Allegiant Travel Co 8-K Filings

Allegiant Travel Company reports that its pilots, represented by Teamsters Local 2118, ratified a new collective bargaining agreement on July 31, 2026. With this ratification, a previously accrued retention bonus for pilots will become payable to eligible pilots in the fourth quarter of 2026.

The agreement introduces new pay tables for Allegiant pilots, enhanced retirement plan contributions, and additional employee benefits. It also calls for a quick transition to a commercial preferential bidding system, designed to increase transparency in schedule construction and better support Allegiant’s low-frequency, high-variability business model.

Allegiant Travel Company entered into an amended pre-delivery payment financing facility and additional secured credit arrangements supporting its aircraft fleet.

On July 27, 2026 it amended a PDP Facility with Runway Seven Lender LLC, providing a $231,028,700 full‑recourse loan commitment, undrawn, maturing March 31, 2028, to fund Boeing aircraft pre‑delivery payments, secured by a first‑priority collateral assignment of the relevant Boeing purchase agreement. On July 24, 2026 it also established an undrawn credit facility of up to $177.5 million secured by certain Airbus aircraft, with fixed‑rate, SOFR‑based notes and quarterly amortization over five to six years from July 2027, for general corporate purposes. In July 2026 it borrowed $132.0 million under a previously disclosed $176.0 million Boeing 737‑MAX facility, now fully drawn, with floating‑rate loans and 10‑year quarterly repayments used to finance recent aircraft deliveries.

Allegiant Travel Company updated its outlook following the May 13, 2026 acquisition of Sun Country Airlines. The company now expects second quarter 2026 adjusted earnings per share for the combined entity to be at least $1.25, including Sun Country’s results through June 30, 2026.

This estimate assumes fuel at about $4.20 per gallon, a 20% effective tax rate, and 23.5 million diluted weighted average shares outstanding. The new outlook is significantly higher than prior standalone Allegiant Air guidance issued April 30, 2026, which contemplated an adjusted loss per share of roughly $0.50 at the midpoint.

On a standalone Allegiant Air basis, second quarter TRASM is now expected to rise by more than 23% year-over-year, above earlier expectations. Management attributes the improved outlook mainly to strong demand at both airlines during the quarter and lower fuel expense in June. The company emphasizes these are forward-looking, Non-GAAP figures and does not provide a GAAP reconciliation under the SEC’s “unreasonable efforts” exception.

Allegiant Travel Company has completed a major debt refinancing. The company issued $650.0 million of 7.125% Senior Secured Notes due 2031, secured by substantially all assets other than aircraft, engines, real estate and certain other assets. A portion of the proceeds was used to purchase $377,534,000 of its 7.25% Senior Secured Notes due 2027 through a cash tender offer, leaving $25,465,000 outstanding that Allegiant expects to redeem in the third quarter of 2026.

The new notes carry semiannual cash interest payments and are guaranteed by most subsidiaries. The indenture adds a covenant requiring minimum aggregate liquidity of $300.0 million, with a 2.0% interest step-up on the notes if this covenant or its related reporting is not met. Allegiant also amended the 2027 notes indenture to relax covenants and shortened redemption notice periods, and amended its undrawn $150.0 million revolving credit agreement to align covenants with the new notes.

Allegiant Travel Company reported voting results from its 2026 Annual Meeting of Stockholders held on June 25, 2026. Stockholders elected an 11-member Board of Directors, with individual nominees generally receiving over 15.2 million votes in favor and modest withheld and abstain totals.

Stockholders approved an advisory resolution on executive compensation, with 15,882,518 votes for, 150,236 against, and 70,301 abstentions, alongside 1,219,357 broker non-votes. They also ratified KPMG LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 17,233,307 votes for and relatively few votes against or abstaining.

Allegiant Travel Company has agreed to sell $650.0 million of 7.125% Senior Secured Notes due 2031 in a private offering, upsized by $150.0 million from a previously announced $500.0 million deal. The notes are priced at 99.479% of principal and are expected to be issued on June 24, 2026, subject to customary closing conditions.

Subsidiaries of Allegiant, other than Dustland, LLC and certain insignificant subsidiaries, will guarantee the notes, which will be secured by substantially all property and assets of Allegiant and the guarantors, excluding aircraft, engines, real estate and certain other assets. Allegiant plans to use the net proceeds to refinance in full its existing $403.0 million 7.25% Senior Secured Notes due 2027, including related costs and interest, with the remaining funds for general corporate purposes.

Allegiant Travel Company has completed its acquisition of Sun Country Airlines and released detailed unaudited pro forma financials showing how the combined airline would have looked for 2025 and the first quarter of 2026. The deal uses purchase accounting under U.S. GAAP and generates preliminary goodwill of $335.6 million on total preliminary consideration of about $976.0 million.

The company also describes recent aircraft financings and a balance-sheet reshaping. It has begun a private offering of $500.0 million of senior secured notes due 2031 and launched a cash tender offer for any and all of its $403.0 million 7.25% senior secured notes due 2027, with early tenders eligible to receive $1,005.00 per $1,000 principal amount. These steps aim to refinance nearer-term debt while funding fleet and growth initiatives following the Sun Country acquisition.

