SPIRIT AIRLINES, INC.Underwriting Agreement • April 30th, 2021 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
Spirit Airlines, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, $440,000,000 principal amount of its 1.00% Convertible Senior Notes due 2026 (the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to $60,000,000 additional principal amount of its 1.00% Convertible Senior Notes due 2026 solely to cover over-allotments, if any (the “Option Securities;” the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). The Securities are convertible into cash, or a combination of shares of Common Stock, par value $0.0001 per share (the “Common Stock”), of the Company and cash, at the Company’s election, based on the conversion rate set forth in the Indenture referred to in the next sentence. The Securities are to be issued under an
SPIRIT AIRLINES, INC.Indenture • February 21st, 2018 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
Indenture dated as of , 201 between Spirit Airlines, Inc., a company incorporated under the laws of Delaware (“Company”), and Wilmington Trust, National Association (“Trustee”).
Spirit Airlines, Inc. Shares Common Stock ($0.0001 par value) Form of Underwriting AgreementUnderwriting Agreement • January 17th, 2012 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
The persons named in Schedule I hereto (the “Selling Stockholders”), owning shares of common stock, par value $0.0001 per share (the “Common Stock”) of Spirit Airlines, Inc., a corporation incorporated under the laws of Delaware (the “Company”), propose to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, shares of Common Stock of the Company (said shares to be sold by the Selling Stockholders being hereinafter called the “Underwritten Securities”). The Selling Stockholders also propose to grant to the Underwriters an option to purchase up to shares of Common Stock to cover over-allotments, if any, in the amounts and in the manner described in Schedule I (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule II other than you, the term Re
FORM OF INDEMNIFICATION AGREEMENT OF SPIRIT AIRLINES, INC.Indemnification Agreement • November 19th, 2010 • Spirit Airlines, Inc. • Air transportation, scheduled • Delaware
This Indemnification Agreement (“Agreement”) is effective as of , by and between Spirit Airlines, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
REVOLVING CREDIT AGREEMENT (2015-1A) Dated as of August 11, 2015 between WILMINGTON TRUST, NATIONAL ASSOCIATION, as Subordination Agent, as agent and trustee for the trustee of Spirit Airlines Pass Through Trust 2015-1A, as Borrower and NATIXIS,...Revolving Credit Agreement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
WARRANT AGREEMENTWarrant Agreement • July 28th, 2021 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
INTERCREDITOR AGREEMENT Dated as of August 11, 2015 among WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee of the Spirit Airlines Pass Through Trust 2015-1A and Spirit Airlines Pass Through Trust 2015-1B NATIXIS, ACTING VIA ITS NEW YORK BRANCH as...Intercreditor Agreement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This INTERCREDITOR AGREEMENT, dated as of August 11, 2015, is made by and among WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association (in its individual capacity, together with its successors and permitted assigns, “WTNA”), not in its individual capacity but solely as trustee of each Trust (such term and other capitalized terms used herein without definition being defined as provided in Article I); NATIXIS, a French société anonyme, acting via its New York Branch (“Natixis”), as Class A Liquidity Provider and Class B Liquidity Provider, and WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity except as expressly set forth herein, but solely as Subordination Agent and trustee hereunder (in such capacity, together with any successor appointed pursuant to Article VII, the “Subordination Agent”).
