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GOL announces SMILES’ IPO

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SAO PAULO, Brazil – GOL Linhas Aereas Inteligentes S.A., the largest low-cost and low-fare airline in Latin America, hereby informs that, on April 25, 2013, the bookbuilding process regarding the pri

SAO PAULO, Brazil – GOL Linhas Aereas Inteligentes S.A., the largest low-cost and low-fare airline in Latin America, hereby informs that, on April 25, 2013, the bookbuilding process regarding the primary public offering of common shares issued by its subsidiary SMILES S.A. was concluded, as per commencement notice published today by SMILES. The Offering’s share price was established at R$21.70, and 46,376,811, including hot issue fully exercised, new common shares were issued, for a total of R$1,006,376,798.70. To complement the material fact dated April 8, 2013, the Company informed that, in compliance with the Investment Agreement entered into between the parties on April 5, 2013, General Atlantic subscribed R$400,0 million for SMILES shares, which will be settled within the scope of the Offering.

An approximate amount of R$953.6, which represents the net funds raised after deducting Offering’s commissions and expenses (this amount can be increased in R$120 million if the green is issued). The proceeds will be used by SMILES for the advance purchase of airline tickets from VRG Linhas Aereas S.A., Company’s subsidiary, at a discount rate on airline ticket cost between 140% and 150% of CDI. The Company believes that the purchase of airline tickets will be concluded in the next 30 days.

As previously mentioned, the Company granted General Atlantic (or a person appointed by it) a stock option regarding SMILES shares held by the Company, to be exercised within twelve (12) months as of the Offering’s financial settlement. General Atlantic will have the option to acquire up to R$80 million in SMILES shares, for the Offering’s same share price, restated between the Offering’s financial settlement date and the stock option exercise date, based on CDI variation.