Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.
Yes ______ No ___X___
GOL LINHAS AÉREAS INTELIGENTES S.A.
CNPJ/MF No. 06.164.253/0001-87
NIRE 35.300.314.441
MINUTES OF THE BOARD OF DIRECTORS’ MEETING
HELD ON MARCH 21, 2019
1. Date, Time and Place: March 21, 2019, 2:00 p.m., at the headquarters of Gol Linhas Aéreas Inteligentes S.A. (“Company”), at Praça Comte. Linneu Gomes, Portaria 3 - Building 07, Meeting Room of the Board of Directors, Jardim Aeroporto, City of São Paulo, State of São Paulo.
2. Call Notice and Attendance: Dismissed, due to the attendance of all members of the Company’s Board of Directors, pursuant to Article 19 of the Company’s by-laws.
3. Chair: Mr. Constantino de Oliveira Junior was the chairman of the meeting and invited me, Graziela Galli Ferreira Barioni, to act as secretary of the meeting.
4. Agenda: To resolve the following matters: (i) grant of a guarantee by the Company to holders of 2024 Notes (as defined below) for certain obligations of GOL Equity Finance, an orphan special purpose vehicle, incorporated under the laws of the Grand Duchy of Luxembourg (“GOL Equity Finance”) in the context of GOL Equity Finance’s issuance of exchangeable debt securities in the foreign market in an aggregate principal amount of US$300,000,000.00, to be increased by up to US$45,000,000.00 in case the initial purchasers exercise their right to purchase additional notes, with maturity in 2024 ("2024 Notes"); and (ii) authorization for the Company’s officers to take any and all appropriate measures and to perform any and all acts and sign all documents necessary or convenient to carry out the matters set forth in items (i) and (ii) above.
5. Resolutions: The members of the Board of Directors approved, by unanimous vote: (i) grant of an unconditional and irrevocable guarantee by the Company for GOL Equity Finance’s obligations with respect to the 2024 Notes, under the terms and conditions defined by the Company’s officers; (ii) authorization for the Company’s officers to take any and all appropriate measures and to perform any and all acts and sign all documents necessary or convenient to grant the guarantee approved herein, including contracts, instruments and any related documents.
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6. Conclusion: There being no further matters to be discussed, discussions were concluded and the meeting was adjourned for the time necessary to draw up these minutes, which were read, found in order and signed by those present: (a.a.) Chairman, Mr. Constantino de Oliveira Junior; Secretary, Mrs. Graziela Galli Ferreira Barioni; (b.b.) Members of the Board of Directors present: Mr. Constantino de Oliveira Junior, Mr. Joaquim Constantino Neto, Mr. Ricardo Constantino, Mr. William Charles Carroll, Mr. Antonio Kandir, Mr. Germán Pasquale Quiroga Vilardo, Mr. André Béla Jánszky, Mrs. Anna Luiza Serwy Constantino and Mr. Francis James Leahy Meaney.
This is a true copy of the minutes that were drawn-up in the proper book.
São Paulo, March 21, 2019.
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______________________________ Constantino de Oliveira Junior Chairman |
_____________________________ Graziela Galli Ferreira Barioni Secretary |
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GOL LINHAS AÉREAS INTELIGENTES S.A. | ||
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By: |
/S/ Richard Freeman Lark Junior | |
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Name: Richard Freeman Lark Junior
Title: Investor Relations Officer | ||
This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates offuture economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will a ctually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.