholder, Lauca Investments, LLC, reduced its stake in LATAM Airlines Group S.A., which could be interpreted as a move to realize gains or a lack of conviction.
• The sale of 7,000,000 ADS could put downward pressure on the stock price in the short term due to increased supply.

Risks

• The 30-day lock-up period for Lauca Investments, LLC, means that after this period, further sales by this entity could occur, potentially impacting share price.
• The market's reaction to a large shareholder reducing its stake could lead to negative sentiment.

Future Outlook

The reporting persons currently have no present plans, proposals, or intentions for further transactions related to the Issuer, beyond the activities discussed in this amendment, though these plans are subject to change at any time.

Industry Context

The airline industry, particularly in Latin America, has been navigating complex economic conditions and recovery post-pandemic. A significant secondary offering by a major shareholder like Sixth Street Partners could reflect a strategic portfolio adjustment or a move to capitalize on current market valuations for LATAM Airlines Group S.A. The involvement of major underwriters suggests a degree of market confidence in the offering's pricing and the underlying asset, despite the selling pressure from a large block sale.

Stakeholder Impact

• Shareholders: The sale by a large holder could create short-term selling pressure. The lock-up provides temporary stability. The reduction in a major institutional investor's stake might be viewed with caution by other investors.
• Company (LATAM Airlines Group S.A.): The successful offering demonstrates market access and liquidity for its shares, which is generally positive for its reputation and future financing options.

Next Steps

• Lauca Investments, LLC, will be subject to a 30-day lock-up period from September 8, 2025, restricting further sales of Lock-Up Securities.

Key Dates

Recommendation

The filing details a significant secondary offering by a major shareholder, Sixth Street Partners, reducing their stake in LATAM Airlines. While the successful execution of the offering by reputable underwriters suggests market confidence in the valuation, the reduction in a large institutional holding could introduce uncertainty. The 30-day lock-up provides a temporary floor, but the long-term implications of this divestment by a key investor warrant a 'hold' stance to observe market reaction and the company's performance post-offering, rather than an immediate 'buy' or 'sell' based solely on this ownership change.

Keywords

LATAM Airlines, Sixth Street Partners, Schedule 13D/A, Underwritten Offering, ADS, Share Sale, Equity Offering, Airline Industry, Beneficial Ownership, Lock-up Agreement