Allegiant Travel Company furnishes a shareholder letter describing a strong 2025 and its planned acquisition of Sun Country Airlines. Management highlights record operational performance, including a 99.9% controllable completion rate, industry-low cancellations, leading baggage handling, and no involuntary denied boardings for the year.

Financially, earnings expanded significantly as Allegiant increased departures 13% without adding aircraft or headcount and ended 2025 with nearly $1.1 billion in total liquidity. The company reduced debt using proceeds from the Sunseeker Resort divestiture and emphasizes a disciplined balance sheet and capital allocation approach.

The letter outlines strategic priorities: integrating Sun Country with targeted annual synergies of $140 million, expanding a Boeing 737 MAX fleet that uses roughly 20% less fuel than A320s, and growing commercial initiatives such as Allegiant Extra and a co-branded credit card with over 600,000 cardholders, which contributes just over 5% of annual revenue.

Allegiant Travel Company has closed its acquisition of Sun Country Airlines, creating a larger leisure-focused U.S. airline. Each Sun Country share was converted into $4.10 in cash plus 0.1557 shares of Allegiant common stock. Sun Country became a wholly owned subsidiary through a two-step merger structure.

The combined company will operate a fleet of 195 aircraft serving nearly 175 cities, with about 22 million annual customers and more than 650 routes. Allegiant expects about $140 million in annual synergies within three years and projects the deal will be accretive to earnings per share in the first full year after closing. Allegiant’s board expanded from eight to eleven directors, adding three Sun Country designees, and Jude Bricker will provide integration-focused advisory services under a monthly fee arrangement.

Allegiant Travel Company reported that its stockholders approved issuing new common shares required to complete its previously announced merger with Sun Country Airlines Holdings, Inc.

At the special meeting, 16,060,619 of 18,448,344 eligible shares were represented, about 87.05% of shares outstanding as of the record date. The share issuance proposal passed overwhelmingly, with 15,997,541 votes for, 34,204 against, and 28,874 abstaining. Because the proposal was approved, a separate adjournment proposal was not needed.

Allegiant Travel Company reported a strong first quarter 2026 and added new aircraft financing. Total operating revenue was $732.4 million, up 4.8% year over year, with GAAP net income of $42.5 million and diluted EPS of $2.30.

After excluding special charges, adjusted net income was $69.6 million and adjusted diluted EPS was $3.77, up 78.7% from the prior year. Adjusted operating margin reached 14.9%, and adjusted EBITDA was $168.0 million with a 22.9% margin. Passenger revenue rose 8.9% while capacity, measured in available seat miles, fell 5.9%, driving a 16.4% increase in TRASM.

Liquidity remained solid, with $1.2 billion of total available liquidity at March 31, 2026, including $933.5 million in cash and investments and undrawn revolvers. Net debt was $858.3 million. The company entered a fully drawn $115 million aircraft-backed credit facility maturing in 2029 and a separate $176 million facility for newly delivered aircraft, with an initial $44.0 million advance expected in early May 2026.

For second quarter 2026, Allegiant guides to about a 6.5% year-over-year capacity reduction, fuel at $4.35 per gallon, adjusted operating margin of 0.0%–2.0%, and adjusted EPS between –$1.00 and breakeven. Management also expects, pending shareholder approvals, to close the Sun Country Airlines acquisition as early as mid-May.

Allegiant Travel Company is detailing governance and integration plans for its pending acquisition of Sun Country Airlines. Upon closing, Allegiant’s board will expand from eight to eleven members, adding Sun Country CEO Jude Bricker and directors Jennifer Vogel and Thomas Kennedy.

Allegiant has also signed an Advisory Services Agreement under which Mr. Bricker, as an independent contractor, will earn $26,250 per month to support integration, including combining operations under a single FAA operating certificate and helping retain Sun Country’s charter, cargo and other business relationships. The agreement becomes effective only if the mergers close and Bricker joins the Allegiant board.

The companies reiterate that the combination is expected to create a leading leisure-focused U.S. airline, with more than 650 routes and expanded access to 18 international destinations, while continuing to operate separately until a single operating certificate is obtained.

Allegiant Travel Company reports that the U.S. Department of Transportation has granted an interim exemption allowing Allegiant and Sun Country to operate as separate airlines under common ownership after closing Allegiant’s proposed acquisition of Sun Country.

The exemption satisfies the last remaining regulatory approval-related condition to closing. Special shareholder meetings for both Allegiant and Sun Country are set for May 8, 2026, and, if remaining customary conditions are met, the companies expect the transaction to close as early as May 13, 2026.

Allegiant Travel Company updated its first quarter 2026 outlook, now expecting a record quarter for total revenue despite system capacity being down about 5.5% year over year. Strong demand has outperformed earlier expectations.

