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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): April 8, 2024 (April 3, 2024)
SPIRIT AIRLINES, INC.
(Exact name of registrant as specified in its charter)
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| Delaware |
001-35186 |
38-1747023 |
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
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| 2800 Executive Way |
Miramar, |
Florida |
33025 |
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(Zip Code) |
(954) 447-7920
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Trading Symbol(s) |
Name of each exchange on which registered |
| Common Stock, $0.0001 par value |
SAVE |
New York Stock Exchange |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Item 1.01 |
Entry into a Material Definitive Agreement.
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On April 3, 2024, Spirit Airlines, Inc. (the "Company") entered into Amendment No. 7 (the "Amendment") to the A320 NEO Family Purchase Agreement, dated as of December 20, 2019 (the "Airbus Purchase Agreement") with Airbus S.A.S. ("Airbus"). The Amendment, (i) defers all aircraft on order that are scheduled to be delivered in the second quarter of 2025 through the end of 2026 to 2030-2031, and (ii) adjusts the delivery periods of option aircraft from 2027-2029 to 2029-2031. There are no changes to the aircraft on order that are scheduled to be delivered in 2027-2029. The foregoing is expected to improve Spirit’s liquidity position by approximately $340 million over the next two years.
The preceding description is qualified in its entirety by reference to the full text of the Amendment, a copy of which the Company intends to file as an exhibit to its Quarterly Report on Form 10-Q for the quarter ended June 30, 2024.
Item 7.01. Regulation FD Disclosure.
The information in this report furnished pursuant to Item 7.01 shall not be deemed “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. It may only be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”), if such subsequent filing specifically references the information furnished pursuant to Item 7.01 of this report.
The Company plans to issue an Investor Update on or before April 15, 2024 that will provide select guidance items for the first quarter and full year 2024.
The Company is scheduled to announce first quarter 2024 results before market open on May 6, 2024, with a conference call following at 10:00 a.m E.T. A live, listen-only webcast of the conference call will be available at http://ir.spirit.com. Any changes to the Company’s scheduled presentation time will be posted on its website under the Investor Relations section at http://ir.spirit.com.
The Company plans to make the webcast available for replay within 24 hours of the conference call and then archive it on the website under Events and Presentations at http://ir.spirit.com for 60 days.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following is furnished as an exhibit to this report and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act:
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| Exhibit No. |
Description |
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| 99.1 |
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| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL Document) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| Date: April 8, 2024 |
SPIRIT AIRLINES, INC. |
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By: /s/ Thomas Canfield |
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Name: Thomas Canfield |
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Title: Senior Vice President and General Counsel |
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EX-99.1
2
pressrelease4824.htm
EX-99.1
pressrelease4824
Exhibit 99.1 Spirit Airlines Announces Deferral of Airbus Aircraft Deliveries MIRAMAR, Fla., April 8, 2024 – Spirit Airlines, Inc. ("Spirit" or the “Company”) (NYSE: SAVE) today announced that it reached an agreement with Airbus to defer all aircraft on order that are scheduled to be delivered in the second quarter of 2025 through the end of 2026 to 2030-2031. These deferrals do not include the direct-lease aircraft scheduled for delivery in that period, one each in the second and third quarter 2025, respectively. The agreement with Airbus will improve Spirit’s liquidity position by approximately $340 million over the next two years. There are no changes to the aircraft on order with Airbus that are scheduled to be delivered in 2027-2029. As a result of grounded aircraft due to Pratt & Whitney GTF engine availability issues, along with the 2025 and 2026 aircraft deferrals, Spirit announced it intends to furlough approximately 260 Pilots effective September 1, 2024. As recently announced, Spirit entered into a compensation agreement with Pratt & Whitney regarding its GTF engines, which is estimated to improve Spirit’s liquidity between $150 million and $200 million over the term of that agreement. In addition, Spirit will continue to evaluate the use of its current financeable asset base to add additional liquidity over the coming months. “This amendment to our agreement with Airbus is an important part of Spirit’s comprehensive plan to bolster profitability and strengthen our balance sheet,” said Ted Christie, Spirit's President and Chief Executive Officer. “Deferring these aircraft gives us the opportunity to reset the business and focus on the core airline while we adjust to changes in the competitive environment. In addition, enhancing our liquidity provides us additional financial stability as we position the Company for a return to profitability. We would like to thank our partners at Airbus for their continued support and commitment to the long-term success of Spirit.” Christie continued, "I am extremely proud of our dedicated Spirit team for their focus and resilience over the last few years. Unfortunately, we had to make the difficult decision to furlough Pilots given the grounded aircraft in our fleet and our deferral of future deliveries. We are doing everything we can to protect Team Members, while balancing our responsibility to return to positive cash-flow and thrive as a healthy company with long-term growth prospects. I thank the Spirit team for continuing to deliver affordable fares and great experiences to Guests.” The Airbus amendment also defers by two years the exercise dates for optional aircraft included in Spirit’s purchase agreement. There is no change to the total number of aircraft on order or Spirit options for additional aircraft. As previously announced, Spirit has retained Perella Weinberg & Partners L.P. and Davis Polk & Wardwell LLP as advisors. The Company has been taking, and will continue to take, prudent steps to ensure the strength of its balance sheet and ongoing operations, including assessing options to refinance upcoming debt maturities and bonds. 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
Exhibit 99.1 Guests to pay only for the options they choose — like bags, seat assignments, refreshments and Wi-Fi — something we call À La Smarte®. Our Fit Fleet® is one of the youngest and most fuel-efficient in the United States. We serve destinations throughout the U.S., Latin America and the Caribbean, making it possible for our Guests to venture further and discover more than ever before. We are committed to inspiring positive change in the communities where we live and work through the Spirit Charitable Foundation. Come save with us at spirit.com. Investor inquiries: DeAnne Gabel (954) 447-7920 investorrelations@spirit.com Media inquiries: Spirit Media Relations Media_Relations@spirit.com or FGS Global Robin Weinberg / Emily Claffey / Bridget Stephan (212) 687-8080 Spirit@FGSGlobal.com
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