LATAM AIRLINES GROUP SA
For the period ended Dec 31, 2024. Filed Mar 13, 2025.
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The yearly report of a company based outside the US. It covers much of what a 10-K does, and may follow accounting rules other than US ones.
FY2024 · Filed Mar 13, 2025
Contents
31 - Commitments
NOTE 31 -COMMITMENTS
(a)Commitments arising from loans
In relation to certain contracts committed by the Company for the financing of the Boeing 777 aircraft, which are guaranteed by the Export – Import Bank of the United States of America, limits have been established for some financial indicators of LATAM Airlines Group S.A. on a consolidated basis. Under no circumstance does non-compliance with these limits generate loan acceleration.
The Company and its subsidiaries do not have credit agreements that impose limits on financial indicators of the Company or its subsidiaries, with the exception of those detailed below:
On July 15, 2024, LATAM Airlines Group S.A., acting through its Florida branch, amended, increased and extended the 2022 revolving credit facility (“Exit RCF”) from US$500 million to US$750 million with a consortium ofnine banks led by JP Morgan Chase Bank, N.A. As of December 31, 2024, this credit facility is undrawn and fully available. Additionally, LATAM Airlines Group S.A., together with Professional Airline Services Inc., a Florida corporation and wholly owned subsidiary of LATAM Airlines Group S.A., issued: (i) on October 12, 2022, as amended on November 3, 2022, afive-year loan (“Term Loan B”) for US$1.1 billion (on October 15, 2024, this loan was fully repaid), (ii) on October 18, 2022, senior secured notes at 13.375% maturing in 2027 (“2027 Notes”) for a total principal amount of US$450 million (on October 15, 2024, this loan was fully repaid), and (iii) on October 18, 2022, senior secured notes at 13.375% maturing in 2029 (“2029 Notes,” together with the 2027 Notes, the “Notes”) for a total principal amount of US$700 million. The Exit RCF, the Term Loan B, and the Notes (collectively, the “Exit Financing”) share the same intangible collateral, consisting primarily of the FFP business (LATAM Pass loyalty program), the cargo business, certain slots, gates, and routes, as well as intellectual property and LATAM trademarks. The Exit Financing contains certain covenants that limit the ability of the Company and its subsidiaries to, among other things, make certain types of restricted payments, incur debt or liens, merge or consolidate with others, dispose of assets, enter into certain affiliate transactions, engage in certain business activities, or make certain investments. Additionally, the agreements include a minimum liquidity covenant requiring the Company to maintain a minimum liquidity level, measured at the consolidated level of the Company (LATAM Airlines Group S.A.), of US$750 million.
On July 15, 2024, LATAM Airlines Group S.A., acting through its Florida branch, amended, increased and extended the 2016 revolving credit facility (“RCF”) with a consortium ofnine financial institutions led by Citibank, N.A., guaranteed by aircraft, engines and spare parts for a total committed amount from US$600 million to US$800 million. The RCF includes restrictions of minimum liquidity measured at the consolidated Company level (with a minimum level of US$750 million) and measured individually for LATAM Airlines Group S.A. and TAM Linhas Aéreas S.A. (with a minimum level of US$400 million). Compliance with these restrictions is a prerequisite for drawing under the line; if the line is used, compliance with said restrictions must be reported periodically, and non-compliance with these restrictions may trigger an acceleration of the loan. As of December 31, 2024, this line of credit is undrawn and fully available.
On November 3, 2022, LATAM Airlines Group S.A., acting through its Florida branch, entered into afive-year loan agreement (“Spare Engine Facility”) with, among other institutions, Crédit Agricole Corporate and Investment Bank, acting through its New York branch as loan agent, secured by spare engines for a principal amount of US$275 million. As of November 4, 2024, this loan was fully repaid. The loan included minimum liquidity covenants measured at the consolidated level of the Company (with a minimum level of US$750 million) and individually for LATAM Airlines Group S.A. and TAM Linhas Aéreas S.A. (with a minimum combined level of US$400 million).