Fuel costs have risen sharply, with expected first quarter fuel cost per gallon increasing to $3.00 from prior guidance of $2.60. Even so, Allegiant now projects an adjusted operating margin of 13.5% to 14.5% and adjusted earnings per share of $3.25 to $3.75, up from the previous range of $2.50 to $3.50. This guidance is on a stand-alone basis and excludes any contribution from the planned Sun Country acquisition.

Allegiant Travel Company reported that U.S. antitrust authorities granted early termination of the Hart-Scott-Rodino waiting period for its proposed acquisition of Sun Country Airlines. This clearance removes a key regulatory hurdle, but the deal still requires U.S. Department of Transportation approval and shareholder approvals for both companies.

The companies now expect the transaction to close in the second or third quarter of 2026, subject to remaining customary closing conditions. Allegiant and Sun Country describe the combination as creating a stronger leisure-focused airline with a broader network, more travel options and potential long-term value for shareholders.

Allegiant Travel Company furnished an update on its financial performance by issuing a press release and earnings call slides covering results for the quarter and year ended December 31, 2025. These materials, provided as Exhibits 99.1 and 99.2, are treated as furnished rather than filed with regulators.

The company’s disclosures include non-GAAP financial measures, which management views as helpful supplements to GAAP results. Allegiant also provides forward-looking statements about its announced merger with Sun Country Airlines, future airline operations, capacity growth, capital spending, aircraft plans, and overall business strategy, while highlighting extensive risk factors that could cause actual outcomes to differ.

Allegiant Travel Company agreed to acquire Sun Country Airlines Holdings through a two-step merger, in which each share of Sun Country common stock will be converted into the right to receive $4.10 in cash plus 0.1557 shares of Allegiant common stock. Sun Country will become a wholly owned subsidiary of Allegiant and will then merge into an Allegiant subsidiary, leaving that subsidiary as the surviving entity.

After closing, Sun Country’s stock will be delisted from NASDAQ and deregistered under the Exchange Act. Allegiant will expand its board by three seats, to be filled by Sun Country designees, including Sun Country’s President and CEO, Jude Bricker. The deal is subject to Sun Country and Allegiant stockholder approvals, multiple U.S. aviation and antitrust regulatory approvals, an effective SEC registration statement, NASDAQ listing approval for new Allegiant shares, and the absence of material adverse effects.

The agreement includes no‑shop covenants with limited “Superior Proposal” exceptions and detailed termination provisions. Depending on the circumstances, Allegiant may owe Sun Country termination fees of $52,230,000 or $30,000,000, while Sun Country may owe Allegiant $33,020,000, and either party may be required to reimburse up to $11,000,000 of expenses if stockholder approvals are not obtained.

Allegiant Travel Company amended its Revolving Credit and Guaranty Agreement to provide a borrowing capacity of $150.0 million and extend the facility’s maturity to December 2030, with an earlier maturity possible in May 2027 depending on the status of its Senior Secured Notes due 2027.

The amendment adds Deutsche Bank AG New York Branch as a lender alongside Barclays Bank PLC, with commitments of $100.0 million from Barclays and $50.0 million from Deutsche Bank. The revolving credit facility continues to be guaranteed by the same subsidiaries, secured by the same collateral, and subject to substantially the same covenants as the Senior Secured Notes, and it remains undrawn.

Allegiant Travel Company furnished a press release and investor slides covering results for the quarter ended September 30, 2025, and announced leadership changes effective November 1, 2025.

The Board designated Robert J. Neal as President, and he will continue to serve as Chief Financial Officer. Gregory Anderson remains Chief Executive Officer. In connection with the sale of the Company’s Sunseeker Resort, Micah Richins no longer serves as an executive officer.

The materials include non-GAAP financial measures and forward‑looking statements. The information in Items 2.02 and 7.01 and Exhibits 99.1 and 99.2 is furnished, not filed, and is not incorporated by reference into other SEC reports.

Allegiant Travel Company repaid $120.0 million of its senior secured notes due August 2027 on October 15, 2025, following a call feature exercised on September 15, 2025. After this repayment and $25.26 million of notes repurchased in August 2025, the remaining principal outstanding on the 2027 senior secured notes is $404.74 million.

Including these transactions and recent voluntary prepayments of other bilateral debt, Allegiant has prepaid approximately $301.34 million of debt principal in total. Of this, $181.34 million was prepaid in third quarter 2025 and $120.0 million in fourth quarter 2025 to date. These figures exclude any regularly scheduled principal amortization.

Allegiant Travel (NASDAQ:ALGT) filed an 8-K reporting results of its 26 June 2025 Annual Meeting.

• All eight director nominees were elected, each securing 14.1-15.2 million votes For versus 0.2-1.1 million Withheld.
• The non-binding say-on-pay resolution passed: 14,042,325 For; 1,132,548 Against; 95,010 Abstain.
• Shareholders approved an amendment to the 2022 Long-Term Incentive Plan (10,620,563 For; 4,632,238 Against).
• KPMG LLP was ratified as independent auditor for FY-2025 with 16,696,053 votes For (≈98.6% support).

No other material corporate actions were disclosed.