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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 6-K
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Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the month of January 2022
Commission File Number: 001-15102
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Embraer S.A.
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Avenida Dra. Ruth Cardoso,
8501,
30th floor (part), Pinheiros,
São Paulo, SP, 05425-070, Brazil
(Address of principal executive offices)
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Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F:
Form 20-F x
Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
Eve and Falko announce partnership to develop Global
Operator Network with a potential order for 200 eVTOLs
Melbourne, Florida, January 11, 2022
– Eve UAM, LLC (“Eve”), an Embraer S.A. (“Embraer”) company, and Falko Regional Aircraft Limited (“Falko”),
a global leader in commercial regional aircraft leasing, announced today a Letter of Intent which contemplates a potential order for 200
of Eve’s electric vertical take-off and landing aircraft (eVTOL) and a commercial partnership to develop a global network of eVTOL
operators in support of Urban Air Mobility missions.
The partnership between Eve and Falko will
begin by establishing a working group to collaborate with Falko’s existing operators to develop initial route networks where Eve’s
aircraft can be deployed in early adopter markets. Additionally, Eve’s agnostic product portfolio of next-generation air traffic
management software, service capabilities, and fleet operations services will also be introduced to create a safe, scalable network for
each Falko lessee using Eve’s aircraft.
Falko has been closely cooperating with Embraer
since 2014 and chose Eve as its Urban Air Mobility partner due to Embraer’s long record for certifying trusted aircraft for over
52 years.
“I am thrilled to announce this huge
development in our long standing and successful relationship with Embraer. We are very excited by our strategic partnership with Eve which
forms part of our drive to be at the forefront of the greening of the aviation sector. We firmly believe in the prospects of the eVTOL
market and that Eve, with the support of Embraer’s experience in the manufacturing, certification and support of aircraft, will
be a market leader,” states Jeremy Barnes, CEO of Falko.
“Our partnership
with Falko, a trusted aircraft leasing leader, cements our position in the global Urban Air Mobility marketplace and not only widens
our potential operator base through Falko’s global customer footprint but increases our ability to provide full stack solutions,
through partnerships. We are proud to have Falko as a strategic partner in Eve as our two organizations collaborate to lead a new
generation of sustainable innovation, in aviation,” said Andre Stein, co-CEO of Eve.
Follow Eve, Embraer and Falko on Twitter: @EveAirMobility,
@Embraer and @Falko_RA
About
Falko Regional Aircraft Limited
Falko is a specialist aircraft operating leasing,
asset management and aircraft services company focused on the regional aircraft sector. It is currently one of the world’s largest
lessors of regional aircraft by value and aircraft numbers. Falko has a clear growth strategy dedicated to expanding the business and
growing its portfolio of aircraft and associated services within the regional aircraft market. With offices in the UK, Ireland and Singapore,
Falko is well positioned to deliver a range of solutions across the globe.
For further information visit www.falko.com
About
Eve UAM, LLC
Eve is a new, independent company dedicated
to accelerating the global Urban Air Mobility (UAM) ecosystem. Benefitting from a startup mindset, backed by Embraer’s more than
50-year history of aerospace expertise, its singular focus takes a comprehensive approach to the UAM industry by providing a holistic
ecosystem. Its advanced electric vertical aircraft (EVA) coupled with its comprehensive global services and support network, and a unique
air traffic management solution make it a serious contender in this space. Eve is the first company to graduate from EmbraerX. For more
information, visit www.eveairmobility.com.
About Embraer S.A.
A global aerospace company headquartered in Brazil,
Embraer has businesses in Commercial and Executive aviation, Defense & Security and Agricultural Aviation. The company designs, develops,
manufactures and markets aircraft and systems, providing Services & Support to customers after-sales.
Since it was founded in 1969, Embraer has delivered
more than 8,000 aircraft. On average, about every 10 seconds an aircraft manufactured by Embraer takes off somewhere in the world, transporting
over 145 million passengers a year.
Embraer is the leading manufacturer of commercial
jets up to 150 seats and the main exporter of high value-added goods in Brazil. The company maintains industrial units, offices, service
and parts distribution centers, among other activities, across the Americas, Africa, Asia and Europe.
Forward Looking Statements
This press release includes “forward-looking
statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform
Act of 1995. Forward-looking statements may be identified by the use of words such as “estimate,” “plan,” “project,”
“forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,”
“seek,” “target”, “may”, “intend”, “predict”, “should”, “would”,
“predict”, “potential”, “seem”, “future”, “outlook” or other similar expressions
(or negative versions of such words or expressions) that predict or indicate future events or trends or that are not statements of historical
matters. These forward-looking statements include, but are not limited to, statements regarding Eve’s, Embraer’s and Falko’s
expectations with respect to the proposed partnership, Eve’s ability to successfully develop, certify, manufacture and commercialize
Eve’s UAM solutions and eVTOL on a global scale, and Falko’s potential purchase of Eve’s eVTOL, and the anticipated
benefits of the collaboration between the Company and Eve. These statements are based on various assumptions, whether or not identified
herein, and on the current expectations of Eve’s, Embraer’s and Falko’s management and are not predictions of actual
performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not
be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events
and circumstances are difficult or impossible to predict and may differ from assumptions, and such differences may be material. Many actual
events and circumstances are beyond the control of Eve, Embraer and Falko.
