Allegiant Travel CO 8-K, filed Nov 7, 2023
Allegiant Travel CO (ALGT)
8-K
2023-11-07
For: 2023-11-01
View Original
Added on
April 07, 2026
About this 8-K
Allegiant Travel CO filed this 8-K on November 7, 2023, reporting on events of November 1, 2023.
Items reported
- Item 1.01: Entered into a material agreement
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
_____________________________________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 1, 2023
| (Exact name of registrant as specified in its charter) | ||||||||||||||||||||||||||||||||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||||||||||||||||||||
| (Address of principal executive offices) | (Zip Code) | |||||||||||||||||||||||||||||||
Registrant’s telephone number, including area code: (702 ) 851-7300
| N/A | ||||||||||||||||||||||||||||||||
| (Former name or former address, if changed since last report.) | ||||||||||||||||||||||||||||||||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||||||||
Common stock, par value $0.001 | ALGT | NASDAQ Stock Market | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as in Rule 405 of the Securities Act of 1933 (Section 17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 17 CFR §240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Section 1 Registrant’s Business and Operations
Item 1.01 Entry Into a Material Definitive Agreement
On November 1, 2023, Allegiant Travel Company and its subsidiary, Allegiant Air, LLC (“Allegiant Air”) (together, the “Company”) entered into a credit facility with Runway Seven Lender LLC (the “Lender”), an entity managed by Carlyle Aviation Management Limited (the “Facility”) involving full-recourse loans (“Loans”) to be made available from time to time. The obligations under the Facility are guaranteed by the Company. The Loans are intended to finance a portion of the pre-delivery payments (“PDPs) due to The Boeing Company (“Boeing”) with respect to certain aircraft subject to the purchase agreement dated December 31, 2021, as amended to date, between Allegiant Air and Boeing (such aircraft, the “Aircraft” and with respect to such Aircraft only, the “Boeing Purchase Agreement”).
Upon execution of the Facility, $157,709,050 is the available commitment of the Lender with $103,069,050 drawn following execution. The maturity date of all Loans under the Facility is June 30, 2025.
The interest rate on the Loans is based on one-month Term SOFR.
Mandatory repayment of the Loan pertaining to an Aircraft (a “Financed Aircraft”) is required on the earliest of (i) termination of the Boeing Purchase Agreement with respect to the Financed Aircraft, (ii) cancellation of purchase of the Financed Aircraft, (iii) the delivery date of the Financed Aircraft under the Boeing Purchase Agreement, (iv) the last day of such Aircraft's scheduled delivery month, and (v) June 30, 2025.
The Loans are secured primarily by a perfected first priority collateral assignment of the Boeing Purchase Agreement with respect to the Aircraft and related rights.
Subject to certain materiality thresholds, qualifications, exceptions, and grace and cure periods, the Facility also includes certain customary provisions for events of default, including payment defaults, covenant defaults, and bankruptcy events.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, Allegiant Travel Company has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: November 7, 2023 | ALLEGIANT TRAVEL COMPANY | ||||||||||
| By: | /s/ Robert Neal | ||||||||||
| Name: | Robert Neal | ||||||||||
| Title: | Senior Vice President, Chief Financial Officer | ||||||||||