HTML Document View

Full title: Chapter 11 Monthly Operating Report for the Month Ending: 07/31/2021 Filed by Timothy E. Graulich on behalf of Grupo Aeromexico, S.A.B. de C.V.. (Graulich, Timothy)

Document posted on Aug 31, 2021 in the bankruptcy, 12 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

All professional fees and expenses (debtor & committees) $0 $0 $0 $0art 6: Postpetition Taxes Current Month Cumulative .Debtor Bank Last 4 Digits Description Balance as of Month End (USD)Grupo Aeromexico, SAB DE CV BANCOMER 2910 Mixed Account-MXN $ 78Grupo Aeromexico, SAB DE CV CITIBANK 5305 Mixed Account (2,021,315,167) otal assets (1,017,426,420) iabilities urrent Liabilities: IP Financing 1 ,056,139,203 ade and other accruals 2 7,122,963 otal Current Liabilities 1 ,083,262,166 on-Current Liabilities eferred liabilities 1 7,606,708 otal Non-Current Liabilities 1 7,606,708otal Liabilities not subject to compromise 1 ,100,868,874iabilities subject to compromise 6 3,855,457otal Liabilities 1 ,164,724,332 quity apital Stock 5 1,433,159 cial Capital 5 5,048,966 etained Earnings (2,560,114,922) gal reserve 4 3,555,650 tal other accumulated comprehensive income 2 27,926,396otal Equity (2,182,150,752) otal liabilities and Equity (1,017,426,420) APPROVED [4] MONTH DATE [9] UNPAID kin Gump Strauss Hauer & Feld LLP 8/21/2020 [1] 4 ,995,439 6 55,978 4 ,995,439 -lixPartners, LLP 9/22/2020 2 8,574,257 2 ,342,601 2 8,574,257 8 ,238,911 [7aker McKenzie 8/21/2020 [3] 9 9,319 9 9,319 - arclays PLC 8/21/2020 [1],[2] 2 ,009,367 2 ,009,367 -ervantes Sainz, S.C. 9/22/2020 1 ,610,716 1 ,610,716 -leary Gottlieb Steen & Hamilton LLP 8/21/2020 [1],[2],[3],[7] 7 ,539,546 3 05,189 7 ,539,546 -reel, García-Cuéllar, Aiza y Enríquez, S.C. 8/21/2020 [1],[2],[3] 1 ,814,505 1 ,814,505 -avis Polk & Wardwell LLP 9/8/2020 1 6,170,096 9 44,541 1 6,170,096 2 ,421,613 [6e la Vega & Martinez Rojas, S.C. 7/21/2021 - 8 5,602 [6NS Capital Partners, LLC 8/21/2020 [1],[2],[3] 2 25,000 2 25,000 -ucera[1],[2],[3] 4 00,000 4 00,000 -organ, Lewis & Bockius LLP 10/13/2020 [2],[3] 2 62,973 2 62,973 -orris, Nichols, Arsht & Tunnell LLP 9/22/2020 6 37,519 9 8,759 6 37,519 2 17,460 [7orrison & Foerster LLP 9/25/2020 4 ,475,752 6 61,755 4 ,475,752 9 21,919 [8ader, Hayaux y Goebel, S.C. 8/21/2020 2 49,658 5 2,750 2 49,658 -aul, Weiss, Rifkind, Wharton & Garrison 10/13/2020 [2] 1 64,882 1 64,882 -ricewaterhouseCoopers LLP 8/21/2020 [1],[2],[3] 1 ,325,000 1 ,325,000 -amboll 8/21/2020

