SEATTLE, Sept. 23,
2024 /PRNewswire/ -- Alaska Air Group, Inc. (the
"Company") today announced that it launched a proposed senior
secured term loan facility and intends to issue additional pari
passu senior secured debt (collectively, the "Mileage Plan
Financing"). The aggregate principal amount of the Mileage
Plan Financing is expected to be $1.5
billion.
The borrower under the Mileage Plan Financing is AS Mileage Plan
IP Ltd. ("Borrower"), an exempted company incorporated with limited
liability under the laws of the Cayman
Islands and an indirect, wholly owned subsidiary of the
Company.
The Mileage Plan Financing will be (i) fully and unconditionally
guaranteed on a senior secured basis, jointly and severally, by
Alaska Airlines, Inc. ("Alaska")
and AS Mileage Plan Holdings Ltd. and on an unsecured basis by the
Company (together, the "Guarantors") and (ii) secured, on a
first-priority basis by the Guarantors' right, title and interest
in certain collateral associated with Alaska's customer loyalty program, Alaska
Airlines Mileage Plan™.
Borrower intends to use the borrowings under the Mileage Plan
Financing, after deducting fees and expenses payable by the
Company, (i) to fund, in part, the reserve account for the Mileage
Plan Financing and (ii) to fund, in part, a collection account, and
the proceeds deposited into the collection account will be used to
make an intercompany loan to Alaska on the closing date of the Mileage Plan
Financing (the "Intercompany Loan"). Alaska intends to use the proceeds from the
Intercompany Loan (i) to redeem certain outstanding debt acquired
or assumed in the merger of the Company with Hawaiian Airlines
pursuant to an Agreement and Plan of Merger dated as of
December 2, 2023 and (ii) for general
corporate purposes and to support its liquidity position.
About Alaska Air Group
Alaska Air Group, Inc. is based
in Seattle and comprised of
subsidiaries Alaska Airlines, Hawaiian Holdings, Inc., Horizon Air
and McGee Air Services. With our recent acquisition of Hawaiian
Airlines, we now serve more than 140 destinations throughout
North America, Central America, Asia and across the Pacific. We are committed
to safety, remarkable customer care, operational excellence,
financial performance and sustainability. Alaska Airlines is a
member of the oneworld Alliance. With oneworld and
our additional global partners, our guests have more choices than
ever to purchase, earn or redeem on alaskaair.com across 30
airlines and more than 1,000 worldwide destinations. Book travel
throughout the Pacific on Hawaiian Airlines at
hawaiianairlines.com. Learn more about Alaska Airlines at
news.alaskaair.com and Hawaiian Airlines at
newsroom.hawaiianairlines.com/blog. Alaska Air Group is traded on
the New York Stock Exchange (NYSE) as "ALK."
Forward-Looking Statements
Forward-Looking Statements
in this press release and certain oral statements made from time to
time by representatives of the Company contain various
forward-looking statements within the meaning of Section 27A of the
Securities Act, and Section 21E of the Securities Exchange Act of
1934, as amended (the "Exchange Act") which are subject to the
"safe harbor" created by those sections. Forward-looking statements
are based on our management's beliefs and assumptions and on
information currently available to our management. All statements
other than statements of historical facts are "forward-looking
statements" for purposes of these provisions. In some cases, you
can identify forward-looking statements by terms such as "may,"
"will," "should," "could," "would," "expect," "plan," "anticipate,"
"believe," "estimate," "project," "predict," "potential," and
similar expressions intended to identify forward-looking
statements. Forward-looking statements include, without limitation,
statements regarding the Company's intentions and expectations
regarding revenues as well as statements regarding the Loyalty Term
Loan Facility described in this press release. Such forward-looking
statements are subject to risks, uncertainties and other important
factors that could cause actual results and the timing of certain
events to differ materially from future results expressed or
implied by such forward-looking statements.
Factors include, among others, risks include competition, labor
costs, relations and availability, general economic conditions
including those associated with pandemic recovery, increases in
operating costs including fuel, inability to meet cost reduction,
ESG and other strategic goals, seasonal fluctuations in demand and
financial results, supply chain risks, events that negatively
impact aviation safety and security, and changes in laws and
regulations that impact our business and other factors, as
described in the Company's filings with the Securities and Exchange
Commission, including the detailed factors discussed under the
heading "Risk Factors" in the Company's Annual Report on Form 10-K
for the fiscal year ended December 31,
2023 and the Quarterly Reports on Form 10-Q for the
quarterly periods ended March 31,
2024 and June 30, 2024.
All forward-looking statements speak only as of the date made,
and we undertake no obligation to publicly update or revise any
forward-looking statements to reflect events or circumstances that
may arise after the date of the Loyalty Term Loan Facility. Except
as required by law, we undertake no obligation to update any
forward-looking statements to reflect events or circumstances after
the date of such statements. Risks or uncertainties (i) that are
not currently known to us, (ii) that we currently deem to be
immaterial, or (iii) that could apply to any company, could also
materially adversely affect our business, financial condition, or
future results. Additional information concerning certain factors
is contained in the Company's Securities and Exchange Commission
filings, including but not limited to the Company's Annual Report
on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports
on Form 8-K.
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SOURCE Alaska Air Group, Inc.