Spirit Airlines Announces Offerings Of Common Stock And Convertible Senior Notes Due 2025
Spirit Airlines (NYSE: SAVE) has announced the commencement of two underwritten public offerings: 12 million shares of its common stock and $150 million of convertible senior notes due 2025. The airline plans to offer underwriters a 30-day option to purchase additional shares and notes. Proceeds will be used for general corporate purposes. Citigroup, Morgan Stanley, and Barclays are leading the offerings. The company has filed necessary registration statements with the SEC. The offerings are not contingent upon each other and do not constitute an offer or solicitation in jurisdictions where prohibited.
- Offering of 12 million shares may strengthen liquidity.
- Convertible notes offering of $150 million provides additional funding opportunities.
- Potential for underwriters to purchase additional securities, indicating strong market interest.
- Dilution of existing shareholders' equity due to new common stock issuance.
- Market risk associated with the convertible notes if not managed properly.
MIRAMAR, Fla., May 06, 2020 (GLOBE NEWSWIRE) -- Spirit Airlines, Inc. (NYSE: SAVE)(“Spirit”) ”) today announced that it has commenced an underwritten public offering of 12,000,000 shares of its common stock (the “Common Stock Offering”) and an underwritten public offering of
Spirit intends to grant the underwriters a 30-day option to purchase up to 1,800,000 additional shares of common stock in the Common Stock Offering and a 30-day option to purchase up to
Citigroup, Morgan Stanley and Barclays are acting as joint book-running managers and representatives of the underwriters for the Common Stock Offering and the Convertible Notes Offering. Deutsche Bank Securities is also acting as a joint book-running manager for the offerings. We have filed a registration statement (including a prospectus) and preliminary prospectus supplements with the SEC for the offerings to which this communication relates. Before you invest, you should read the applicable preliminary prospectus supplement and the prospectus in that registration statement and other documents we have filed with the SEC for more complete information about us and these offerings. You may get these documents free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, we, any underwriter or any dealer participating in the applicable offering will arrange to send you the applicable preliminary prospectus supplement and the accompanying prospectus upon request to: Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by telephone: (800) 831-9146; Morgan Stanley & Co. LLC, 180 Varick Street, 2nd Floor, New York, NY 10014, Attention: Prospectus Department; Barclays, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or e-mail: Barclaysprospectus@broadridge.com or by telephone: (888) 603-5847; or Deutsche Bank Securities Inc., 60 Wall Street, New York, NY 10005, Attn: Prospectus Group, or by telephone: 800-503-4611, or by email: prospectus.CPDG@db.com.
This press release does not constitute an offer to sell or a solicitation of an offer to buy the shares of common stock or the Convertible Notes or any other securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to the registration and qualification under the securities laws of such state or jurisdiction.
Forward-Looking Statements
Statements in this release contain various forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which are subject to the “safe harbor” created by those sections. Forward-looking statements are based on our management’s beliefs and assumptions and on information currently available to our management. All statements other than statements of historical facts are “forward-looking statements” for purposes of these provisions. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “could,” “would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “project,” “predict,” “potential,” and similar expressions intended to identify forward-looking statements. Forward-looking statements include, without limitation, statements related to the proposed terms of the offerings described herein, the completion, timing, and size of the proposed offerings, and the anticipated use of proceeds from the offerings. Such forward-looking statements are subject to risks, uncertainties and other important factors that could cause actual results and the timing of certain events to differ materially from future results expressed or implied by such forward-looking statements. Factors include, among others, the extent of the impact of the COVID-19 pandemic on Spirit’s business, results of operations and financial condition, and the extent of the impact of the COVID-19 pandemic on overall demand for air travel, restrictions on Spirit’s business by accepting financing under the CARES Act, the competitive environment in our industry, our ability to keep costs low and the impact of worldwide economic conditions, including the impact of economic cycles or downturns on customer travel behavior, and other factors, as described in Spirit’s filings with the Securities and Exchange Commission, including the detailed factors discussed under the heading “Risk Factors” in Spirit’s amended Annual Report on Form 10-K/A for the fiscal year ended December 31, 2019, as supplemented in the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2020. Furthermore, such forward-looking statements speak only as of the date of this release. Except as required by law, we undertake no obligation to update any forward-looking statements to reflect events or circumstances after the date of such statements. Risks or uncertainties (i) that are not currently known to us, (ii) that we currently deem to be immaterial, or (iii) that could apply to any company, could also materially adversely affect our business, financial condition, or future results.
About Spirit Airlines:
Spirit Airlines (NYSE: SAVE) is committed to delivering the best value in the sky. We are the leader in providing customizable travel options starting with an unbundled fare. This allows our Guests to pay only for the options they choose — like bags, seat assignments and refreshments — something we call À La Smarte. We make it possible for our Guests to venture further and discover more than ever before. Our Fit Fleet® is one of the youngest and most fuel-efficient in the U.S. We serve destinations throughout the U.S., Latin America and the Caribbean and are dedicated to giving back and improving those communities. Come save with us at spirit.com. At Spirit Airlines, we go. We go for you.
| 50%; width: 954.447.7920 Investorrelations@spirit.com | 50%; width: 954.364.0231 Media_Relations@spirit.com |
FAQ
What is Spirit Airlines' recent stock offering?
How will the proceeds from Spirit Airlines' offerings be used?
Who are the underwriters for Spirit Airlines' offerings?
What are the implications of Spirit Airlines issuing new stock?
What are the risks associated with the convertible senior notes issued by Spirit Airlines?