List of Tables

Document Contents

UNITED STATES BANKRUPTCY COURT Southern DISTRICT OF New York n Re.Grupo Aeroméxico, S.A.B. de C.V. § Case No. 20-11563 § § Lead Case No. 20-11563 Debtor(s) § Jointly Administered onthly Operating Report Chapter 11 eporting Period Ended: 07/31/2021 Petition Date: 06/30/2020 onths Pending:13 Industry Classification: 4 8 1 1 eporting Method: Accrual Basis Cash Basis ebtor's Full-Time Employees (current): 0 ebtor's Full-Time Employees (as of date of order for relief): 0upporting Documentation (check all that are attached): For jointly administered debtors, any required schedules must be provided on a non-consolidated basis for each debtor)Statement of cash receipts and disbursements Balance sheet containing the summary and detail of the assets, liabilities and equity (net worth) or deficit Statement of operations (profit or loss statement) Accounts receivable aging Postpetition liabilities aging Statement of capital assets Schedule of payments to professionals Schedule of payments to insiders All bank statements and bank reconciliations for the reporting period Description of the assets sold or transferred and the terms of the sale or transfer/ Ricardo Javier Sánchez Baker Ricardo Javier Sánchez Baker ignature of Responsible Party Printed Name of Responsible Party9/01/2021 243 Paseo de la Reforma, Piso 25, Mexico City, MX ate 06500 Address

1

art 1: Cash Receipts and Disbursements Current Month Cumulative. Cash balance beginning of month $670,188,073 . Total receipts (net of transfers between accounts) $55,773,524 $55,773,524. Total disbursements (net of transfers between accounts) $4,147,720 $4,147,720. Cash balance end of month (a+b-c) $721,813,877 . Disbursements made by third party for the benefit of the estate $0 $0. Total disbursements for quarterly fee calculation (c+e) $4,147,720 $4,147,720art 2: Asset and Liability Status Current Month Not generally applicable to Individual Debtors. See Instructions.). Accounts receivable (total net of allowance) $-286 . Accounts receivable over 90 days outstanding (net of allowance) $0. Inventory (Book Market Other (attach explanation)) $0 Total current assets $1,003,888,747 . Total assets $-1,017,426,420 . Postpetition payables (excluding taxes) $1,100,868,874 . Postpetition payables past due (excluding taxes) $0 . Postpetition taxes payable $0 Postpetition taxes past due $0 Total postpetition debt (f+h) $1,100,868,874 . Prepetition secured debt $3,248,258 Prepetition priority debt $0 . Prepetition unsecured debt $60,607,200 . Total liabilities (debt) (j+k+l+m) $1,164,724,332 . Ending equity/net worth (e-n) $-2,182,150,752 art 3: Assets Sold or Transferred Current Month Cumulative . Total cash sales price for assets sold/transferred outside the ordinarycourse of business $0 $0 . Total payments to third parties incident to assets being sold/transferredoutside the ordinary course of business $0 $0 . Net cash proceeds from assets sold/transferred outside the ordinarycourse of business (a-b) $0 $0 art 4: Income Statement (Statement of Operations) Current Month CumulativeNot generally applicable to Individual Debtors. See Instructions.). Gross income/sales (net of returns and allowances) $2,993,144. Cost of goods sold (inclusive of depreciation, if applicable) $0. Gross profit (a-b) $2,993,144 . Selling expenses $2,843,780 . General and administrative expenses $0 . Other expenses $352,372 . Depreciation and/or amortization (not included in 4b) $103,452. Interest $-20,275,006 . Taxes (local, state, and federal) $0 . Reorganization items $8,728,238

