M&A - Frontier Group Holdings, Inc.

Form Type: 8-K

Filing Date: 2025-02-12

Corporate Action: Merger

Type: Update

Accession Number: 000119312525024735

Filing Summary: On February 11, 2025, Frontier Group Holdings, Inc. issued a press release regarding its revised proposal for a business combination with Spirit Airlines, Inc. The proposal includes the issuance of $400 million principal amount of debt by Frontier and the allocation of 19% of its common equity to holders of certain existing debts upon the transaction's closure. The updated proposal has removed the requirement for Spirit to complete its $350 million equity rights offering. Communication details between the financial advisors for both companies were included in the filing. Despite these developments, no agreement has yet been finalized between the parties, as Spirit intends to continue its standalone restructuring process. The filing makes clear that the information is not to be construed as 'filed' under the Exchange Act or incorporated by reference in other filings unless specifically stated.

Form Type: 8-K

Filing Date: 2025-01-29

Corporate Action: Merger

Type: New

Accession Number: 000119312525014898

Filing Summary: On January 29, 2025, Frontier Group Holdings, Inc. submitted a Form 8-K regarding a proposal for a potential business combination transaction with Spirit Airlines, Inc. The proposal includes issuing $400 million principal amount of debt and granting 19% of the Company’s common equity to senior noteholders upon the closing of the transaction. This proposal follows preliminary confidential discussions held between the two companies. The document notes that no definitive agreement has been reached and emphasizes uncertainties related to the transaction, including timing and regulatory approvals. Exhibits containing letters of correspondence and presentations outlining the proposal are included.