Spirit Airlines Files 8-K on New Agreements

Ticker: FLYYQ · Form: 8-K · Filed: Oct 18, 2024 · CIK: 1498710

Sentiment: neutral

Topics: material-agreement, financial-obligation

TL;DR

Spirit Airlines just signed new deals and took on financial obligations. Keep an eye on this.

AI Summary

Spirit Airlines, Inc. filed an 8-K on October 18, 2024, reporting an entry into a material definitive agreement and a direct financial obligation. The filing date of the earliest event reported is October 11, 2024. Specific details of the agreement and obligation are not provided in this excerpt.

Why It Matters

This filing indicates Spirit Airlines has entered into new material agreements and financial obligations, which could impact its financial health and future operations.

Risk Assessment

Risk Level: medium — The filing indicates new financial obligations and material agreements, which inherently carry some level of risk until more details are disclosed.

Key Players & Entities

FAQ

What is the nature of the material definitive agreement entered into by Spirit Airlines?

The filing states that Spirit Airlines entered into a material definitive agreement, but the specific details of this agreement are not provided in the excerpt.

What is the direct financial obligation or off-balance sheet arrangement mentioned?

The filing indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement, but the specifics are not detailed in this excerpt.

When was the earliest event reported in this 8-K filing?

The earliest event reported in this 8-K filing occurred on October 11, 2024.

What is Spirit Airlines' principal executive office address?

Spirit Airlines' principal executive offices are located at 1731 Radiant Drive, Dania Beach, Florida 33004.

What is Spirit Airlines' telephone number?

Spirit Airlines' telephone number is (954) 447-7920.

Filing Stats: 1,448 words · 6 min read · ~5 pages · Grade level 14.7 · Accepted 2024-10-18 16:11:52

Key Financial Figures

Filing Documents

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. Elavon Agreement As previously disclosed, on May 21, 2009, Spirit Airlines, Inc. (the "Company") entered into a Signatory Agreement (U.S. VISA and MasterCard Transactions) with U.S. Bank National Association (the "Card Processing Agreement"), pursuant to which U.S. Bank National Association processes certain payments made to the Company using credit cards bearing the service mark of Visa International, Visa U.S.A. Inc. or MasterCard International Incorporated. On July 2, 2024, the Company entered into a letter agreement which modified the Card Processing Agreement to, among other things, extend the term thereof until December 31, 2025, including automatic extensions for two successive one-year terms (subject to the right of either party to opt out of any extension term by written notice to the other within a specified period of time prior to the commencement of any extension term); provided that if the Company's senior secured notes due 2025 were not extended or refinanced by September 20, 2024 (the "2025 Notes Extension Deadline"), in a specified minimum outstanding principal amount thereof, then the term would revert to the prior expiration of December 31, 2024 (with no automatic extensions) (the "Early Maturity Date"). On September 9, 2024, the Company entered into a letter agreement which modified the existing Card Processing Agreement to extend the 2025 Notes Extension Deadline from September 20, 2024 to October 21, 2024. On October 11, 2024, the Company entered into a letter agreement (the "Amendment") which modifies the existing Card Processing Agreement to extend (i) the 2025 Notes Extension Deadline from October 21, 2024 to December 23, 2024 and (ii) the Early Maturity Date from December 31, 2024 to March 3, 2025. Additional terms of the Card Processing Agreement (other than those superseded by the Amendment) are described in the Company's Annual Report on Form 10-K for the year ended December 31,

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. As previously disclosed, the Company remains in active and constructive discussions with holders of its senior secured notes due 2025 and convertible senior notes due 2026 with respect to their respective maturities. Consistent with its previously provided guidance, the Company expects to end the year 2024 with over $1.0 billion of liquidity, including unrestricted cash and cash equivalents, short-term investment securities and additional liquidity initiatives, assuming that the Company is able to close those initiatives that are currently in process.

Forward Looking Statements

Forward Looking Statements Forward-Looking Statements in this report and certain oral statements made from time to time by representatives of the Company 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, guidance for 2024 and statements regarding the Company's intentions and expectations regarding cash levels, additional financing and resolving outstanding indebtedness. 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, results of operations and financial condition, 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 the Company's filings with the SEC, including the detailed factors discussed under the heading "Risk Factors" in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023, a

SIGNATURES

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. Date: October 18,2024 SPIRIT AIRLINES, INC. By: /s/ Thomas Canfield Name: Thomas Canfield Title: Senior Vice President and General Counsel

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