JetBlue and Frontier Announce Divestiture Agreement in Connection with JetBlue’s Combination with Spirit
June 01 2023 - 4:30PM
Business Wire
Includes all of Spirit’s Holdings at New York’s
LaGuardia Airport and Related Takeoff and Landing Slots
Will Ensure Continued Availability of
Ultra-Low-Cost Options at LaGuardia
JetBlue Airways Corporation (NASDAQ: JBLU) and Frontier Group
Holdings, Inc. (NASDAQ: ULCC) today announced that the airlines
have entered into a definitive agreement under which JetBlue will
divest all of the holdings of Spirit Airlines, Inc. (NYSE: SAVE) at
New York’s LaGuardia Airport to Frontier in connection with
JetBlue’s planned merger with Spirit. These divestitures are part
of JetBlue’s upfront commitments included in the merger agreement
with Spirit and are conditioned on the closing of the
JetBlue-Spirit transaction.
“We are committed to ensuring our combination with Spirit
preserves ultra low-cost carrier access in New York,” said Robin
Hayes, chief executive officer, JetBlue. “We are pleased that this
agreement with Frontier will maintain the same level of ultra
low-cost carrier service at LaGuardia Airport.”
“We’re pleased to have reached this agreement to acquire
Spirit’s slot pairs and leasehold interests at New York’s LaGuardia
Airport, pending regulatory approval of the JetBlue-Spirit merger,”
said Barry Biffle, President and CEO, Frontier Airlines. “It will
enable us to significantly expand our operations at LaGuardia and
deliver even more ‘Low Fares Done Right’ to consumers in the
greater New York City area.”
Under the terms of the agreement, JetBlue has agreed to transfer
to Frontier all of Spirit’s holdings at LaGuardia, principally
consisting of six gates at the Marine Air Terminal and 22 takeoff
and landing slots. The divestitures are conditioned upon, and will
occur after the closing of, JetBlue’s planned combination with
Spirit and are subject to additional closing conditions, including
approval by the Port Authority of New York and New Jersey and the
FAA/DOT.
JetBlue expects to close the transaction with Spirit in the
first half of 2024.
About JetBlue
JetBlue is New York's Hometown Airline®, and a leading carrier
in Boston, Fort Lauderdale-Hollywood, Los Angeles, Orlando, and San
Juan. JetBlue carries customers to more than 100 destinations
throughout the United States, Latin America, Caribbean, Canada, and
United Kingdom. For more information and the best fares, visit
jetblue.com.
About Frontier
Frontier Airlines (NASDAQ: ULCC) is committed to “Low Fares Done
Right.” Headquartered in Denver, Colorado, the company operates 125
A320 family aircraft and has among the largest A320neo family
fleets in the US. The use of these aircraft and Frontier’s seating
configuration, weight-saving tactics, and baggage process have all
contributed to Frontier’s continued ability to be the most
fuel-efficient of all major U.S. carriers when measured by ASMs per
fuel gallon consumed. With more than 220 new Airbus planes on
order, including direct leases, Frontier will continue to grow to
deliver on the mission of providing affordable travel across
America. For more information, visit https://flyfrontier.com/.
This document (or otherwise made by JetBlue or on JetBlue’s
behalf) contains various forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended,
or the Securities Act, and Section 21E of the Securities Exchange
Act of 1934, as amended, or the Exchange Act, which represent our
management’s beliefs and assumptions concerning future events.
These statements are intended to qualify for the “safe harbor” from
liability established by the Private Securities Litigation Reform
Act of 1995. When used in this document, the words “expects,”
“plans,” “intends,” “anticipates,” “indicates,” “remains,”
“believes,” “estimates,” “forecast,” “guidance,” “outlook,” “may,”
“will,” “should,” “seeks,” “goals,” “targets” and similar
expressions are intended to identify forward-looking statements.