On October 15, 2024, LATAM Airlines Group S.A. received the funds from its issuance of secured bonds at 7.875% maturing in 2030 (“2030 Notes,” together with the 2029 Notes, the “Notes”) for a total principal amount of US$1.4 billion. The Exit RCF and the Notes share the same intangible collateral, consisting primarily of the FFP business (LATAM Pass loyalty program), the cargo business, certain slots, gates, and routes, as well as intellectual property and LATAM trademarks. Additionally, the agreements include a minimum liquidity covenant requiring the Company to maintain a minimum liquidity level, measured at the consolidated level of the Company (LATAM Airlines Group S.A.), of US$750 million. The funds received were used to repay the Term Loan B and part of the 2027 Notes.
On November 4, 2024, LATAM Airlines Group S.A., acting through its Florida branch, entered into a newfour-year revolving credit facility, secured by spare engines (“Spare Engine Facility”), with, among other institutions, Crédit Agricole Corporate and Investment Bank as loan agent, for a total amount of US$300 million, of which US$275 million was drawn on the same day, leaving US$25 million available for the Company when required. The loan included minimum liquidity covenants measured at the consolidated level of the Company (with a minimum level of US$750 million) and individually for LATAM Airlines Group S.A. and TAM Linhas Aéreas S.A. (with a combined minimum level of US$400 million). The funds received were used to fully repay the previous spare engine financing. Finally, this issuance was linked to sustainability (“Sustainability-Linked”), which entails a commitment to reducing CO2 emissions intensity from March 2025 until the maturity of the facility. Compliance or non-compliance with these targets does not result in acceleration of the credit but instead applies a reward or penalty, respectively, on the interest rate.
As of December 31, 2024, the Company complies with the aforementioned minimum liquidity covenants.
b)Other commitments
As of December 31, 2024, the Company maintains valid letters of credit, guarantee notes and guarantee insurance policies, according to the following detail:
| Creditor Guarantee | Debtor | Quantity | Type | ValueThUS$ | ReleaseDate |
|---|---|---|---|---|---|
| SUPERINTENDENCIA NACIONAL DE ADUANAS Y DE ADMINISTRACION TRIBUTARIA | LATAM Airlines Perú S.A. | 50 | Letter of Credit | 217,753 | Jan 5, 2025 |
| SÉTIMA TURMA DO TRIBUNAL REGIONAL FEDERAL DA 1ª REGIÃO - PROCEDIMENTO COMUM CÍVEL - DECEA - 0012177-54.2016.4.01.3400 | TAM Linhas Aereas S.A. / ABSA Aerolinhas Brasileiras S.A. | 2 | Guarantee Insurance | 48,483 | Apr 20, 2025 |
| ISOCELES | LATAM Airlines Group S.A. | 1 | Letter of Credit | 41,000 | Dec 1, 2025 |
| UNIÃO FEDERAL - PGFN | TAM Linhas Aereas S.A. / ABSA Aerolinhas Brasileiras S.A. | 21 | Guarantee Insurance | 170,588 | Apr 14, 2025 |
| TRIBUNAL DEJUSTIÇADOESTADODABAHIA | TAM Linhas Aereas S.A. | 1 | Guarantee Insurance | 5,216 | Jun 27, 2029 |
