Spirit Mergers and Acquisitions Presentation Deck
>> Spirit Undertook a Rigorous Review of JetBlue Offer
Spirit, its Board, and its advisors undertook a thorough, comprehensive review to evaluate JetBlue's proposal throughout April,
including the likelihood of its obtaining regulatory clearance
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Spirit's Board spent the first week following receipt of JetBlue's proposal analyzing the proposal - the Board initially determined that it
COULD potentially lead to a superior proposal, and authorized Spirit's management to engage in conversations with JetBlue
Spirit's antitrust counsel retained prominent economic consultants as well as an experienced aviation economist to provide input
and analysis on the veracity of JetBlue's claims
Extensive dialogue between antitrust counsels to Spirit and JetBlue over a four-week period; seven calls and video conferences and a
comprehensive review of the data provided by JetBlue's regulatory counsel and economic consultant
At the conclusion of Spirit's analysis of JetBlue's claims, Spirit's Board determined that JetBlue's original proposal represented an
unsatisfactorily high degree of completion risk with inadequate protections for Spirit shareholders
In order to address the Spirit Board's concerns, on April 25 Spirit responded to JetBlue with a proposal including strengthened
regulatory provisions designed to reduce completion risk along with a substantial reverse termination fee intended to protect Spirit
shareholders and partially compensate Spirit if the transaction failed to win antitrust clearance
JetBlue responded on April 29, rejecting Spirit's proposal and failing to address Spirit's concerns, including an unwillingness to commit
to terminate the NEA, so Spirit's Board determined JetBlue's proposal is not reasonably capable of being consummated and therefore
does not constitute a Superior Proposal
Rigorous process undertaken to assess completion risk, which JetBlue failed to adequately address
Summary of JetBlue's Propaganda
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