PAYROLL SUPPORT PROGRAM 3 AGREEMENTPayroll Support Program Agreement • July 28th, 2021 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
Recipient: Spirit Airlines, Inc.2800 Executive WayMiramar, FL 33025 PSP Participant Number: PSA-2004030420Employer Identification Number: 38-1747023DUNS Number: _____________________________ Additional Recipients: N/A Amount of Initial Payroll Support Payment: $98,927,176.48 The Department of the Treasury (Treasury) hereby provides Payroll Support (as defined herein) under section 7301 of the American Rescue Plan Act of 2021. The Signatory Entity named above, on behalf of itself and its Affiliates (as defined herein), agrees to comply with this Agreement and applicable Federal law as a condition of receiving Payroll Support. The Signatory Entity and its undersigned authorized representatives acknowledge that a materially false, fictitious, or fraudulent statement (or concealment or omission of a material fact) in connection with this Agreement may result in administrative remedies as well as civil and/or criminal penalties. The undersigned hereby agree to the attached Payroll Support P
ESCROW AND PAYING AGENT AGREEMENT (Class B) Dated as of August 11, 2015 among WILMINGTON TRUST COMPANY, as Escrow Agent CITIGROUP GLOBAL MARKETS INC., MORGAN STANLEY & CO. LLC, and CREDIT SUISSE SECURITIES (USA) LLC, as Underwriters WILMINGTON TRUST,...Escrow and Paying Agent Agreement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This ESCROW AND PAYING AGENT AGREEMENT (Class B), dated as of August 11, 2015 (as amended, modified or supplemented from time to time, this “Agreement”), is made by and among WILMINGTON TRUST COMPANY, a Delaware trust company, as Escrow Agent (in such capacity, together with its successors in such capacity, the “Escrow Agent”); CITIGROUP GLOBAL MARKETS INC., MORGAN STANLEY & CO. LLC and CREDIT SUISSE SECURITIES (USA) LLC, as underwriters of the Certificates referred to below (the “Underwriters” and together with their respective transferees and assigns as registered owners, and any future registered owners from time to time, of the Certificates, the “Investors”) under the Underwriting Agreement referred to below; WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity except as otherwise expressly provided herein, but solely as trustee (in such capacity, together with its successors in such capacity, the “Pass Through Trustee”) under the P
PASS THROUGH TRUST AGREEMENT Dated as of August 11, 2015 Between SPIRIT AIRLINES, INC. and WILMINGTON TRUST, NATIONAL ASSOCIATION, as TrusteePass Through Trust Agreement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This PASS THROUGH TRUST AGREEMENT, dated as of August 11, 2015 (this “Basic Agreement”), between SPIRIT AIRLINES, INC., a Delaware corporation (the “Company”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as Trustee, is made with respect to the formation from time to time of separate Spirit Airlines Pass Through Trusts, and the issuance from time to time of separate series of Pass Through Certificates representing fractional undivided interests in the respective Trusts.
CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT THAT IS MARKED BY [***] HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. SECOND AMENDMENT TO CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • February 6th, 2023 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
CREDIT AND GUARANTY AGREEMENT, dated as of March 30, 2020 among SPIRIT AIRLINES, INC., a Delaware corporation (“the “Borrower”), the direct and indirect Domestic Subsidiaries of the Borrower from time to time party hereto, each of the several banks and other financial institutions or entities from time to time party hereto (the “Lenders”), CITIBANK, N.A. (“Citibank”), as administrative agent for the Lenders (together with its permitted successors in such capacity, the “Administrative Agent”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, as collateral agent for the Secured Parties (in such capacity, the “Collateral Agent”).
PAYROLL SUPPORT PROGRAM EXTENSION AGREEMENTPayroll Support Program Extension Agreement • February 10th, 2021 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This Payroll Support Program Extension Agreement, including the application and all supporting documents submitted by the Recipient and the Payroll Support Program Extension Certification attached hereto (collectively, Agreement), memorializes the binding terms and conditions applicable to the Recipient.
AMENDED AND RESTATED INTERCREDITOR AGREEMENT Dated as of May 10, 2018 amongIntercreditor Agreement • July 26th, 2018 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This AMENDED AND RESTATED INTERCREDITOR AGREEMENT, dated as of May 10, 2018, is made by and among WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association (in its individual capacity, together with its successors and permitted assigns, “WTNA”), not in its individual capacity but solely as trustee of each Trust (such term and other capitalized terms used herein without definition being defined as provided in Article I); NATIXIS, a French société anonyme, acting via its New York Branch (“Natixis”), as Class A Liquidity Provider and Class B Liquidity Provider, and WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity except as expressly set forth herein, but solely as Subordination Agent and trustee hereunder (in such capacity, together with any successor appointed pursuant to Article VII, the “Subordination Agent”).