| VARA DAS EXECUÇÕES FISCAIS ESTADUAIS DE SÃO PAULO - FORO DAS EXECUÇÕES FISCAIS DE SÃO PAULO | TAM Linhas Aereas S.A. | 2 | Guarantee Insurance | 9,460 | Mar 4, 2025 |
| AMERICAN ALTERNATIVE INS. CO. C/O ROANOKE INS. GROUP INC | LATAM Airlines Group S.A. | 23 | Letter of Credit | 7,457 | Feb 1, 2025 |
| TRIBUNAL DE JUSTIÇA DO ESTADO DE SÃO PAULO | ABSA Aerolinhas Brasileiras S.A. | 2 | Guarantee Insurance | 6,040 | Dec 31, 2999 |
| BBVA | LATAM Airlines Group S.A. | 1 | Letter of Credit | 3,800 | Jan 23, 2025 |
| 1° VARA DE EXECUÇÕES FISCAIS E DE CRIMES CONTRA A ORDEM TRIB DA COM DE FORTALEZA | TAM Linhas Aereas S.A. | 1 | Guarantee Insurance | 2,816 | Dec 31, 2999 |
| ARQUITETURA DE PROTEÇÃO E DEFESA DO CONSUMIDOR DO ESTADO DO RJ | TAM Linhas Aereas S.A. | 1 | Guarantee Insurance | 1,148 | Dec 31, 2999 |
| 13ª VARA FEDERAL DA SEÇÃO JUDICIÁRIA DO DISTRITO FEDERAL/DF | TAM Linhas Aereas S.A. | 1 | Letter of Credit | 1,780 | Dec 31, 2999 |
| 14ª VARA FEDERAL DA SEÇÃO JUDICIÁRIA DO DISTRITO FEDERAL / TRIBUNAL: 7ª TURMA DO TRIBUNAL REGIONAL FEDERAL DA 1ª REGIÃO - ANULATÓRIA N.º 0007263-25.2008.4.01.3400 | TAM Linhas Aereas S.A. | 1 | Guarantee Insurance | 1,627 | May 29, 2025 |
| JFK INTERNATIONAL AIR TERMINAL LLC | LATAM Airlines Group S.A. | 1 | Letter of Credit | 2,300 | Jan 27, 2025 |
| METROPOLITAN DADE CONTY (MIAMI - DADE AVIATION DEPARTMENT) | LATAM Airlines Group S.A. | 5 | Letter of Credit | 3,649 | Mar 13, 2025 |
| SOCIEDAD CONCESIONARIA NUEVO PUDAHUEL S.A. | LATAM Airlines Group S.A. | 19 | Letter of Credit | 2,599 | Mar 27, 2025 |
| FUNDACAO DE PROTECAO E DEFESA DO CONSUMIDOR PROCON | TAM Linhas Aereas S.A. | 11 | Guarantee Insurance | 19,214 | Nov 17, 2025 |
| Creditor Guarantee | Debtor | Quantity | Type | ValueThUS$ | ReleaseDate |
|---|---|---|---|---|---|
| BOND SAFEGUARD INSURANCE COMPANY | TAM Linhas Aereas S.A. | 1 | Guarantee Insurance | 2,700 | Jul 20, 2025 |
| LIMA AIRPORT PARTNERS S.R.L. | LATAM Airlines Group S.A. | 20 | Letter of Credit | 4,295 | Feb 12, 2025 |
| JUIZO DE DIREITO DA VARA DA FAZENDA PUBLICA ESTADUAL DA COMARCA DA CAPITAL DO ESTADO DO RIO DE JANEIRO | TAM Linhas Aereas S.A. | 1 | Guarantee Insurance | 1,240 | Dec 31, 2999 |
| MUNICIPIO DO RIO DE JANEIRO | TAM Linhas Aereas S.A. | 2 | Guarantee Insurance | 1,472 | Dec 31, 2999 |
| AENA AEROPUERTOS S.A | LATAM Airlines Group S.A. | 3 | Letter of Credit | 2,412 | Nov 15, 2025 |
| CORPAC S.A. | LATAM Airlines Perú S.A. | 22 | Letter of Credit | 4,623 | Jan 29, 2025 |
| CITY OF LOS ANGELES, DEPARTMENT OF AIRPORTS | LATAM Airlines Group S.A. | 7 | Letter of Credit | 1,810 | Feb 6, 2025 |
| Total | 563,482 | ||||
Letters of credit related to right-of-use assets are included in Note 16 Property, plant and equipment letter (d) Additional information Property, plant and equipment, in numeral (i) Property, plant and equipment delivered as collateral.
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