Copa in $362 Million IPO

December 20, 2005

Cleary Gottlieb represented the underwriters, led by Morgan Stanley and Goldman, Sachs & Co., in the initial public offering of Copa Holdings, S.A., the parent of Copa Airlines, by its two largest shareholders. The selling shareholders, Continental Airlines and CorporaciĆ³n de Inversiones AĆ©reas, S.A., sold approximately 18 million shares of Class A common stock at $20 a share for a total offering price of approximately $362 million. The transaction priced on December 14, 2005 and closed on December 20, 2005.

Due to strong investor demand, the deal priced at $20 per share, above the projected price range of $15 to $17, and the deal size was increased by 1.75 million shares after the roadshow. The shares are listed on the New York Stock Exchange.

Copa Airlines is a leading Latin American international airline passenger and cargo service provider. Based in Panama City, Copa offers approximately 80 daily scheduled flights among 30 destinations in 20 countries in North, Central and South America and the Caribbean. Through a codeshare arrangement with Continental Airlines, Copa provides passengers with access to flights to more than 110 other destinations.