If any of these risks materialize or our assumptions
prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional
risks that neither Eve, Embraer nor Falko presently know or that Eve, Embraer and Falko currently believe are immaterial that could also
cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect
Eve’s, Embraer’s and Falko’s expectations, plans or forecasts of future events and views as of the date of this press
release. Eve, Embraer and Falko anticipate that subsequent events and developments will cause Eve’s, Embraer’s and Falko’s
assessments to change. However, while Eve, Embraer and Falko may elect to update these forward-looking statements at some point in the
future, Eve, Embraer and Falko specifically disclaim any obligation to do so. These forward-looking statements should not be relied upon
as representing Eve’s, Embraer’s and Falko’s assessments as of any date subsequent to the date of this press release.
Accordingly, undue reliance should not be placed upon the forward-looking statements.
Important Information and Where to Find it
In connection with the proposed business
combination among Zanite Acquisition Corp. (“Zanite”), Embraer, Eve and Embraer Aircraft Holding, Inc.
(“EAH”), Zanite has filed with the Securities and Exchange Commission (“SEC”) a preliminary proxy statement
relating to the proposed business combination on https://www.sec.gov/Archives/edgar/data/0001823652/000119312521370679/d279516dprem14a.htm,
the definitive version of which will besent or provided to Zanite stockholders. Zanite may also file other documents with the SEC regarding
the proposed business combination. This press release does not contain all the information that should be considered concerning the proposed business
combination and is not intended to form the basis of any investment decision or any other decision in respect of the proposed
business combination. Zanite’s stockholders and other interested persons are advised to read, the preliminary proxy statement
and, when available, the amendments thereto and the definitive proxy statement and documents incorporated by reference therein filed
in connection with Zanite’s solicitation of proxies for its special meeting of stockholders to be held to approve the proposed
business combination and other matters, as these materials contain or will contain important information about Zanite, Eve and the
proposed business combination. When available, the definitive proxy statement and other relevant materials for the proposed business
combination will be mailed to stockholders of Zanite as of a record date to be established for voting on the proposed business
combination. Stockholders of Zanite may obtain copies of the preliminary proxy statement, the definitive proxy statement (when
available) and other documents that are filed or will be filed with the SEC or that are incorporated by reference therein, without
charge, once available, at the SEC’s website at www.sec.gov, or by directing a request to Zanite Acquisition Corp. at 25101
Chagrin Boulevard Suite 350, Cleveland, Ohio 44122, Attention: Steven H. Rosen, or by calling (216) 292-0200.
No Offer or Solicitation
This press release is for informational purposes only
and does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval,
nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus
meeting the requirements of Section 10 of the Securities Act, or an applicable exemption from the registration requirements thereof.
Participants in the Solicitation
Zanite and its directors and executive officers may
be deemed participants in the solicitation of proxies from Zanite’s stockholders with respect to the proposed business combination.
A list of the names of those directors and executive officers and a description of their interests in Zanite is contained in Zanite’s
Registration Statement on Form S-1/A and in Zanite’s Current Report on Form 8-K filed on September 15, 2021, each of which was filed
with the SEC and is available free of charge at the SEC’s web site at www.sec.gov, or by directing a request to Zanite Acquisition
Corp. at 25101 Chagrin Boulevard Suite 350, Cleveland, Ohio 44122, Attention: Steven H. Rosen, or by calling (216) 292-0200.
Eve, Embraer, EAH and their respective directors and
executive officers may also be deemed to be participants in the solicitation of proxies from the stockholders of Zanite in connection
with the proposed business combination.
Additional information regarding the persons who
may, under SEC rules, be deemed participants in the solicitation of Zanite’s stockholders in connection with the proposed business
combination, including a description of their direct and indirect interests, by security holdings or otherwise, which may be different
than those of Zanite stockholders generally, may be obtained by reading Zanite’s preliminary proxy statement for the proposed business
combination and, when it is filed with the SEC, the definitive proxy statement and any other relevant documents that are filed or will
be filed with the SEC relating to the proposed business combination. Stockholders, potential investors and other interested persons should
read the preliminary proxy statement carefully and, when it becomes available, the definitive proxy statement and any other relevant
documents that are filed or will be filed with the SEC relating to the proposed business combination before making any voting or investment
decisions. These documents can be obtained free of charge from the sources indicated above.
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
Date: January 11, 2022
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Embraer S.A.
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By:
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/s/ Antonio Carlos Garcia
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Name:
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Antonio Carlos Garcia
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Title:
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Executive Vice President of Finance and Investor Relations
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