Unassociated Document
Filed by
Lan Airlines S.A.
pursuant
to Rule 425 under the
Securities
Act of 1933, as amended.
Subject
of the offer: TAM S.A.
(Commission
File No.: 1-32826)
Dear
Friends,
We are
pleased to inform you that LAN and TAM today, January 19, 2011, announced the
signing of the binding agreements between both companies in line with the
memorandum of understanding announced on August 2010. These binding agreements
are an important step and reaffirm the companies’ will to advance in their
intention of association
The
Executed Contracts include definitions for the creation of the association’s
shareholder structure, the process to create it, and the Corporate Governance of
the new association’s structure.
Today’s
announcement also indicates that the association process is expected to be
completed in six to nine months with the approval of both companies’
shareholders and in compliance with all the regulations that apply, including
authorizations by the corresponding authorities.
It is
important to mention that until the intention of association is fully completed,
LAN and TAM will continue to operate as independent companies.
Enrique
Cueto, CEO of LAN Airlines noted that “We are pleased to announce that LAN and
TAM are taking a new and very important step towards building one of the leading
airline groups in the world. Today’s announcement confirms the commitment that
we share with our friends at TAM, which is a strong passion and determination to
provide millions of Latin American passengers with better service, always
certain of the great potential of the Latin American market.”
If LAN
and TAM complete their intention of association, these companies will offer
their passenger services to more than 115 destinations in 23 countries worldwide
and their cargo services throughout Latin America and the rest of the world. The
airlines would operate a fleet of more than 280 aircraft and have a team of
close to 40,000 people.
Should
you want to read the press release published, please go to www.lan.com or
www.latamairlines.com, where you will find it.
Should
you have any questions, please feel free to email them to
noticias.internas@lan.com
Sincerely,
|
Emilio
del Real
|
René
Muga
|
|
VP
Human Resources
|
VP
Corporate Affairs
|
|
LAN
Airlines
|
LAN
Airlines
|
Forward-Looking
Statements
This
statement contains forward-looking statements, including with respect to the
negotiation, implementation and effects of the proposed
combination. Such statements may include words such as “anticipate,”
“estimate,” “expect,” “project,” “intend,” “plan,” “believe,” “would” or other
similar expressions. Forward-looking statements are statements that are not
historical facts, including statements about our beliefs and
expectations.
These
statements are based on current plans, estimates and projections, and,
therefore, you should not place undue reliance on
them. Forward-looking statements involve inherent risks and
uncertainties. We caution you that a number of important factors
could cause actual results to differ materially from those contained in any
forward-looking statement. These factors and uncertainties include in
particular those described in the documents we have filed with the U.S.
Securities and Exchange Commission. Forward-looking statements speak
only as of the date they are made, and we undertake no obligation to update
publicly any of them, whether in light of new information, future events or
otherwise.
ADDITIONAL
INFORMATION ABOUT THE BUSINESS COMBINATION AND WHERE TO FIND IT:
This
statement relates to a proposed business combination between Lan Airlines S.A.
and TAM S.A., which will become the subject of a registration statement and
prospectus to be filed with the SEC by LAN. This
statement is not a substitute for the registration statement,
prospectus and offering materials that LAN and the new entity will file with the
SEC or any other documents that they may file with the SEC or send to
shareholders in connection with the proposed combination. INVESTORS
AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, PROSPECTUS,
EXCHANGE OFFER DOCUMENTS AND ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE
FILED WITH THE SEC AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED BUSINESS COMBINATION. All such
documents, if filed, would be available free of charge at the SEC’s website
(www.sec.gov) or by directing a request to LAN Investor Relations, at
56-2-565-8785 or by e-mail at investor.relations@lan.com, or to TAM Investor
Relations, at 55-11-5582-9715 or by e-mail at invest@tam.com.br.