Additionally, forward-looking statements include statements that do
not relate solely to historical facts, such as statements which
identify uncertainties or trends, discuss the possible future
effects of current known trends or uncertainties, or which indicate
that the future effects of known trends or uncertainties cannot be
predicted, guaranteed, or assured. Forward-looking statements
involve risks, uncertainties and assumptions, and are based on
information currently available to us. Actual results may differ
materially from those expressed in the forward-looking statements
due to many factors, including, without limitation, the COVID-19
pandemic and government-imposed measures to control its spread;
risk associated with execution of our strategic operating plans in
the near-term and long-term; our extremely competitive industry;
risks related to the long-term nature of our fleet order book;
volatility in fuel prices and availability of fuel; increased
maintenance costs associated with fleet age; costs associated with
salaries, wages and benefits; risks associated with doing business
internationally; our reliance on high daily aircraft utilization;
our dependence on the New York metropolitan market; risks
associated with extended interruptions or disruptions in service at
our focus cities; risks associated with airport expenses; risks
associated with seasonality and weather; our reliance on a limited
number of suppliers; risks related to new or increased tariffs
imposed on commercial aircraft and related parts imported from
outside the United States; the outcome of lawsuits filed against us
related to our Northeast Alliance with American Airlines Group
Inc., including the decision by the U.S. District Court for the
District of Massachusetts in the lawsuit brought by the U.S.
Department of Justice and certain Attorneys General; the occurrence
of any event, change or other circumstances that could give rise to
the right of JetBlue or Spirit Airlines Inc. (“Spirit”) or both of
them to terminate the Merger Agreement; failure to obtain certain
governmental approvals necessary to consummate the merger with
Spirit (the “Merger”); the outcome of the lawsuit filed by the
Department of Justice and certain state Attorneys General against
us and Spirit related to the Merger; risks associated with failure
to consummate the Merger in a timely manner or at all; risks
associated with the pendency of the Merger and related business
disruptions; indebtedness following consummation of the Merger and
associated impacts on business flexibility, borrowing costs and
credit ratings; the possibility that JetBlue may be unable to
achieve expected synergies and operating efficiencies within the
expected timeframes or at all; challenges associated with
successful integration of Spirit’s operations; expenses related to
the Merger and integration of Spirit; the potential for loss of
management personnel and other key crewmembers as a result of the
Merger; risks associated with effective management of the combined
company following the Merger; risks associated with JetBlue being
bound by all obligations and liabilities of Spirit following
consummation of the Merger; risks associated with the integration
of JetBlue and Spirit workforce, including with respect to
negotiation of labor agreements and labor costs; the impact of the
Merger on JetBlue’s earnings per share; risks associated with
cybersecurity incidents; heightened regulatory requirements
concerning data security compliance; risks associated with reliance
on, and potential failure of, automated systems; our inability to
attract and retain qualified crewmembers; our being subject to
potential unionization, work stoppages, slowdowns or increased
labor costs; reputational and business risk from an accident or
incident involving our aircraft; risks associated with our
reputation and brand; our significant fixed obligations; our
substantial indebtedness; financial risks associated with credit
card processors; restrictions as a result of our participation in
governmental support programs; risks associated with seeking
short-term additional financing liquidity; failure to realize the
value of intangible or long-lived assets; risks associated with
disease outbreaks or environmental disasters affecting travel
behavior; compliance with future environmental regulations; the
impacts of federal budget constraints or federally imposed
furloughs; climate change; changes in government regulations in our
industry; acts of war or terrorism; global economic conditions or
an economic downturn leading to a continuing or accelerated
decrease in demand for air travel; and risks associated with the
implementation of 5G wireless technology near airports that we
operate in. It is routine for our internal projections and
expectations to change as the year or each quarter in the year
progresses, and therefore it should be clearly understood that the
internal projections, beliefs, and assumptions upon which we base
our expectations may change prior to the end of each quarter or
year. Any outlook or forecasts in this document have been prepared
without taking into account or consideration the Merger with
Spirit.
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JetBlue Corporate Communications Tel: +1.718.709.3089
corpcomm@jetblue.com
Frontier Media Relations Tеl: 720-374-4560
media@flyfrontier.com
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