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Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
Termination of a Material Definitive Agreement Termination of Credit and Guaranty Agreement On May 13, 2026, in connection with the consummation of the Mergers (as defined below), Sun Country, Inc., a Minnesota corporation and a wholly owned subsidiary of Sun Country Airlines Holdings, Inc., a Delaware corporation (“ Sun Country ”) terminated the Credit and Guaranty Agreement, dated as of March 24, 2025, by and among Sun Country, Inc., Sun Country, as Guarantor, MUFG Bank, Ltd., as a Lender,…
Sun Country notified the Nasdaq Stock Market LLC (“ Nasdaq ”) of the Closing and requested that Nasdaq suspend trading of Sun Country Common Stock. As a result, trading of Sun Country Common Stock on Nasdaq was suspended prior to the opening of trading on the Closing Date. On the Closing Date, Sun Country also requested that Nasdaq file with the U.S. Securities and Exchange Commission (the “ SEC ”) a notification of removal from listing and registration on Form 25 to effect the delisting of S…
As a result of the Mergers, a change of control of Sun Country occurred and Sun Country became a wholly owned subsidiary of Allegiant. Allegiant obtained the funds necessary to fund the Mergers through a combination of cash on hand and debt financing.
Completion of Acquisition or Disposition of Assets. Merger Agreement Closing On May 13, 2026 (the “ Closing Date ”), Allegiant Travel Company, a Nevada corporation (“ Allegiant ”), completed the previously announced acquisition of Sun Country pursuant to the Agreement and Plan of Merger (the “ Merger Agreement ”), dated January 11, 2026, by and among Allegiant, Sun Country, Mirage Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of Allegiant (“ Merger Sub 1 ”), an…
In connection with the consummation of the Mergers, each of Marion Blakey, Jude Bricker, Thomas C. Kennedy, Patrick O’Keeffe, Gail Peterson, Kerry Philipovitch, Wendy Schoppert and Jennifer Vogel, the members of the Sun Country Board as of immediately prior to the First Effective Time, ceased to be members of the Sun Country Board and any committees thereunder on which they served. These departures were not the result of any disagreement with Sun Country regarding its operations, policies (in…
As a result of the First Merger, each Share that was issued and outstanding immediately prior to the First Effective Time was converted into the right to receive the Merger Consideration. Accordingly, at the First Effective Time, holders of Sun Country Common Stock immediately before the First Effective Time ceased to have any rights as stockholders in Sun Country, other than their right to receive the Merger Consideration pursuant to the Merger Agreement.
Other Events. As previously announced, on January 11, 2026, Sun Country Airlines Holdings, Inc., a Delaware corporation (“ Sun Country ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with Allegiant Travel Company, a Nevada corporation (“ Allegiant ”), Mirage Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of Allegiant (“ Merger Sub 1 ”), and Sawdust Merger Sub, LLC, a Nevada limited liability company and a direct wholly owned subsidiar…
Results of Operations and Financial Condition. On February 5, 2026, Sun Country Airlines Holdings, Inc. issued a press release announcing its financial results for the year and fiscal quarter ended December 31, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein. The information contained in this Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in
Termination of a Material Definitive Agreement. On September 26, 2025, the Company applied the proceeds of the Term Loan Facility to repay in full the indebtedness outstanding under the Existing Term Loan Facility. The information set forth above under
Entry into a Material Definitive Agreement. Term Loan Credit Facility On September 26, 2025, Sun Country Inc. (d/b/a Sun Country Airlines) (“Sun Country”), a wholly owned company of Sun Country Airlines Holdings, Inc. (the “Company,” “we,” “us” or “our”) entered into a $108,000,000 Term Loan Facility Agreement among Sun Country, the lenders party thereto and UMB Bank, National Association, as administrative agent and mortgagee (the “Term Loan Facility”). The Term Loan Facility will be drawn i…
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