INDENTURE AND SECURITY AGREEMENT ([Reg. No.]) Dated as of , 20 1 between SPIRIT AIRLINES, INC., and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Loan Trustee One Airbus [Model] (Generic Manufacturer and Model Airbus [Generic Model]) AircraftIndenture and Security Agreement • November 28th, 2017 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This INDENTURE AND SECURITY AGREEMENT ([REG. NO.]), dated as of , 20 2, is made by and between SPIRIT AIRLINES, INC., a Delaware corporation (together with its successors and permitted assigns, the “Company”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, except as expressly stated herein, but solely as Loan Trustee hereunder (together with its permitted successors hereunder, the “Loan Trustee”).
Spirit Airlines, Inc. Shares Common Stock ($0.0001 par value) Form of Underwriting AgreementUnderwriting Agreement • May 12th, 2011 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
Spirit Airlines, Inc., a corporation incorporated under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, shares of common stock, $0.0001 par value (“Common Stock”) of the Company (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The persons named in Schedule II hereto (the “Selling Stockholders”) propose to grant to the Underwriters an option to purchase up to shares of Common Stock to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Underwriters shall mean either the singula
PARTICIPATION AGREEMENT ([Reg. No.]) Dated as of , 20 1 among SPIRIT AIRLINES, INC., WILMINGTON TRUST, NATIONAL ASSOCIATION, as Pass Through Trustee under each of the Pass Through Trust Agreements, WILMINGTON TRUST, NATIONAL ASSOCIATION, as...Participation Agreement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This PARTICIPATION AGREEMENT ([REG. NO.]), dated as of , 20 2, is made by and among SPIRIT AIRLINES, INC., a Delaware corporation (together with its successors and permitted assigns, the “Company”), WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association (in its individual capacity, together with its successors and permitted assigns, “WTNA”), not in its individual capacity except as otherwise expressly provided in any of the Operative Documents or the Pass Through Documents, but solely as Pass Through Trustee under each of the Pass Through Trust Agreements (such terms and other capitalized terms used herein without definition being defined as provided in Section 1.01), WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as subordination agent and trustee (in such capacity, together with any successor trustee in such capacity, the “Subordination Agent”) under the Intercreditor Agreement, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as loan trustee (in s
TRUST SUPPLEMENT NO. 2015-1B Dated as of August 11, 2015 between SPIRIT AIRLINES, INC. and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee, To PASS THROUGH TRUST AGREEMENT Dated as of August 11, 2015 Spirit Airlines Pass Through Trust 2015-1B...Trust Supplement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This TRUST SUPPLEMENT NO. 2015-1B, dated as of August 11, 2015 (as amended from time to time, the “Trust Supplement”), between SPIRIT AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the “Company” or “Spirit”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (together with any successor in interest and any successor or other trustee appointed as provided in the Basic Agreement, the “Trustee”) under the Pass Through Trust Agreement, dated as of August 11, 2015, between the Company and Wilmington Trust, National Association (the “Basic Agreement”).
AGREEMENT AND PLAN OF MERGER among JetBlue Airways Corporation, Sundown Acquisition Corp. and Spirit Airlines, Inc. Dated as of July 28, 2022Merger Agreement • July 28th, 2022 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
THIS AGREEMENT AND PLAN OF MERGER, dated as of July 28, 2022 (this “Agreement”), is entered into by and among JetBlue Airways Corporation, a Delaware corporation (“Parent”), Sundown Acquisition Corp., a Delaware corporation and a direct wholly owned Subsidiary of Parent (“Merger Sub”), and Spirit Airlines, Inc., a Delaware corporation (the “Company” and together with Parent and Merger Sub, collectively, the “parties” and each individually a “party”). All capitalized terms used in this Agreement will have the meanings assigned to such terms in Section 8.4 or as otherwise defined elsewhere in this Agreement.
REVOLVING CREDIT AGREEMENT (2017-1A) Dated as of November 28, 2017 between WILMINGTON TRUST, NATIONAL ASSOCIATION, as Subordination Agent, as agent and trustee for the trustee of Spirit Airlines Pass Through Trust 2017-1A, as Borrower and COMMONWEALTH...Revolving Credit Agreement • November 28th, 2017 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This REVOLVING CREDIT AGREEMENT (2017-1A), dated as of November 28, 2017, is made by and between WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as Subordination Agent (such term and other capitalized terms used herein without definition being defined as provided in Article I) under the Intercreditor Agreement (as defined below), as agent and trustee for the Class A Trustee (in such capacity, together with its successors in such capacity, the “Borrower”), and COMMONWEALTH BANK OF AUSTRALIA, NEW YORK BRANCH, an Australian corporation acting through its New York Branch (the “Liquidity Provider”).
