---
schema_version: "secwatch.filing_event.v1"
accession: "0001498710-24-000124"
form_type: "8-K"
ticker: "FLYYQ"
cik: "0001498710"
company_name: "Spirit Aviation Holdings, Inc."
filed_at: "2024-03-04T23:59:59+00:00"
generated_at: "2026-06-05T04:40:46.539564+00:00"
event_type: "m_and_a"
sentiment: "negative"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# Spirit and JetBlue terminate merger; JetBlue to pay $69M termination fee

## Summary
- Merger Agreement terminated effective March 1, 2024 by mutual agreement.
- JetBlue will pay Spirit $69 million in cash by March 5, 2024.
- Spirit had already received approximately $425 million in prepayments from JetBlue.
- Spirit will continue as a standalone airline, focus on profitability, and assess debt refinancing.
- Hired Perella Weinberg & Partners and Davis Polk & Wardwell as advisors; six-month non-solicitation/non-disparagement covenants.

## SEC filing metadata
- accession: 0001498710-24-000124
- form_type: 8-K
- ticker: FLYYQ
- cik: 0001498710
- company_name: Spirit Aviation Holdings, Inc.
- filed_at: 2024-03-04T23:59:59+00:00
- event_type: m_and_a
- sentiment: negative
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 1.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1498710/000149871024000124/0001498710-24-000124-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1498710/000149871024000124/save-20240301.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001498710-24-000124
- JSON: https://secwatch.observer/filing/0001498710-24-000124.json
- Plain text: https://secwatch.observer/filing/0001498710-24-000124.txt

## Key facts
- Material Agreements
  Spirit Aviation Holdings, Inc. terminated Agreement and Plan of Merger with JetBlue Airways Corporation valued at JetBlue will pay $69 million in cash to Spirit. (effective 2024-03-04).
  - Action: termination
  - Agreement: merger
  - Counterparty: JetBlue Airways Corporation
  - Value: JetBlue will pay $69 million in cash to Spirit.
  - Effective: 2024-03-04
  source text: On March 4, 2024, the Parties entered into a Termination Agreement (the "Termination Agreement"), pursuant to which the Merger Agreement was terminated effective immediately. Under the terms of the Termination Agreement, JetBlue will, no later than 5:00 p.m. ET on March 5, 2024, pay or cause to be paid $69 million in cash to Spirit.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1498710/000149871024000124/0001498710-24-000124-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.