2

art 5: Professional Fees and Expenses Approved Approved Paid Current Paid Current Month Cumulative Month Cumulative . Debtor's professional fees & expenses (bankruptcy) Aggregate Total $0 $0 $0 $0Itemized Breakdown by Firm Firm Name Role i See attached $0 $0 $0 $0 ii $0 $0 $0 $0 Approved Approved Paid Current Paid Current Month Cumulative Month Cumulative . Debtor's professional fees & expenses (nonbankruptcy) Aggregate Total $0 $0 $0 $0Itemized Breakdown by Firm Firm Name Role i $0 $0 $0 $0 ii $0 $0 $0 $0 . All professional fees and expenses (debtor & committees) $0 $0 $0 $0art 6: Postpetition Taxes Current Month Cumulative . Postpetition income taxes accrued (local, state, and federal) $0 $0. Postpetition income taxes paid (local, state, and federal) $0 $0. Postpetition employer payroll taxes accrued $0 $0 . Postpetition employer payroll taxes paid $0 $0 . Postpetition property taxes paid $0 $0 . Postpetition other taxes accrued (local, state, and federal) $0 $0. Postpetition other taxes paid (local, state, and federal) $0 $0art 7: Questionnaire - During this reporting period: . Were any payments made on prepetition debt? (if yes, see Instructions) Yes No. Were any payments made outside the ordinary course of business Yes Nowithout court approval? (if yes, see Instructions) . Were any payments made to or on behalf of insiders? Yes No. Are you current on postpetition tax return filings? Yes No. Are you current on postpetition estimated tax payments? Yes No. Were all trust fund taxes remitted on a current basis? Yes No. Was there any postpetition borrowing, other than trade credit? Yes No(if yes, see Instructions) . Were all payments made to or on behalf of professionals approved by Yes No N/Athe court? Do you have: Worker's compensation insurance? Yes No If yes, are your premiums current? Yes No N/A (if no, see Instructions)Casualty/property insurance? Yes No If yes, are your premiums current? Yes No N/A (if no, see Instructions)General liability insurance? Yes No If yes, are your premiums current? Yes No N/A (if no, see Instructions)

3

. Has a disclosure statement been filed with the court? Yes NoAre you current with quarterly U.S. Trustee fees as Yes No set forth under 28 U.S.C. § 1930? art 8: Individual Chapter 11 Debtors (Only) . Gross income (receipts) from salary and wages $0 . Gross income (receipts) from self-employment $0 . Gross income from all other sources $0 . Total income in the reporting period (a+b+c) $0 . Payroll deductions $0 . Self-employment related expenses $0 . Living expenses $0 . All other expenses $0 . Total expenses in the reporting period (e+f+g+h) $0 . Difference between total income and total expenses (d-i) $0. List the total amount of all postpetition debts that are past due $0. Are you required to pay any Domestic Support Obligations as defined by 11 Yes NoU.S.C § 101(14A)? . If yes, have you made all Domestic Support Obligation payments? Yes No N/APrivacy Act Statement 8 U.S.C. § 589b authorizes the collection of this information, and provision of this information is mandatory under 11 U.S.C. § 704, 1106, and 1107. The United States Trustee will use this information to calculate statutory fee assessments under 28.S.C. § 1930(a)(6). The United States Trustee will also use this information to evaluate a chapter 11 debtor's progresshrough the bankruptcy system, including the likelihood of a plan of reorganization being confirmed and whether the case iseing prosecuted in good faith. This information may be disclosed to a bankruptcy trustee or examiner when the informations needed to perform the trustee's or examiner's duties or to the appropriate federal, state, local, regulatory, tribal, or foreignaw enforcement agency when the information indicates a violation or potential violation of law. Other disclosures may beade for routine purposes. For a discussion of the types of routine disclosures that may be made, you may consult thexecutive Office for United States Trustee's systems of records notice, UST-001, "Bankruptcy Case Files and Associatedecords." See 71 Fed. Reg. 59,818 et seq. (Oct. 11, 2006). A copy of the notice may be obtained at the following link: http://ww.justice.gov/ust/eo/rules_regulations/index.htm. Failure to provide this information could result in the dismissal oronversion of your bankruptcy case or other action by the United States Trustee. 11 U.S.C. § 1112(b)(4)(F). declare under penalty of perjury that the foregoing Monthly Operating Report and its supporting ocumentation are true and correct and that I have been authorized to sign this report on behalf of the state. s/ Ricardo Javier Sánchez Baker Ricardo Javier Sánchez Bakerignature of Responsible Party Printed Name of Responsible Party hief Financial Officer 09/01/2021 itle Date

4

In re GRUPO AEROMÉXICO, S.A.B. de C.V., et al., Case No: 20-11563 (Jointly Administered) Debtor Reporting Period: 7/1/21 - 7/31/21 Fed. Tax I.D. No.: N/A MOR -1a: CONSOLIDATED CASH FLOW STATEMENTS DEBTORS AND NON DEBTORSStarting Cash Balance as of July 1, 2021 $882,274,795 Receipts 306,078,600 Operating Disbursements[1] ( 284,061,297) Operating Cash Flows 22,017,304 Non-Operating Cash Flows ( 369,602) Net Cash Flows 21,647,701 Total Ending Cash Balance July 31, 2021 $903,922,497 FOOTNOTES Above represents consolidated receipts and disbursements of the entire Grupo Aeromexico organization, including Debtors and non-Debtors. [1] Certain payments of the Debtors were made on prepetition liabilities during the period pursuant to the interim and final first day orders.

