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SCHEDULE 13D/A 0001104659-22-118707 0001301912 XXXXXXXX LIVE 3 American Depositary Shares, each representing 2,000 shares of Common Stock without par value 06/18/2025 false 0001047716 51817R205 LATAM Airlines Group S.A. Presidente Riesco 5711 20th floor Las Condes, Santiago F3 00000 Gabe Brecher (203) 618-3500 Strategic Value Partners, LLC 100 West Putnam Avenue Greenwich CT 06830 Louis Rambo (212) 969-3000 Proskauer Rose, LLP Eleven Times Square New York NY 10036 0001301912 N Strategic Value Partners, LLC b OO N DE 0.00 76307210279.00 0.00 76307210279.00 76307210279.00 N 12.6 OO Y Ashton Gate S.a.r.l. b OO N N4 0.00 31667866769.00 0.00 31667866769.00 31667866769.00 N 5.2 OO 0001919793 N SVP Special Situations V LLC b OO N DE 0.00 31667866769.00 0.00 31667866769.00 31667866769.00 N 5.2 OO Y Wild Heath S.a.r.l. b OO N N4 0.00 4443439800.00 0.00 4443439800.00 4443439800.00 N 0.7 OO 0001614275 N SVP Special Situations III-A LLC b OO N DE 0.00 4443439800.00 0.00 4443439800.00 4443439800.00 N 0.7 OO Y Grouse Moor S.a.r.l. b OO N N4 0.00 18262318818.00 0.00 18262318818.00 18262318818.00 N 3.0 OO 0001726861 N SVP Special Situations IV LLC b OO N DE 0.00 18262318818.00 0.00 18262318818.00 18262318818.00 N 3.0 OO Y Meadow Garden s.a.r.l. b OO N N4 0.00 857.00 0.00 857.00 857.00 N 0.0 OO Y Green Pasture S.a.r.l. b OO N N4 0.00 16692792895.00 0.00 16692792895.00 16692792895.00 N 2.8 OO Y SVP Capital Solutions LLC b OO N DE 0.00 16692792895.00 0.00 16692792895.00 16692792895.00 N 2.8 OO Y Strategic Value New Rising Fund, L.P. b OO N DE 0.00 5240791140.00 0.00 5240791140.00 5240791140.00 N 0.9 PN Y SVP New Rising Management LLC b OO N DE 0.00 5240791140.00 0.00 5240791140.00 5240791140.00 N 0.9 OO 0001473996 N Victor Khosla b OO N X1 0.00 76307210279.00 0.00 76307210279.00 76307210279.00 N 12.6 OO American Depositary Shares, each representing 2,000 shares of Common Stock without par value LATAM Airlines Group S.A. Presidente Riesco 5711 20th floor Las Condes, Santiago F3 00000 Item 4 of the Schedule 13D is amended and supplemented as follows: On June 16, 2025, the Funds entered into an Underwriting Agreement with J.P. Morgan Securities LLC (the "Underwriter"), the Issuer and the other selling shareholders named therein. Pursuant to the Underwriting Agreement, the Funds sold to the Underwriters 3,646,741 ADSs, each representing 2,000 shares of Common Stock, at a price per ADS of $36.55 (the "Underwritten Offering"). The ADS purchased by the Underwriters were issued by JPMorgan Chase Bank, N.A. (the "Depositary") and are evidenced by American Depositary Receipts ("ADRs") pursuant to the Deposit Agreement, dated as of September 21, 2017, as amended by the first amendment, dated as of March 12, 2021, and the second amendment, dated as of July 24, 2024 (the "Deposit Agreement"), among the Issuer, the Depositary, and all holders from time to time of the ADRs issued thereunder evidencing ADS representing deposited shares of Common Stock. The Underwritten Offering was effected pursuant to an automatic shelf registration statement on Form F-3 (File No. 333-280866) filed by the Issuer on July 18, 2024. The Underwritten Offering closed on June 18, 2025. In accordance with the Underwriting Agreement, the Funds entered into a lock-up agreement with the Underwriters agreeing that, subject to certain exceptions, they may not, during period beginning on June 16, 2025 and continuing to and including the date that is 45 days after the date of the final prospectus related to the Underwriting Agreement, (i) offer, sell, contract to sell, pledge, grant any