CADE clears American Airlines' investment in Azul

On 31 July, the Office of the General Superintendent at CADE (SG) issued an opinion approving the acquisition by American Airlines of approximately 8% of the equity stake of Azul S.A. as part of the Brazilian company’s financial restructuring process. According to the analysis, the transaction does not pose any competitive risks that could harm consumers nor competition in the passenger and cargo air transport markets between Brazil and the United States.

The SG assessed direct and indirect horizontal overlaps, particularly on flights connecting São Paulo/Guarulhos, Governor André Franco Montoro International Airport (GRU), and Rio de Janeiro/Galeão, Antonio Carlos Jobim International Airport (GIG), to both Miami International Airport (MIA) and Orlando International Airport (MCO).

Regarding new entries, the agency noted that greenfield investments into air transport markets tend not to be likely, timely, or sufficient. However, for existing airlines with available aircrafts, entering specific routes is usually feasible. Therefore, CADE considered that the market remains subject to competition from domestic and international rivals, such as Latam, Gol, Copa, Avianca, and Delta.

In addition, the SG noted that the transaction does not constitute a merger between the companies nor eliminates a competitor from the market. It also stated that the safeguards adopted are complementary and mutually reinforced, providing multiple layers of protection capable of preventing the exchange of competitively sensitive information.

According to the opinion, concerns regarding potential coordinated conducts, beyond the safeguards presented, lack an economic rationale, as they are based on hypothetical scenarios. The agency’s technical body also found that American Airlines’ investment enhances Azul’s ability to compete in the Brazilian domestic passenger air transport market, compared to its current capacity.Thus, the SG recommended unconditional clearance of the transaction. 

The decision will become final, and the deal fully approved, unless the authority's Tribunal requests the case for adjudication or if Abra, the holding company of Gol and Avianca, appeals the ruling within 15 days of its announcement.

Access Case No. 08700.3120/2026-21.