LAN Airlines And Holdco II Waive Squeeze-out Condition; Extend Exchange Offer

6/12/2012 10:43 AM ET

LAN Airlines S.A. (LFL: Quote) and TAM S.A. (TAM: Quote) announce at the scheduled expiration time of the offer of Holdco II S.A. , a newly formed entity to be merged into LAN, to exchange TAM shares for LAN BDRs in Brazil and LAN ADRs in the United States, at a ratio of 0.9 shares of LAN for each TAM share, that the number of TAM shares tendered plus the TAM shares to be contributed by the controlling shareholders of TAM represented 94.4% of the outstanding TAM shares.

The company stated that the number of tendered shares was not sufficient to satisfy the 95% squeeze-out condition set forth in the exchange offer documents.

LAN Airlines noted that based on these results, LAN and Holdco II waived the squeeze-out condition and extended the exchange offer for 10 calendar days.

The exchange offer will now expire on June 21, 2012, and, subject to the satisfaction of the other completion conditions set forth in the exchange offer documents, the auction on BM&FBOVESPA S.A. - Bolsa de Valores, Mercadorias e Futuros will occur on June 22, 2012.

At the scheduled expiration time of the exchange offer, a total of about 75 million shares were validly tendered and not withdrawn, which represented 89.46% of the outstanding TAM shares not owned by the controlling shareholders of TAM, LAN Airlines said.

LAN Airlines stated that together the tendered shares and the shares owned by the controlling shareholders of TAM represent about 147.84 million shares or 94.4% of the outstanding shares of TAM.

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by RTT Staff Writer

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