ESCROW AND PAYING AGENT AGREEMENT (Class A) Dated as of November 28, 2017 among WILMINGTON TRUST COMPANY, as Escrow Agent MORGAN STANLEY & CO. LLC, CITIGROUP GLOBAL MARKETS INC., GOLDMAN SACHS & CO. LLC, and BARCLAYS CAPITAL INC., as Underwriters...Escrow and Paying Agent Agreement • November 28th, 2017 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This ESCROW AND PAYING AGENT AGREEMENT (Class A), dated as of November 28, 2017 (as amended, modified or supplemented from time to time, this “Agreement”), is made by and among WILMINGTON TRUST COMPANY, a Delaware trust company, as Escrow Agent (in such capacity, together with its successors in such capacity, the “Escrow Agent”); MORGAN STANLEY & CO. LLC, CITIGROUP GLOBAL MARKETS INC., GOLDMAN SACHS & CO. LLC and BARCLAYS CAPITAL INC., as underwriters of the Certificates referred to below (the “Underwriters” and together with their respective transferees and assigns as registered owners, and any future registered owners from time to time, of the Certificates, the “Investors”) under the Underwriting Agreement referred to below; WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity except as otherwise expressly provided herein, but solely as trustee (in such capacity, together with its successors in such capacity, the “Pass Through Trustee
DEPOSIT AGREEMENT (Class B) Dated as of November 28, 2017 between WILMINGTON TRUST COMPANY, as Escrow Agent and CITIBANK, N.A., as DepositaryDeposit Agreement • November 28th, 2017 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This DEPOSIT AGREEMENT (Class B), dated as of November 28, 2017 (as amended, modified or supplemented from time to time, this “Agreement”), is made by and between WILMINGTON TRUST COMPANY, a Delaware trust company, as Escrow Agent under the Escrow and Paying Agent Agreement referred to below (in such capacity, together with its successors in such capacity, the “Escrow Agent”), and CITIBANK, N.A., as depositary bank (the “Depositary”).
V-ServicesSM Fleet Hour AgreementFleet Hour Agreement • February 20th, 2014 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
*****Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission.
DEPOSIT AGREEMENT (Class A) Dated as of August 11, 2015 between WILMINGTON TRUST COMPANY, as Escrow Agent and NATIXIS, ACTING VIA ITS NEW YORK BRANCH, as DepositaryDeposit Agreement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This DEPOSIT AGREEMENT (Class A), dated as of August 11, 2015 (as amended, modified or supplemented from time to time, this “Agreement”), is made by and between WILMINGTON TRUST COMPANY, a Delaware trust company, as Escrow Agent under the Escrow and Paying Agent Agreement referred to below (in such capacity, together with its successors in such capacity, the “Escrow Agent”), and NATIXIS (“Natixis”), a French société anonyme, acting via its New York Branch, as depositary bank (the “Depositary”).
RIGHTS AGREEMENT dated as of March 30, 2020 betweenRights Agreement • March 30th, 2020 • Spirit Airlines, Inc. • Air transportation, scheduled • Delaware
RIGHTS AGREEMENT dated as of March 30, 2020 (this “Rights Agreement”), between Spirit Airlines, Inc., a Delaware corporation (the “Company”), and Equiniti Trust Company, as Rights Agent (the “Rights Agent”).