option, right or warrant to purchase, purchase any option or contract to sell, lend or otherwise transfer or dispose of any shares of Common Stock or ADS, or any options or warrants to purchase any shares of Common Stock or ADS, or any securities convertible into, exchangeable for or that represent the right to receive shares of Common Stock or ADS (such shares of Common Stock, ADS, options, rights, warrants or other securities, collectively, the "Lock-Up Securities"), (ii) engage in any hedging or other transaction or arrangement which is designed to or which reasonably could be expected to lead to or result in a sale, loan, pledge or other disposition, or transfer of any of the economic consequences of ownership, in whole or in part, directly or indirectly, of any Lock-Up Securities, whether any such transaction or arrangement would be settled by delivery of Common Stock, ADS or other securities, in cash or otherwise, (iii) make any demand for or exercise any right with respect to the registration of any Lock-Up Securities or (iv) otherwise publicly announce any intention to engage in or cause any action, activity, transaction or arrangement described in clauses (i), (ii) or (iii) above. The foregoing description of the lock-up agreement does not purport to be complete and is qualified in its entirety by reference to the lock-up agreement filed as an exhibit hereto and which is incorporated herein by reference. Item 5 of the Schedule 13D is amended and supplemented as follows: Items 7 through 11 and 13 of each of the cover pages of this Schedule 13D are incorporated herein by reference. The ownership percentage appearing on such cover pages has been calculated based on 604,441,789,335 shares of Common Stock outstanding as of June 17, 2025, as reported in the Issuer's Prospectus Supplement filed pursuant to Rule 424(b)(7) with the Securities and Exchange Commission on June 17, 2025. Items 7 through 10 of the cover pages to this Schedule 13D are incorporated herein by reference. The disclosure in Item 4 of this Amendment No. 3 to Schedule 13D is incorporated by reference herein. Except for the information incorporated by reference herein, none of the Reporting Persons has effected any transaction related to the Common Stock during the past 60 days. The disclosure set forth in Item 4 of this Amendment No. 3 to Schedule 13D is incorporated by reference into this Item 6. Exhibit 99.6 Lock-Up Agreement, dated June 16, 2025 Strategic Value Partners, LLC /s/ Lewis Schwartz Lewis Schwartz, Chief Financial Officer 06/18/2025 Ashton Gate S.a.r.l. /s/ Lewis Schwartz Lewis Schwartz, Manager 06/18/2025 SVP Special Situations V LLC /s/ Lewis Schwartz Lewis Schwartz, Chief Financial Officer 06/18/2025 Wild Heath S.a.r.l. /s/ Lewis Schwartz Lewis Schwartz, Manager 06/18/2025 SVP Special Situations III-A LLC /s/ Lewis Schwartz Lewis Schwartz, Chief Financial Officer 06/18/2025 Grouse Moor S.a.r.l. /s/ Lewis Schwartz Lewis Schwartz, Manager 06/18/2025 SVP Special Situations IV LLC /s/ Lewis Schwartz Lewis Schwartz, Chief Financial Officer 06/18/2025 Meadow Garden s.a.r.l. /s/ Lewis Schwartz Lewis Schwartz, Manager 06/18/2025 Green Pasture S.a.r.l. /s/ Lewis Schwartz Lewis Schwartz, Manager 06/18/2025 SVP Capital Solutions LLC /s/ Lewis Schwartz Lewis Schwartz, Chief Financial Officer 06/18/2025 Strategic Value New Rising Fund, L.P. /s/ Lewis Schwartz By: SVP NEW RISING GP LTD., its general partner; By: Lewis Schwartz, Chief Financial Officer 06/18/2025 SVP New Rising Management LLC /s/ Lewis Schwartz Lewis Schwartz, Chief Financial Officer 06/18/2025 Victor Khosla /s/ Victor Khosla Victor Khosla 06/18/2025