JetBlue (JBLU) went hostile in its efforts to acquire Spirit, launching a $30 a share all-cash offer on May 16, 2022, and urging Spirit shareholders to vote against a merger with Frontier.
After reviewing the hostile offer, Spirit declared on May 19, 2022, that it “is NOT in the best interests of Spirit and its stockholders.” It said shareholders should not tender their shares to JetBlue (JBLU) and advised them to vote in favor of a merger with Frontier.
Spirit said it believed that completing a merger with JetBlue (JBLU) would be “almost inconceivable”, citing how JetBlue’s (JBLU) Northeast Alliance with American Airlines (A1G) (AAL) is already the subject of scrutiny, with the Department of Justice suing it for being anti-competitive.
Spirit also said that if it were acquired by JetBlue (JBLU), then a ULCC would be eliminated from the market, leading to higher costs and higher fares for consumers. In addition, converting Spirit aircraft to JetBlue’s (JBLU) configuration would remove capacity from the market and lead to higher prices.
“Based on our own research and the advice of antitrust and economic experts, our view is that the proposed combination of JetBlue (JBLU) and Spirit lacks any realistic likelihood of obtaining regulatory approval, while our company faces a long and bleak limbo period as we await resolution,” Mac Gardner, Chairman of the Board of Directors for Spirit Airlines (S64) (SAVE) commented.
Spirit also rebuffed claims that it had not engaged with JetBlue (JBLU), saying it had provided documents and held various calls with advisors and management.
The low-cost carrier said it viewed JetBlue’s (JBLU) efforts to gatecrash its merger with Frontier as “an attempt to distract from the fact that JetBlue (JBLU)’s own business is in disarray”, adding that JetBlue (JBLU) likely sees a Spirit-Frontier combination as a competitive threat.
“Our pending merger with Frontier is advancing as planned, and we continue to recommend that Spirit stockholders vote FOR the merger with Frontier on June 10th, as we believe the combination of these two ULCCs is the best way to deliver maximum value to Spirit stockholders,” Gardner added.
Cabin crew representatives have also come out in favor of a Spirit-Frontier tie-up, announcing a deal with Frontier to protect jobs and conditions.