Spirit Airlines 8-K: Material Agreement & Financial Obligation

TL;DR

Spirit Airlines inked a new deal and a financial obligation on Dec 23rd. Details in 8-K.

AI Summary

Spirit Airlines, Inc. filed an 8-K on January 16, 2025, reporting a material definitive agreement and a direct financial obligation entered into on December 23, 2024. The filing also includes Regulation FD disclosures and financial statements/exhibits.

Why It Matters

This filing indicates Spirit Airlines has entered into a significant agreement and a financial obligation, which could impact its financial health and operational future.

Risk Assessment

Risk Level: medium — The filing details a material definitive agreement and a financial obligation, which inherently carry financial and operational risks for the company.

Key Players & Entities

• Spirit Airlines, Inc. (company) — Registrant
• December 23, 2024 (date) — Date of earliest event reported
• January 16, 2025 (date) — Date of report

FAQ

Key Financial Figures

• $0.0001 — ge on which registered Common Stock, $0.0001 par value SAVE (1) New York Stock E
• $0 — elisting of the common stock, par value $0.0001, of the Company (the "Common Stock
• $300 million — F Commitment Letter"), to provide up to $300 million in financing in the form of a senior se
• $275 million — credit in an aggregate amount equal to $275 million (the "Exit RCF Commitments") and (ii) a
• $25 million — t facility in an aggregate amount up to $25 million. Upon entry of the Confirmation Order b
• $9 m — ount of $300 million (excluding fees of $9 million, which were paid in kind in the f

Filing Documents

• dp223301_8k.htm (8-K) — 39KB
• dp223301_ex1001.htm (EX-10.1) — 161KB
• dp223301_ex1002.htm (EX-10.2) — 1058KB
• image_001.jpg (GRAPHIC) — 1KB
• 0000950103-25-000578.txt ( ) — 1682KB
• save-20241223.xsd (EX-101.SCH) — 3KB
• save-20241223_lab.xml (EX-101.LAB) — 33KB
• save-20241223_pre.xml (EX-101.PRE) — 22KB
• dp223301_8k_htm.xml (XML) — 3KB

01

Item 1.01. Entry into a Material Definitive Agreement. Exit Revolving Financing The Company has secured a commitment from certain of its prepetition debtholders (collectively, the "Exit RCF Lenders") pursuant to that certain Commitment Letter, dated as of January 14, 2025 (the "Exit RCF Commitment Letter"), to provide up to $300 million in financing in the form of a senior secured revolving credit facility (the "Exit Revolving Credit Facility"). The Exit Revolving Credit Facility is comprised of (i) commitments by the Exit RCF Lenders to provide revolving credit loans and letters of credit in an aggregate amount equal to $275 million (the "Exit RCF Commitments") and (ii) an uncommitted incremental revolving credit facility in an aggregate amount up to $25 million. Upon entry of the Confirmation Order by the Bankruptcy Court and the Company's emergence from the Chapter 11 Cases (as defined below) and satisfaction of certain other conditions precedent, the Exit RCF Commitments shall be available to the Company to draw upon. The Company's uses of the proceeds of the Exit Revolving Credit Facility shall include, among other items, working capital and other general corporate needs of the Company and its subsidiaries following emergence from the Chapter 11 Cases. The Company's obligations under the Exit Revolving Credit Facility will be guaranteed by each subsidiary of the Company (the "Guarantors"). In addition, the obligations under the Exit Revolving Credit Facility will be secured by perfected senior security interests and liens on certain property of the Company and the Guarantors, obligated to prepay or offer to prepay, as the case may be, all or a portion of the obligations under the Exit Revolving Credit Facility with the net cash proceeds of certain asset sales, with cash from its balance sheet in order to remain in compliance with a

03

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. As previously disclosed, on November 18, 2024, the Company, and subsequently on November 25, 2024, its subsidiaries (such subsidiaries, each a "Debtor," collectively with the Company, the "Debtors"), filed voluntary petitions for relief under chapter 11 of title 11 of the United States Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the Southern District of New York (the "Bankruptcy Court"). The Debtors' chapter 11 cases (the "Chapter 11 Cases") are being jointly administered for procedural purposes only under case number 24-11988 (SHL). Debtor-in-Possession Financing In connection with the Chapter 11 Cases, the Debtors entered into a Superpriority Secured Debtor In Possession Term Loan Credit and Note Purchase Agreement, dated December 23, 2024 (the "DIP Credit Agreement"), with Wilmington Savings Fund Society, FSB, as administrative agent and collateral agent (the "Agent") and the creditors from time to time party thereto (collectively, the "DIP Creditors"). Under the DIP Credit Agreement, the DIP Creditors agreed to provide an aggregate principal amount of $300 million (excluding fees of $9 million, which were paid in kind in the form of additional principal) in financing in the form of a senior secured debtor-in-possession facility (the "DIP Facility"). The DIP Facility is comprised of (i) new money term loans and (ii) new money notes. The DIP Credit Agreement is secured by substantially all of the assets of the Debtors, subject to certain exclusions, and the Company's obligations thereunder are guaranteed by each subsidiary of the Company. The claims of the DIP Creditors are entitled to superpriority administrative expense claim status, subject to certain customary exclusions in the credit documentation. The Company's uses for the DIP Facility include, among other items, (i) prepetition obligations, (ii) ade

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On January 16, 2025, the Company announced it expects to publish its flight schedule for the period beginning May 22, 2025 through August 12, 2025, on January 31, 2025. The information included in this Current Report under Item 7.01 is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to liabilities of that Section, unless the registrant specifically under the Exchange Act or the Securities Act of 1933, as amended.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1+ Commitment Letter, dated as of January 14, 2025, among Spirit Airlines, Inc. and the other parties thereto. 10.2* Superpriority Secured Debtor In Possession Term Loan Credit and Note Purchase Agreement, dated December 23, 2024, among Spirit Airlines, Inc., Wilmington Savings Fund Society, FSB, as administrative agent and collateral agent and the creditors from time to time party thereto. 104 Cover Page Interactive Data File (embedded within the Inline XBRL Document) + Certain marked information has been omitted from this exhibit because it is both not material and would be competitively harmful if publicly disclosed. * Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Registrant hereby undertakes to furnish supplementally copies of any of the omitted schedules and exhibits upon request by the SEC.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: January 16, 2025 SPIRIT AIRLINES, INC. By: /s/ Thomas Canfield Name: Thomas Canfield Title: Senior Vice President and General Counsel

View Full Filing

View this 8-K filing on SEC EDGAR