Spirit postpones Frontier merger vote as JetBlue tries to spoil deal
It will take a few more weeks before we know the fate of Spirit Airlines.
The airline's shareholders were supposed to vote Friday on whether to accept the airline's pending merger with Frontier Airlines. However, the vote has been postponed nearly three weeks, to June 30.
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The move comes as JetBlue continues, unabated, to pursue Spirit, in what has become a hostile takeover bid that threatens to spoil the merger deal between Spirit and Frontier. Both JetBlue and Frontier have modified their proposals for Spirit in recent weeks, creating a bidding war of sorts. Both proposals would be very different types of transactions. Spirit's board and management have been fully behind the merger proposal with Frontier since it was announced in February.
On the other hand, JetBlue's hostile takeover bid is in the form of a tender offer. This means the airline approaches Spirit's shareholders and attempts to entice them to "tender over" — or sell — their shares at a significant premium over what they're trading on the market.
The voting meeting is postponed to allow for further discussions with stakeholders — the shareholders, Frontier and JetBlue — Spirit said Wednesday morning.
A vote in favor of the Frontier deal at the meeting would commit Spirit to the merger and effectively end any immediate uncertainty — a point Spirit's management acknowledged Wednesday.
Related: JetBlue now trying hostile takeover in its bid to acquire Spirit Airlines
"I know this delay may be frustrating — I'm sure you were eager to hear the results of the shareholder vote and have a better idea of what lies ahead," Spirit CEO Ted Christie said in a note to employees. "Let me reassure you, as we go through this process, we remain focused on the well-being of our Spirit Family."
JetBlue said it was pleased about the delay.
"We welcome this development as a necessary first step toward genuine negotiations between the Spirit Board and JetBlue," JetBlue CEO Robin Hayes said in a statement. "Spirit shareholders are clearly urging the Spirit Board to engage with us constructively and provide us with the same information previously made available to Frontier so that we can reach a consensual transaction."
Regardless of what happens at the meeting, both Frontier's and JetBlue's proposals face an uncertain regulatory future; this is because the Department of Justice could potentially sue to block the deals on anti-trust grounds. Last week, Frontier added a $250 million reverse break-up fee to its proposal that would be payable to Spirit should the deal get blocked. On Monday, JetBlue upped its reverse break-up fee by $150 million, to $350 million.
For now, though, the deal remains suspended in uncertainty as deliberations on the next steps continue.
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- Earn 90,000 bonus miles after you spend $4,000 in purchases on your new Card in your first 6 months.
- Receive a Domestic Main Cabin round-trip companion certificate each year upon renewal of your Card. Payment of the government imposed taxes and fees of no more than $80 for roundtrip domestic flights (for itineraries with up to four flight segments) is required. Baggage charges and other restrictions apply. See terms and conditions for details.
- Enjoy your first checked bag free on Delta flights. Plus enjoy Main Cabin 1 Priority Boarding and settle into your seat sooner.
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- Earn 3X Miles on Delta purchases and purchases made directly with hotels.
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- Earn 1X Mile on all other eligible purchases.
- Enjoy a per-visit rate of $50 per person for Card Members and up to two guests to enter the Delta Sky Club when traveling on a Delta flight.
- Fee Credit for Global Entry or TSA PreCheck® after you apply through any Authorized Enrollment Provider. If approved for Global Entry, at no additional charge, you will receive access to TSA PreCheck.
- Earn up to 20,000 Medallion® Qualification Miles (MQMs) with Status Boost® per year. After you spend $25,000 in purchases on your Card in a calendar year, you can earn 10,000 MQMs up to two times per year, getting you closer to Medallion® Status. MQMs are used to determine Medallion® Status and are different than miles you earn toward flights.
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- Terms Apply.
- See Rates & Fees