Azul S.A.
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(Name of Issuer)
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Preferred Stock
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(Title of Class of Securities)
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05501U1061
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(CUSIP Number)
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August 24, 2018
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(Date of Event Which Requires Filing of this Statement)
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☐ |
Rule 13d-1(b)
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☐ |
Rule 13d-1(c)
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☒ |
Rule 13d-1(d)
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1
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NAME OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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Hainan Airlines Holding Co., Ltd.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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People’s Republic of China
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0.0%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO
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Item 1.
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(a)
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Name of Issuer:
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Azul S.A.
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(b) |
Address of issuer's principal executive offices:
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Edificio Jatobá
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8th Floor
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Castelo Branco Office Park
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Avenida Marcos Penteado de Ulhôa Rodigues, No. 939
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Tamboré, Barueri,
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São Paulo, SP 64600-040
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Brazil
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Item 2.
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(a)
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Name of person filing:
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This statement is filed by:
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(i) Hainan Airlines Holding Co., Ltd.
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(b)
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Address or principal business office or, if none, residence:
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The address of Hainan Airlines Holding Co., Ltd is:
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HNA Plaza
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No, 7 Guoxing Road
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Haikou City, Hainan Province
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People’s Republic of China
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(c) |
Citizenship:
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People’s Republic of China
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(d) |
Title of class of securities:
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Preferred Stock
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(e) |
CUSIP No.:
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05501U106
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Item 3.
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If This Statement is filed pursuant to §§.240.13d-1(b) or 240.13d-2(b), or (c), check whether the person filing is a
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(a)
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☐ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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☐ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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☐ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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☐ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
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(e)
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☐ An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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(f)
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☐ An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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(g)
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☐ A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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(h)
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☐ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.1813);
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(i)
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☐ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15
U.S.C. 80a-3);
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(j)
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☐ A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
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(k)
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☐ Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1) (ii)(J), please
specify the type of institution:
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Item 4.
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Ownership.
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(a)
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Amount beneficially owned:
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0 shares of Preferred Stock
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(b)
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Percent of class:
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0.0%
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(c)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or to direct the vote
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0
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(ii)
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Shared power to vote or to direct the vote
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0
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(iii)
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Sole power to dispose or to direct the disposition of
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0
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(iv)
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Shared power to dispose or to direct the disposition of
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0
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Instruction: For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).
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Item 5.
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Ownership of Five Percent or Less of a Class.
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If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more
than five percent of the class of securities, check the following ☒.
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Instruction: Dissolution of a group requires a response to this item.
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Item 6.
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Ownership of More Than Five Percent on Behalf of Another Person.
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Not applicable
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
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Not Applicable
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Item 8.
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Identification and Classification of Members of the Group.
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Not Applicable
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Item 9.
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Notice of Dissolution of Group.
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Not Applicable
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Item 10.
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Certification.
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Not Applicable
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August 27, 2018
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(Date)
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/s/ Qifa Bao
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(Signature)
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Qifa Bao Chairman, Hainan Airlines Holding Co., Ltd.
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(Name/Title)
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