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LATAM AIRLINES GROUP S.A.

Major Shareholding Notification Jan 14, 2022

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SC 13D/A 1 d267184dsc13da.htm SC 13D/A SC 13D/A

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13 d-2(a)

Under the Securities Exchange Act of 1934

(Amendment No. 6)*

LATAM Airlines Group S.A.

(Translation of Registrant’s Name Into English)

Shares of Common Stock without par value

(Title of Class of Securities)

N/A

(CUSIP Number)

Felipe Arriagada Subercaseaux

Costa Verde Aeronáutica S.A.

Presidente Riesco 5711, 11th floor, Las Condes, Santiago, Chile

Tel: (+56-2)-337-1350

Alfonso Ignacio Ugarte Cifuentes

Cuatrecasas

Av. Nueva Costanera 3300, 4th floor, Las Condes, Santiago, Chile

Tel: (+56 2)-2889-9900

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

With copies to:

Richard G. Mason, Esq.

Victor Goldfeld, Esq.

Wachtell, Lipton, Rosen & Katz

51 W 52nd St, New York, NY 10019

Tel: (212) 403 1000

January 12, 2022

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box: ☐

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 240.13d-7 for other parties to whom copies are to be sent.

  • The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Costa Verde Aeronáutica S.A.
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Inversiones Costa Verde Limitada y Compañía en Comandita por Acciones
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Inversiones Costa Verde Aeronáutica S.A.
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Inversiones del Cantábrico Limitada
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Inmobiliaria e Inversiones Colunga Limitada
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Inmobiliaria e Inversiones El Fano Limitada
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Inmobiliaria e Inversiones Puerto Claro Limitada
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Inmobiliaria e Inversiones Caravia Limitada
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Inmobiliaria e Inversiones Priesca Limitada
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Inmobiliaria e Inversiones La Espasa Limitada
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Inversiones Costa Verde Limitada
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Andrea Raquel Cueto Ventura Uno y Cía. Ltda.
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Manuela Cueto Sarquis Uno y Cía. Ltda.
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Fernanda Cueto Délano Uno y Cía. Ltda.
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS María Esperanza Alcaíno Cueto Uno y Cía. Ltda.
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Isidora Cueto Cazes y Cía. Ltda.
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Andrea Cueto Ventura Dos y Cía. Ltda.
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Manuela Cueto Sarquis Dos y Cía. Ltda.
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Fernanda Cueto Délano Dos y Cía. Ltda.
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS María Esperanza Alcaíno Cueto Dos y Cía. Ltda.
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Inversiones Nueva Costa Verde y Cĺa. Ltda.
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Inversiones Nueva Costa Verde Dos y Cía. Ltda.
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS South Andean Investments Chile S.A.
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Los Andes Finance Ltd.
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Panamá
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Ribadesella International Inc.
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Panamá
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Inversiones Colunga Limitada
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON CO

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Juan José Cueto Plaza
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Ignacio Javier Cueto Plaza
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Enrique Miguel Cueto Plaza
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS María Esperanza Cueto Plaza
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Isidora Cueto Cazes
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Felipe Jaime Cueto Ruiz-Tagle
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS María Emilia Cueto Ruiz-Tagle
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Andrea Raquel Cueto Ventura
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Daniela Esperanza Cueto Ventura
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH 7 SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Valentina Sara Cueto Ventura
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Alejandra Sonia Cueto Ventura
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Francisca María Cueto Ventura
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Juan José Cueto Ventura
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Pedro Cueto Sarquis
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Juan Cueto Sarquis
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS WC; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSONS WITH SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Antonia Cueto Sarquis
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSONS WITH SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Manuela Cueto Sarquis
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSONS WITH SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Fernanda Cueto Délano
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSONS WITH SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Ignacio Cueto Délano
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSONS WITH SOLE VOTING POWER 0
8 SHARED VOTING POWER 99,381,777
9 SOLE DISPOSITIVE POWER 0
10 SHARED DISPOSITIVE POWER 99,381,777
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Javier Cueto Délano
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Pablo Cueto Délano
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS José Cueto Délano
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS Nieves Isabel Alcaíno Cueto
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS María Elisa Alcaíno Cueto
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

CUSIP No. N/A

1 NAMES OF REPORTING PERSONS María Esperanza Alcaíno Cueto
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP(1), (2) (a) ☐ (b) ☒
3 SEC USE ONLY
4 SOURCE OF FUNDS PF; OO
5 CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
6 CITIZENSHIP OR PLACE OF
ORGANIZATION Republic of
Chile

| NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSONS WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 8 | SHARED VOTING POWER 99,381,777 |
| 9 | SOLE DISPOSITIVE POWER 0 |
| 10 | SHARED DISPOSITIVE POWER 99,381,777 |

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 99,381,777
12 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☒
13 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 16.4 (16.39)(3)
14 TYPE OF REPORTING
PERSON IN

(1) The reporting persons set forth herein (the “ Reporting Persons ”) together with the Other Shareholders may be deemed to constitute a “group” within the meaning of Section 13(d) of the Act on account of these parties engaging in the transactions described in Item 4 below. As noted below, the Reporting Persons expressly disclaim membership in such a group.

