JetBlue and Spirit Split on Future of Merger

In separate filings with the U.S. Securities and Exchange Commission, both airlines explained to shareholders where they potentially stand on completing the merger.

JetBlue Says Agreement Could be Terminated, While Spirit Expects Further Progress

Days after a federal judge ruled the JetBlue-Spirit merger could not go forward, JetBlue announced they would appeal the decision. However, the language in their latest investor update suggests they may no longer be interested in pursuing it further.

“JetBlue Airways Corporation (“JetBlue”) informed Spirit Airlines, Inc. (“Spirit”) that certain conditions to closing required by the Agreement and Plan of Merger, dated as of July 28, 2022…may not be satisfied prior to the outside dates set forth in the Merger Agreement (and also informed Spirit that accordingly the Merger Agreement may be terminable on and after January 28, 2024),” the statement reads. “JetBlue continues to evaluate its options under the Merger Agreement.”

In turn, Spirit released their own statement to investors. The Mirimar, Fla.-based carrier says they expect JetBlue to continue to pursue the merger.

“Spirit believes there is no basis for terminating the Merger Agreement,” the Spirit statement reads. “Spirit will continue to abide by all of its obligations under the Merger Agreement, and it expects JetBlue to do the same.”

If JetBlue were to terminate the merger agreement, the airline could be on the hook for over $400 million in payments to Spirit and their shareholders. Experts speaking to The New York Times suggest the New York-based airline may be trying to position for a lower breakup fee if they can prove Spirit did not perform to their end of the merger agreement.

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