Frontier Airlines is in pursuit of a merger with Spirit Airlines, but Spirit is seeking more concessions than Frontier can offer.

Spirit’s leadership prefers to follow a path out of bankruptcy rather than readily accepting the terms put forth by Frontier.

On February 12, 2025, Spirit Airlines released a public update, providing insights into the ongoing negotiations between the two companies.

Spirit Seeks Financial Protections in Merger Discussions

The start of February saw an increased exchange of communications between Spirit and Frontier regarding the merger, including confidentiality agreements with Spirit’s noteholders.

On February 7, Spirit proposed a counteroffer that included $600 million in first lien takeback debt, approximately $1.2 billion of equity value in the combined airline, and a reverse termination fee in case the merger was canceled for reasons beyond their control.

Frontier’s executives responded to Spirit’s proposal, emphasizing that they believe their proposal remains superior.

In response, Spirit has declared its intent to expedite its restructuring process, aiming to substantially reduce its debt and position itself for long-term viability by early 2025.

Originally, Spirit and Frontier had agreed to a $6 billion merger in 2022, but it fell through due to a competing offer from JetBlue.