(2) This filing does not reflect any Shares that may be deemed to be beneficially owned by the Reporting Persons as a result of membership in a “group” with the Other Shareholders within the meaning of Section 13(d) of the Act, and the Reporting Persons expressly disclaim such membership. See Item 4 below for additional information.

(3) Percentage calculated on the basis of 606,407,693 Shares, outstanding as of September 30, 2021, as reported by LATAM in its Report of Foreign Private Issuer on Form 6-K, submitted to the Securities and Exchange Commission on November 10, 2021, and rounded up in accordance with instruction 13 of the cover page for Schedule 13D.

This Amendment No. 6 amends and supplements the information set forth in the Schedule 13D filed by the Reporting Persons with the United States Securities and Exchange Commission (the “ SEC ”) on March 19, 2010, as amended and supplemented by Amendment No. 1 thereto filed on January 21, 2011, Amendment No. 2 thereto filed on October 23, 2019, Amendment No. 3 thereto filed on January 8, 2020, Amendment No. 4 thereto filed on September 7, 2021 and Amendment No. 5 thereto filed on December 1, 2021 (the “ Schedule 13D ”). All capitalized terms contained herein but not otherwise defined shall have the meanings given to such terms in the Schedule 13D.

Item 2. Purpose of Transaction.

Item 2 of the Schedule 13D is hereby amended and supplemented by adding the following with respect to additional holding companies that have been added as Reporting Persons:

Each of Inversiones Nueva Costa Verde y Cia. Ltda, Inversiones Colunga Ltda and Inversiones Nueva Costa Verde Dos y Cia. Ltda is a Chilean limited corporation, South Andean Investments Chile S.A. is a Chilean Sociedad Anónima, Los Andes Finance LTD is a Panamá Sociedad Anónima and Ribadesella International Inc. is a Panamá corporation (all such entities, the “ Amendment 6 New Reporting Persons ”). Each of the Amendment 6 New Reporting Persons is a holding company with a principal business of holding securities. The address of each of the Amendment 6 New Reporting Persons’ respective principal businesses and principal offices is Avenida Presidente Riesco 5711, 11th floor, Las Condes, Santiago.

During the last five years, none of the Amendment 6 New Reporting Persons has been (a) convicted in a criminal proceeding or (b) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction (the result of which was to cause any of the Reporting Persons to be subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws).

Item 4. Purpose of Transaction.

Item 4 of the Schedule 13D is hereby amended and supplemented by deleting the final two paragraphs of item 4 of Amendment No. 5 and replacing them with the following:

On January 12, 2022, certain of the Reporting Persons, Delta Air Lines, Inc. and Qatar Airways Investment (UK) Ltd. (collectively, the “Facilitating Shareholders”) entered into a backstop commitment with LATAM and the other Debtors (as may be amended, modified, or supplemented, the “ BCA ”), setting forth the terms by which each Facilitating Shareholder, severally and not jointly, will participate in the rights offering for the common stock rights offering and/or a tranche of unsecured notes convertible into shares of reorganized LATAM equity in connection with the Company Plan and in furtherance of the terms of the RSA. Also on January 12, 2022, the Debtors, certain of the Reporting Persons and the Other Shareholders and certain members of the Ad Hoc Group constituting the Requisite Commitment Creditors (as defined in the RSA) entered into an amendment to the RSA (the “ RSA Amendment ”) with respect to the terms of the tranche of the unsecured convertible notes rights offering in which the Facilitating Shareholders would participate. The foregoing description of the BCA and the RSA Amendment are qualified in their entirety by the express terms of such agreements, copies of which are attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively, and are incorporated herein by reference.

The Reporting Persons expressly disclaim membership in a “group” within the meaning of Section 13(d) of the Act and beneficial ownership over any of the Shares beneficially owned by any other person, including the Other Shareholders or any member of the Ad Hoc Group, and nothing in this Amendment No. 6 shall be deemed an admission that the Reporting Persons are a member of a “group” within the meaning of Section 13(d) of the Act.