5

Fed. Tax I.D. No.: N/ MOR -1c: BANK ACCOUNT INFORMATION Debtor Bank Last 4 Digits Description Balance as of Month End (USD)Grupo Aeromexico, SAB DE CV BANCOMER 2910 Mixed Account-MXN $ 78Grupo Aeromexico, SAB DE CV CITIBANK 5305 Mixed Account Foreign Currency- USD $ 54Grupo Aeromexico, SAB DE CV JPMORGAN/CHASE 6603 Mixed Account - USD $ 721,812,29Grupo Aeromexico, SAB DE CV SANTANDER 0442 Mixed Account-MXN $ 25Sub Total - Bank Accounts $ 721,813,87FOOTNOTES [1] JPMORGAN/CHASE account ending 6603 is a new account opened during September 2020.

6

ebtor Reporting Period: RUPO AEROMÉXICO, S.A.B. de C.V. 7/1/21 - 7/31/21 ase No Fed. Tax I.D. No.: -11563 N/A MOR-2a - BALANCE SHEET ssets July 2021 urrent assets: ash and cash equivalents 7 25,607,584 ade and other receivables 1 0,216,870 ue from (to) related parties 2 24,555,325 e-Petition - Inter Company Debtor Receivables 4 3,508,967epayments and deposits - ventories - otal current assets 1 ,003,888,747 on-current assets: tal Advance payments and long-term deposits 5 ,039tal Investment in subsidiaries (2,055,747,598)tal other non-current assets 3 4,427,392otal non - current assets (2,021,315,167) otal assets (1,017,426,420) iabilities urrent Liabilities: IP Financing 1 ,056,139,203 ade and other accruals 2 7,122,963 otal Current Liabilities 1 ,083,262,166 on-Current Liabilities eferred liabilities 1 7,606,708 otal Non-Current Liabilities 1 7,606,708otal Liabilities not subject to compromise 1 ,100,868,874iabilities subject to compromise 6 3,855,457otal Liabilities 1 ,164,724,332 quity apital Stock 5 1,433,159 cial Capital 5 5,048,966 etained Earnings (2,560,114,922) gal reserve 4 3,555,650 tal other accumulated comprehensive income 2 27,926,396otal Equity (2,182,150,752) otal liabilities and Equity (1,017,426,420)

7

In re GRUPO AEROMÉXICO, S.A.B. de C.V., et al., Case No: 20-11563 (Jointly Administered) Debtor Reporting Period: 7/1/21 - 7/31/21 Fed. Tax I.D. No.: N/A MOR -2b: ACCOUNTS RECEIVABLE RECONCILIATION AND AGING
Table 1 on page 8. Back to List of Tables

8

In re GRUPO AEROMÉXICO, S.A.B. de C.V., et al., Case No: 20-11563 (Jointly Administered) Debtor Reporting Period: 7/1/21 - 7/31/21 Fed. Tax I.D. No.: N/A MOR-2c: POST-PETITION ACCOUNTS PAYABLE AGING Past Due[1] Total Current 0-30 Days 31-60 Days 61-90 Days 91+ Days Post-Petition Trade Payables Aging 162,821,998 158,871,398 659,330 127,788 232,308 2,931,173FOOTNOTE [1] While the Debtors’ AP Aging Report shows that the Debtors are past due on certain postpetition amounts owed, certain of these payments are not actually owed pursuant to various provisions of the bankruptcy code, and the Debtors do not believe that once they finish reconciling their invoices, books and records, this will be the case.

