REGULATORY
STATUS IN CHILE OF BUSINESS COMBINATION BETWEEN LAN AND TAM.
Santiago, Chile, February 1, 2011
– LAN Airlines S.A. (LAN) (NYSE: LFL/IPSA: LAN) informs that on January
27th, 2011,
it signed with the Fiscalía
Nacional Económica (FNE) an out-of-court agreement in connection with the
investigation that has been conducted by the FNE for several months regarding
the potential competitive impacts of the business combination between LAN and
TAM S.A. (TAM). On the same date, this agreement was submitted to the Tribunal de Defensa de la Libre
Competencia (TDLC), Chile’s antitrust court. The Chilean antitrust laws
authorize the FNE to execute this type of agreement, which can only become
effective if it is subsequently approved by the TDLC pursuant to an
abbreviated procedure.
On
January 28th, 2011, in response to a petition filed by a Chilean Consumer
Association – Conadecus, the Tribunal de la Libre Competencia (TDLC) decided not
to review the agreement reached by the FNE and LAN and decided instead
to submit the business combination between LAN and TAM to the general
voluntary procedure for TDLC approval provided in the Chilean antitrust laws
(which could materially delay the business combination). LAN and TAM cannot
complete the business combination until this procedure is completed and TLDC
renders a final decision approving the transaction. Therefore, the TDLC has
decided – on an unprecedented basis - to review the business combination under
the general voluntary procedure at the request of a third party that is not a
party to the transaction or the FNE.
LAN is
evaluating its options in light of this unprecedented decision issued by the
TDLC.
Forward-Looking
Statements
This
press release 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 PROPOSED BUSINESS COMBINATION AND WHERE TO FIND
IT:
This
press release relates to a proposed business combination between LAN Airlines
S.A. (“LAN”) and TAM S.A. (“TAM”), which will become the subject of a
registration statement and prospectus to be filed with the SEC by LAN and a new
entity to be formed in connection with the combination. This press
release 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’s Investor Relations at 56-2-565-8785 or by e-mail at
investor.relations@lan.com, or to TAM’s Investor Relations at 55-11-5582-9715 or
by e-mail at invest@tam.com.br.