Except as set forth above, none of the Reporting Persons has any plan or proposal which relates to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D, although the Reporting Persons reserve the right to do so.

Item 5. Interest in Securities of the Issuer.

As of the date of this filing, the Reporting Persons named below had the following direct ownership interests in the Shares.

Class Directly Owned(1) — Number % of Class Indirectly Owned(1) — Number % of Class Directly and Indirectly Owned(1) — Number % of
Costa Verde Aeronáutica S.A. 91,605,886 15.1 % 0 0 % 91,605,886 15.1 %
Inv. Costa Verde Ltda. y Cía. en Comandita por Acciones 7,775,891 1.3 % 91,605,886 15.1 % 99,381,777 16.4 %

(1) All share totals and percentages are based on 606,407,693 outstanding as of September 30, 2021, as reported by LATAM in its Report of Foreign Private Issuer on Form 6-K, submitted to the Securities and Exchange Commission on November 10, 2021.

This Amendment No. 6 includes additional holding companies that became Reporting Persons as a result of an internal restructuring that occurred after the filing of Amendment No. 5. Specifically, in December 2021, there was a capital increase in Inversiones Costa Verde Limitada y Compañía en Comandita por Acciones, which was subscribed, directly or indirectly, by the Amendment 6 New Reporting Persons.

The Reporting Persons are the beneficial owners of 99,381,777 Shares (representing 16.4% of the issued and outstanding Shares as of September 30, 2021), and, subject to the restrictions under the Framework Agreement as described in Amendment No. 2 to this Schedules 13D filed on October 23, 2019, the Reporting Persons have shared power to vote or direct the vote of, and shared power to dispose of or direct the disposition of, all of such Shares.

No transactions in the Shares were effected by the Reporting Persons during the 60 day period ended January 14, 2022.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

Item 6 is hereby amended and supplemented as follows:

Items 2, 4 and 5 of the Schedule 13D are incorporated into this Item 6 by reference.

Item 7. MATERIALS TO BE FILED AS EXHIBITS.

Exhibit Number Description
99.1 Backstop Commitment Agreement, dated as of January 12, 2022 (Filed as part of Exhibit 99.1 to LATAM’s Report of Foreign Private Issuer on Form 6-K submitted to the Securities and Exchange Commission on
January 13, 2022)
99.2 First Amendment to Restructuring Support Agreement, dated as of January 12, 2022

SIGNATURE

After reasonable inquiry and to the best of our knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