9

ebtor Reporting Period: RUPO AEROMÉXICO, S.A.B. de C.V. 7/1/21 - 7/31/21 ase No Fed. Tax I.D. No.: -11563 N/A MOR-4: STATEMENT OF OPERATIONS YTD Post-Petition (July July 2021 2020-July 2021) evenue: ther Operating revenue 2,993,144 20,307,068tal Revenue 2,993,144 20,307,068perating Expenses: lling and administrative 2,843,780 37,340,234pairment supplement - 9,242,435ther (income) expenses, net (308,674) ( 23,518,673) 2,638,557 23,167,448 tal Operating Profit (Loss) 354,587 ( 2,860,380)nance income (cost) et foreign exchange gain (loss) 661,047 ( 5,641,434)nance income (cost) (20,275,006) ( 125,584,105)ain (loss) on investment in subsidaries 8,728,238 ( 916,756,966)tal Finance Cost (10,885,722) (1,047,982,506)come (Loss) before income tax (10,531,135) (1,050,842,886)come (Loss) for the period (10,531,135) (1,050,842,886)

10

RUPO AEROMÉXICO, S.A.B. de C.V., et al., Case No: 20-11563 (Jointly Administered)ebtor Reporting Period: 7/1/21 - 7/31/21 Fed. Tax I.D. No.: N/A MOR -5: PAYMENTS TO INSIDERS & PROFESSIONALS INSIDERS 44028 TOTAL PAID otal Payment to Insiders $ 6 ,900,174 $ 2 40 3 56,181.11PROFESSIONALS DATE OF COURT ORDER AMOUNT PAID TOTAL AUTHORIZING RETENTION / TOTAL AMOUNT CURRENT TOTAL PAID TO INCURRED & NAME EMPLOYMENT APPROVED [4] MONTH DATE [9] UNPAID kin Gump Strauss Hauer & Feld LLP 8/21/2020 [1] 4 ,995,439 6 55,978 4 ,995,439 -lixPartners, LLP 9/22/2020 2 8,574,257 2 ,342,601 2 8,574,257 8 ,238,911 [7aker McKenzie 8/21/2020 [3] 9 9,319 9 9,319 - arclays PLC 8/21/2020 [1],[2] 2 ,009,367 2 ,009,367 -ervantes Sainz, S.C. 9/22/2020 1 ,610,716 1 ,610,716 -leary Gottlieb Steen & Hamilton LLP 8/21/2020 [1],[2],[3],[7] 7 ,539,546 3 05,189 7 ,539,546 -reel, García-Cuéllar, Aiza y Enríquez, S.C. 8/21/2020 [1],[2],[3] 1 ,814,505 1 ,814,505 -avis Polk & Wardwell LLP 9/8/2020 1 6,170,096 9 44,541 1 6,170,096 2 ,421,613 [6e la Vega & Martinez Rojas, S.C. 7/21/2021 - 8 5,602 [6NS Capital Partners, LLC 8/21/2020 [1],[2],[3] 2 25,000 2 25,000 -ucera Partners LLC 8/21/2020 [1],[3] 1 ,800,423 1 50,000 1 ,800,423 -piq Corporate Restructuring, LLC - Claims and Noticing 7/2/2020 6 ,499,932 7 28,332 6 ,499,932 -piq Corporate Restructuring, LLC - Administrative Agent 11/10/2020 - - - -TI Consulting, Inc. 10/2/2020 3 ,050,846 3 00,000 3 ,050,846 1 ,255,645 [7PMG Cardenas Dosal, S.C. - .E.K. Consulting LLC 8/21/2020 [1] 3 72,420 3 72,420 - inklaters LLP 8/21/2020 [1],[2],[3] 4 2,078 4 2,078 -ark Dunkerley 8/21/2020 [1],[2],[3] 4 00,000 4 00,000 -organ, Lewis & Bockius LLP 10/13/2020 [2],[3] 2 62,973 2 62,973 -orris, Nichols, Arsht & Tunnell LLP 9/22/2020 6 37,519 9 8,759 6 37,519 2 17,460 [7orrison & Foerster LLP 9/25/2020 4 ,475,752 6 61,755 4 ,475,752 9 21,919 [8ader, Hayaux y Goebel, S.C. 8/21/2020 2 49,658 5 2,750 2 49,658 -aul, Weiss, Rifkind, Wharton & Garrison 10/13/2020 [2] 1 64,882 1 64,882 -ricewaterhouseCoopers LLP 8/21/2020 [1],[2],[3] 1 ,325,000 1 ,325,000 -amboll 8/21/2020 [3] 3 7,996 3 7,996 - othschild & Co US Inc. and Rothschild & Co Mexico S.A. De C.V. 1/21/2021 2 0,515,819 - 2 0,515,819 4 ,362,897 [6antamarina Y Steta, S.C. 1/25/2021 3 17,642 3 9,928 3 17,642 1 35,728 [7ainz Abogados, S.C. 3/19/2021 1 ,072,431 1 33,839 1 ,072,431 6 57,253 [7eabury Consulting LLC 8/21/2020 [1],[2] 2 ,295,484 2 ,295,484 -kyWorks Capital, LLC 9/23/2020 9 ,335,244 - 9 ,335,244 2 ,442,225 [7he Lee Group PLLC 7/19/2021 1 15,160 1 15,160 1 28,690 [7hite & Case LLP 9/23/2020 5 ,629,672 - 5 ,629,672 1 ,053,746 [5illkie Farr & Gallagher LLP 6/29/2021 - 1 ,409,271 [7 Total Payments to Professionals $ 1 21,524,017 $ 6 ,528,831 $ 1 21,639,177 $ 2 3,330,959OOTNOTES ] Amounts paid pursuant to Interim Order Granting Debtors’ Motion To (I) Authorize Certain Debtors In Possession To Obtain Post-Petition Financing Pursuant To 11 U.S.C. §§ 105, 362, 363 And 364; (Ii)rant Liens And Superpriority Administrative Expense Claims To Dip Lenders Pursuant To 11 U.S.C. §§ 364 And 507; (Iii) Modify Automatic Stay Pursuant To 11 U.S.C. §§ 361, 362, 363, 364 And 507; (Iv)chedule Final Hearing Pursuant To Bankruptcy Rules 4001(B) And (C); And (V) Grant Related Relief (Dkt 318) entered on August 21, 2020. ] Amounts paid pursuant to Final Order Granting Debtors' Motion to (I) Authorize Certain Debtors in Possession to Obtain Post-Petition Financing; (II) Grant Liens and Superpriority Administrative Expenselaims to DIP Lenders; (III) Modify Automatic Stay; and (IV) Grant Related Relief (Dkt 527) signed on 10/13/2020. ]Amounts paid directly from the final DIP funding drawn on February 24, 2021. ] These figures exclude heldback fees as provided by the court’s interim compensation procedures and as agreed with the U.S. Trustee. ] Includes unpaid fees through April 30, 2021. ] Includes unpaid fees through May 31, 2021. ] Includes unpaid fees through June 30, 2021. ] Includes unpaid fees through July 31, 2021. ] Includes amounts applied from retainers for AlixPartners, LLP, Davis, Polk & Wardwell, LLP, SkyWorks Capital, LLC, and Rothschild & Co US Inc. and Rothschild & Co Mexico S.A. De C.V.

11

In re GRUPO AEROMÉXICO, S.A.B. de C.V., et al., Case No: 20-11563 (Jointly Administered Debtor Reporting Period: 7/1/21 - 7/31/21 Fed. Tax I.D. No.: N/A MOR-6: STATUS OF POST-PETITION TAXES The Debtor, Grupo Aeromexico, S.A.B. de C.V., and its affiliated Debtors, hereby submit this attestation regarding post-petition taxesAll postpetition taxes for the debtors, which are not subject to dispute or reconciliation are current; provided, however, the Debtors continue to activelyreconcile other amounts owed to various taxing and governmental authorities, which may subsequently be subject to dispute. /s/ Ricardo Javier Sánchez Baker Chief Financial Officer

12