AGREEMENT AND PLAN OF MERGER among Frontier Group Holdings, Inc., Top Gun Acquisition Corp. and Spirit Airlines, Inc. Dated as of February 5, 2022Merger Agreement • February 7th, 2022 • Frontier Group Holdings, Inc. • Air transportation, scheduled • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of February 5, 2022 (this “Agreement”), is entered into by and among Frontier Group Holdings, Inc., a Delaware corporation (“Parent”), Top Gun Acquisition Corp., a Delaware corporation and a direct wholly owned Subsidiary of Parent (“Merger Sub”), and Spirit Airlines, Inc., a Delaware corporation (the “Company”). 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.