January 14, 2022 JUAN JOSÉ CUETO PLAZA
By: /s/ Juan José Cueto Plaza
Name: Juan José Cueto Plaza
January 14, 2022 IGNACIO JAVIER CUETO PLAZA
By: /s/ Ignacio Javier Cueto Plaza
Name: Ignacio Javier Cueto Plaza
January 14, 2022 ENRIQUE MIGUEL CUETO PLAZA
By: /s/ Enrique Miguel Cueto Plaza
Name: Enrique Miguel Cueto Plaza
January 14, 2022 MARÍA ESPERANZA CUETO PLAZA
By: /s/ María Esperanza Cueto Plaza
Name: María Esperanza Cueto Plaza
January 14, 2022 ISIDORA CUETO CAZES
By: /s/ Isidora Cueto Cazes
Name: Isidora Cueto Cazes
January 14, 2022 FELIPE JAIME CUETO RUIZ-TAGLE
By: /s/ Felipe Jaime Cueto Ruiz Tagle
Name: Felipe Jaime Cueto Ruiz Tagle
January 14, 2022 MARÍA EMILIA CUETO RUIZ-TAGLE
By: /s/ María Emilia Cueto Ruiz Tagle
Name: María Emilia Cueto Ruiz Tagle
January 14, 2022 ANDREA RAQUEL CUETO VENTURA
By: /s/ Enrique Miguel Cueto Plaza
Name: Enrique Miguel Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 DANIELA ESPERANZA CUETO VENTURA
By: /s/ Enrique Miguel Cueto Plaza
Name: Enrique Miguel Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 VALENTINA SARA CUETO VENTURA
By: /s/ Enrique Miguel Cueto Plaza
Name: Enrique Miguel Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 ALEJANDRA SONIA CUETO VENTURA
By: /s/ Enrique Miguel Cueto Plaza
Name: Enrique Miguel Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 FRANCISCA MARÍA CUETO VENTURA
By: /s/ Enrique Miguel Cueto Plaza
Name: Enrique Miguel Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 JUAN JOSÉ CUETO VENTURA
By: /s/ Enrique Miguel Cueto Plaza
Name: Enrique Miguel Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 MANUELA CUETO SARQUIS
By: /s/ Juan José Cueto Plaza
Name: Juan José Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 PEDRO CUETO SARQUIS
By: /s/ Juan José Cueto Plaza
Name: Juan José Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 JUAN CUETO SARQUIS
By: /s/ Juan José Cueto Plaza
Name: Juan José Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 ANTONIA CUETO SARQUIS
By: /s/ Juan José Cueto Plaza
Name: Juan José Cueto Plaza
Title: Attorney-in-fact
FERNANDA CUETO DÉLANO
By: /s/ Ignacio Javier Cueto Plaza
Name: Ignacio Javier Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 IGNACIO CUETO DÉLANO
By: /s/ Ignacio Javier Cueto Plaza
Name: Ignacio Javier Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 JAVIER CUETO DÉLANO
By: /s/ Ignacio Javier Cueto Plaza
Name: Ignacio Javier Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 PABLO CUETO DÉLANO
By: /s/ Ignacio Javier Cueto Plaza
Name: Ignacio Javier Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 JOSÉ CUETO DÉLANO
By: /s/ Ignacio Javier Cueto Plaza
Name: Ignacio Javier Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 NIEVES ISABEL ALCAÍNO CUETO
By: /s/ María Esperanza Cueto Plaza
Name: María Esperanza Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 MARÍA ELISA ALCAÍNO CUETO
By: /s/ María Esperanza Cueto Plaza
Name: María Esperanza Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 MARÍA ESPERANZA ALCAÍNO CUETO
By: /s/ María Esperanza Cueto Plaza
Name: María Esperanza Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 COSTA VERDE AERONÁUTICA S.A.
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 INVERSIONES COSTA VERDE LIMITADA Y COMPAÑÍA EN COMANDITA POR ACCIONES
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 INVERSIONES COSTA VERDE LIMITADA
By: /s/ Juan José Cueto Plaza /Enrique Miguel Cueto Plaza
Name: Juan José Cueto Plaza /Enrique Miguel Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 INVERSIONES COSTA VERDE AERONÁUTICA S.A.
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 INVERSIONES DEL CANTÁBRICO LIMITADA
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 INMOBILIARIA E INVERSIONES LA ESPASA LIMITADA
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 INMOBILIARIA E INVERSIONES CARAVIA LIMITADA
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 INMOBILIARIA E INVERSIONES PUERTO CLARO LIMITADA
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 INMOBILIARIA E INVERSIONES PRIESCA LIMITADA
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 INMOBILIARIA E INVERSIONES EL FANO LIMITADA
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 INMOBILIARIA E INVERSIONES COLUNGA LIMITADA
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 ANDREA RAQUEL CUETO VENTURA UNO Y CÍA. LTDA.
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 MANUELA CUETO SARQUIS UNO Y CÍA. LTDA.
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 FERNANDA CUETO DÉLANO UNO Y CÍA. LTDA.
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 MARÍA ESPERANZA ALCAÍNO CUETO UNO Y CÍA. LTDA.
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 ISIDORA CUETO CAZES Y CÍA. LTDA.
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 ANDREA CUETO VENTURA DOS Y CÍA. LTDA.
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 MANUELA CUETO SARQUIS DOS Y CÍA. LTDA.
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 FERNANDA CUETO DÉLANO DOS Y CÍA. LTDA.
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 MARÍA ESPERANZA ALCAÍNO CUETO DOS Y CÍA. LTDA.
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 INVERSIONES NUEVA COSTA VERDE Y CÍA. LTDA.
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 INVERSIONES NUEVA COSTA VERDE DOS Y CÍA. LTDA.
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 SOUTH ANDEAN INVESTMENTS CHILE S.A.
By: /s/ Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Name: Carlos Vallette Gudenschwager / Felipe Arriagada Subercaseaux
Title: Attorney-in-fact
January 14, 2022 LOS ANDES FINANCE LTD.
By: /s/ Juan José Cueto Plaza
Name: Juan José Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 RIBADESELLA INTERNATIONAL INC.
By: /s/ Juan José Cueto Plaza
Name: Juan José Cueto Plaza
Title: Attorney-in-fact
January 14, 2022 INVERSIONES COLUNGA LTDA.
By: /s/ Juan José Cueto Plaza / Enrique Miguel Cueto Plaza
Name: Juan José Cueto Plaza / Enrique Miguel Cueto Plaza
Title: Attorney-in-fact

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