Spirit Airlines to Begin Discussions with JetBlue Airways

Rhea-AI Summary

Spirit Airlines (NYSE: SAVE) announced that its Board of Directors is considering an unsolicited all-cash acquisition proposal from JetBlue Airways (Nasdaq: JBLU) at $33.00 per share. This proposal may qualify as a 'Superior Proposal' under Spirit's existing merger agreement with Frontier Group Holdings (NASDAQ: ULCC). While discussions with JetBlue will proceed, Spirit remains legally bound to its agreement with Frontier and has made no changes to its shareholder recommendations. There is no guarantee that negotiations will culminate in a successful transaction.

Positive

• JetBlue's $33.00 per share proposal could lead to a potential acquisition, indicating interest in Spirit's growth.
• Engagement in discussions with JetBlue may provide competitive alternatives for Spirit.

Negative

• Spirit is still bound by its merger agreement with Frontier, limiting flexibility in negotiations.
• No assurance that discussions with JetBlue will lead to a conclusive transaction, creating uncertainty.

MIRAMAR, Fla., April 7, 2022  /PRNewswire/ -- Spirit Airlines, Inc. ("Spirit" or the "Company") (NYSE:SAVE) today announced that its Board of Directors has determined, after consultation with the Company's outside financial and legal advisors, that the unsolicited proposal received from JetBlue Airways ("JetBlue") (Nasdaq: JBLU) to acquire Spirit in an all-cash transaction for $33.00 per share could reasonably be likely to lead to a "Superior Proposal" as defined in Spirit's merger agreement with Frontier Group Holdings, Inc. ("Frontier") (NASDAQ: ULCC), parent company of Frontier Airlines, Inc.

Spirit intends to engage in discussions with JetBlue with respect to JetBlue's proposal, in accordance with the terms of the Company's merger agreement with Frontier.

Spirit remains bound by the terms of the merger agreement with Frontier, and Spirit's Board has not determined that JetBlue's proposal in fact constitutes a Superior Proposal as defined in the merger agreement with Frontier. In addition, Spirit notes that there can be no assurance that the discussions with JetBlue will result in a transaction. Spirit shareholders do not need to take any action at this time, and Spirit's Board has made no change to its recommendation that its shareholders adopt the merger agreement with Frontier.

Barclays and Morgan Stanley & Co. LLC are serving as financial advisors to Spirit and Debevoise & Plimpton LLP is serving as legal advisor.

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 Á 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.

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SOURCE Spirit Airlines, Inc.

FAQ

What is Spirit Airlines' current proposal from JetBlue Airways?

Spirit Airlines is considering an unsolicited acquisition proposal from JetBlue Airways at $33.00 per share.

Is Spirit Airlines still bound by its agreement with Frontier Group?

Yes, Spirit Airlines remains bound by its merger agreement with Frontier and has not changed its recommendation to shareholders.

What is the significance of the term 'Superior Proposal'?

A 'Superior Proposal' refers to an offer that may be more favorable than the current agreement Spirit has with Frontier.

What are the implications of JetBlue's proposal for Spirit Airlines shareholders?

While discussions with JetBlue may explore a potential acquisition, shareholders should note that no changes have been made to the current merger recommendation with Frontier.

What is the stock symbol for Spirit Airlines?

The stock symbol for Spirit Airlines is SAVE.