MIAMI — Abra Group Limited, the holding company of Avianca (AV) and GOL airlines (G3) has announced that it plans to confidentially submit a draft registration statement on Form F-1 with the Securities and Exchange Commission (the “SEC”) for a proposed initial public offering of its ordinary shares in the U.S.

The group signals that both the offering itself and the timing thereof are "subject to market conditions, other considerations, and the completion of the SEC’s review process."

This group also warns that this announcement "does not constitute an offer to sell or the solicitation of an offer to buy any securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction."

Any offers, solicitations or offers to buy, or any sales of securities will be made in accordance with the registration requirements of the U.S. Securities Act of 1933, as amended (“Securities Act”) and other applicable securities laws.

The GOL Delisting

This announcement, issued in accordance with Rule 135 under the Securities Act, comes on the heels of G3 announcing its plans to merge with its investment group, Gol Investment Brasil S.A., which enables the corporation to withdraw from the Brazilian Stock Exchange (B3) and withdraw from the market’s Level 2 of Corporate Governance.

This move by G3 follows after the holding company Abra Group, established in 2022, drastically increased its stake in G3 after it filed for Chapter 11 Bankruptcy. Abra now owns more than 80% of G3, adding on to its control of Avianca (AV), Colombia’s largest carrier.