AUSTIN, Texas & NEW YORK–(BUSINESS WIRE)–Invictus Global Management, LLC, Corvid Peak Capital Management, LLC and Hain Capital Group, LLC, sizable creditors in the bankruptcy of Grupo Aeroméxico, S.A.B. de C.V., today announced that they have sent the below letter to the Boards of Directors of Delta Air Lines, Inc. and Apollo Global Management, Inc. regarding the ongoing restructuring process.
December 9, 2021
Delta Air Lines, Inc.
Department 981, P.O. Box 20574
Atlanta, Georgia, 30320
Attn: The Board of Directors
Apollo Global Management, Inc.
9 West 57th Street, 43rd Floor
New York, New York 10019
Attn: The Board of Directors
To whom it may concern:
As you know, Invictus Global Management, LLC (collectively with its affiliates, “Invictus”), Corvid Peak Capital Management, LLC (“Corvid”) and Hain Capital Group, LLC (“Hain” and collectively with Invictus and Corvid Peak, “we”) are sizable holders of general unsecured claims of various debtor entities (collectively, the “Debtors”) in the bankruptcy cases of In re Grupo Aeroméxico, S.A.B. de C.V., et al. (Jointly Administered Case No. 20-11563), which are pending in the Bankruptcy Court for the Southern District of New York. We are disappointed that Delta Air Lines, Inc. (“Delta”) and Apollo Global Management, Inc. (collectively with its affiliates, “Apollo”), the largest stakeholders in the restructuring, have yet to respond to our prior correspondence dated November 30, 2021. We had hoped Delta and Apollo would promptly take us up on our offer to open a productive dialogue.
We are following up today in hopes that you will finally provide us with a response and also shed some light on these questions:
- On June 30, 2021, Delta publicly disclosed, for the first time, via a letter to Grupo Aeroméxico’s Board of Directors that it had entered into a funding agreement with Apollo in November 2020, more than seven months prior to the disclosure of its existence. The letter states that under this seemingly secret agreement, Delta obtained the option to purchase $185 million (plus certain interest and fees) of Apollo’s Tranche 2 debtor-in-possession (“DIP”) obligations, and Apollo was granted a corresponding put right. Why was this arrangement not disclosed by Delta via the bankruptcy process or through an 8-K filing or other corporate disclosure in November 2020 when the agreement was reached?
- The official statutory committee filed an objection on December 2, 2021, which highlights the intertwined nature of statutory insider Delta and Apollo’s relationship as embodied in the still undisclosed funding agreement dated November 20, 2020, that was used to finance a Mexican airline’s bankruptcy. Can you provide us with an explanation about why this funding obligation was not disclosed for seven months and why a copy of this agreement has not been made public?
- Because Delta owned an interest in the Apollo Tranche 2 DIP financing that has a contractual provision that allows conversion of its interests to equity of the reorganized debtor at a certain plan value, is there a conflict for Delta as it is economically aligned with Apollo to advocate for the lowest possible equity valuation of the Debtors? In turn, how can Delta as an Aeroméxico board member discharge its fiduciary duties to maximize value for the benefit of Aeroméxico creditors when it is clearly economically adverse to the creditors it is supposed to serve?
- Delta has representation on Aeroméxico’s Board of Directors and is therefore a corporate insider. Was Aeroméxico’s full Board of Directors aware of the Delta-Apollo economic arrangement over the seven months prior to the public disclosure of this arrangement?
As previously noted, we fear that this bankruptcy process is marred by conflicts of interest and opacity that is not in the best interest of the creditors and will consequently devolve into protracted litigation. We hope that Delta, in particular, addresses our questions with candor. Our goal is to establish trust, work together and maximize value to all creditors in the Aeroméxico bankruptcy.
Cindy Chen Delano
Co-Founder and Partner
Invictus Global Management, LLC
Founder and Chief Investment Officer
Corvid Peak Capital Management, LLC
Founder and Managing Member
Hain Capital Group, LLC