FORM OF SPIRIT AIRLINES, INC. STOCKHOLDERS VOTING AGREEMENT Dated as of , 2011Stockholders Voting Agreement • February 28th, 2011 • Spirit Airlines, Inc. • Air transportation, scheduled • Delaware
THIS STOCKHOLDERS AGREEMENT (this “Agreement”) is entered into as of , 2011, by and among (i) Spirit Airlines, Inc., a Delaware corporation (the “Company”), (ii) OCM Spirit Holdings, LLC, a Delaware limited liability company (“Holdings”), (iii) OCM Spirit Holdings II, LLC, a Delaware limited liability company (“Holdings II”), (iv) OCM Spirit Holdings III, LLC, a Delaware limited liability company (“Holdings III”), (v) OCM Spirit Holdings III-A, LLC, a Delaware limited liability company (“Holdings III-A”), (vi) OCM Principal Opportunities Fund II, L.P., a Delaware limited partnership (“POF II”), (vii) OCM Principal Opportunities Fund III, L.P., a Delaware limited partnership (“POF III,” and together with POF II, collectively, the “POF Investors”) (viii) POF Spirit Foreign Holdings, LLC, a Delaware limited liability company (“Foreign Holdings”) (Holdings, Holdings II, Holdings III, Holdings III-A, the POF Investors and Foreign Holdings are referred to herein, collectively, the “Oaktree I
SPIRIT AIRLINES, INC. RESTRICTED STOCK UNIT AWARD GRANT NOTICE AND RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • June 9th, 2011 • Spirit Airlines, Inc. • Air transportation, scheduled • Delaware
Spirit Airlines, Inc., a Delaware corporation, (the “Company”), pursuant to its 2011 Equity Incentive Award Plan, as amended from time to time (the “Plan”), hereby grants to the individual listed below (“Participant”), an award of restricted stock units (“Restricted Stock Units” or “RSUs”). Each Restricted Stock Unit represents the right to receive one share of Common Stock upon vesting of such Restricted Stock Unit. This award of Restricted Stock Units is subject to all of the terms and conditions as set forth herein and in the Restricted Stock Unit Award Agreement attached hereto as Exhibit A (the “Agreement”) and the Plan, each of which are incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Agreement.
TAX RECEIVABLE AGREEMENT by and among SPIRIT AIRLINES, INC., INDIGO PACIFIC PARTNERS LLC, and OCM FIE, LLC Dated as of June 1, 2011Tax Receivable Agreement • December 6th, 2011 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of June 1, 2011, is hereby entered into by and among SPIRIT AIRLINES, INC., a Delaware corporation (the “Company”), INDIGO PACIFIC PARTNERS LLC, a Delaware limited liability company (“Indigo”), and OCM FIE, LLC, a Delaware limited liability company (“Oaktree”) (Indigo and Oaktree together (along with any successor as provided in Section 7.06), the “Stockholder Representatives”).
SPIRIT AIRLINES, INC. RESTRICTED STOCK UNIT AWARD GRANT NOTICE AND RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • May 6th, 2024 • Spirit Airlines, Inc. • Air transportation, scheduled • Delaware
Spirit Airlines, Inc., a Delaware corporation (the “Company”), pursuant to its 2015 Incentive Award Plan, as amended from time to time (the “Plan”), hereby grants to the individual listed below (“Participant”) an award of restricted stock units (“Restricted Stock Units” or “RSUs”). Each Restricted Stock Unit represents the right to receive one share of Common Stock upon vesting of such Restricted Stock Unit. This award of Restricted Stock Units is subject to all of the terms and conditions as set forth herein and in the Restricted Stock Unit Award Agreement attached hereto as Exhibit A (the “Agreement”) and the Plan, each of which is incorporated herein by reference. Capitalized terms not specifically defined in this Restricted Stock Unit Award Grant Notice (the “Grant Notice”) and the Agreement shall have the meanings specified in the Plan.
GENERAL TERMS OF SALE BETWEEN IAE INTERNATIONAL AERO ENGINES AG AND SPIRIT AIRLINES, INC.General Terms of Sale • February 20th, 2014 • Spirit Airlines, Inc. • Air transportation, scheduled
*****Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission.
INDENTURE* Dated as of September 17, 2020 Among SPIRIT IP CAYMAN LTD. and SPIRIT LOYALTY CAYMAN Ltd., as Co-Issuers SPIRIT AIRLINES, INC. as Parent Guarantor THE OTHER GUARANTORS FROM TIME TO TIME PARTY HERETO and WILMINGTON TRUST, NATIONAL...Indenture • September 17th, 2020 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
INDENTURE, dated as of September 17, 2020 among Spirit IP Cayman Ltd., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Brand Issuer”), Spirit Loyalty Cayman Ltd., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Loyalty Issuer,” and together with the Brand Issuer, the “Co-Issuers” and each a “Co-Issuer”), Spirit Airlines, Inc. (“Spirit”), as the parent guarantor (the “Parent Guarantor”), the other Guarantors from time to time party hereto, and Wilmington Trust, National Association, a national banking association, as Trustee and Collateral Custodian.
CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT THAT IS MARKED BY [***] HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. FIRST AMENDMENT TO CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • March 18th, 2021 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
CREDIT AND GUARANTY AGREEMENT, dated as of March 30, 2020 among SPIRIT AIRLINES, INC., a Delaware corporation (“the “Borrower”), the direct and indirect Domestic Subsidiaries of the Borrower from time to time party hereto, each of the several banks and other financial institutions or entities from time to time party hereto (the “Lenders”), CITIBANK, N.A. (“Citibank”), as administrative agent for the Lenders (together with its permitted successors in such capacity, the “Administrative Agent”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, as collateral agent for the Secured Parties (in such capacity, the “Collateral Agent”).
SECOND AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT by and among SPIRIT AIRLINES, INC., as Issuer; WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, as Collateral Agent; and OCM SPIRIT HOLDINGS II, LLC, OCM SPIRIT HOLDINGS III, LLC, OCM SPIRIT...Securities Purchase Agreement • February 28th, 2011 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
THIS AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of July 13, 2006, and is being entered into by and among Spirit Airlines, Inc., a Delaware corporation (the “Issuer”); Spirit Aviation Services, LLC, a Michigan limited liability company (“Spirit Aviation”); OCM Spirit Holdings II, LLC, a Delaware limited liability company, and successor in interest to OCM Principal Opportunities Fund II, L.P., a Delaware limited partnership and OCM Principal Opportunities Fund III, L.P., a Delaware limited partnership (“Holdings II”); OCM Spirit Holdings III, LLC, a Delaware limited liability company (“Holdings III”); OCM Spirit Holdings III-A, LLC, a Delaware limited liability company (“Holdings III-A”); Indigo Florida L.P., a Cayman Islands exempt limited partnership, and Indigo Miramar LLC, a Delaware limited liability company (collectively and without differentiation, the “Indigo Purchasers”); Jacob Schorr, Julianne B. Schorr, The David B. Schorr Trust U/T/A dat
ContractPurchase Agreement • February 28th, 2011 • Spirit Airlines, Inc. • Air transportation, scheduled
Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [*****]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission.
SPIRIT AIRLINES, INC. THIRD AMENDMENT TO SECOND AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • June 1st, 2011 • Spirit Airlines, Inc. • Air transportation, scheduled • Delaware
This Third Amendment to Second Amended and Restated Investor Rights Agreement (this “Amendment”), dated as of May 25, 2011, is by and among Spirit Airlines, Inc., a Delaware corporation (the “Company”), and the undersigned parties with respect to that certain Second Amended and Restated Investor Rights Agreement, dated as of July 13, 2006, by and among (i) the Company, (ii) OCM Spirit Holdings, LLC, a Delaware limited liability company (“Holdings”), (iii) OCM Spirit Holdings II, LLC, a Delaware limited liability company (“Holdings II”), (iv) OCM Spirit Holdings III, LLC, a Delaware limited liability company (“Holdings III”), (v) OCM Spirit Holdings III-A, LLC, a Delaware limited liability company (“Holdings III-A”), (vi) OCM Principal Opportunities Fund II, L.P., a Delaware limited partnership (“POF II”), (vii) OCM Principal Opportunities Fund III, L.P., a Delaware limited partnership (“POF III,” and together with POF II, collectively, the “POF Investors”) (viii) POF Spirit Foreign Hol
NAVITAIRE HOSTED SERVICES AGREEMENTHosted Services Agreement • February 28th, 2011 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This Hosted Services Agreement (the “Agreement”) is made between NAVITAIRE Inc., a Delaware corporation (“NAVITAIRE”), and Spirit Airlines, Inc., a Delaware corporation (“Customer”), and shall be effective as of February 28, 2007 (“Effective Date”).
