Item 7.01 Regulation FD Disclosure.
The information in this report furnished pursuant to Item 7.01 shall not be
deemed "filed" for the purposes of Section 18 of the Securities and Exchange Act
of 1934, as amended (the "Exchange Act"), or otherwise subject to the
liabilities of that section. It may only be incorporated by reference in another
filing under the Exchange Act or the Securities Act of 1933, as amended (the
"Securities Act"), if such subsequent filing specifically references the
information furnished pursuant to Item 7.01 of this report.
Spirit Airlines, Inc. ("Spirit" or "the Company") last night released a letter
from Ted Christie, Spirit's Chief Executive Officer, to all Spirit's Team
Members. A copy of that letter is attached as Exhibit 99.1.
On March 10, 2020, the Company provided first quarter 2020 guidance. Given that
booking trends and load factors have worsened as communities have canceled
leisure events for the month of March, the Company's first quarter 2020 guidance
should not be relied upon.
Forward-Looking Statements in this 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 of 1933, as
amended (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 the delivery schedule of aircraft on order, guidance and
estimates for the first quarter and full year 2020 , including expectations
regarding the delivery schedule of aircraft on order, announced new service
routes, revenues, TRASM, cost of operations, operating margin, capacity, CASM,
CASM ex-fuel, fuel expense, economic fuel cost, expected unrealized
mark-to-market gains or losses, capital expenditures and other working capital
requirements, aircraft rent, depreciation and amortization, fuel hedges and tax
rates. 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. Furthermore, such forward-looking statements
speak only as of the date of this release. 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.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following is furnished as an exhibit to this report and shall not be deemed
"filed" for purposes of Section 18 of the Exchange Act:
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Exhibit No. Description
99.1 Letter from Ted Christie to all Spirit's Team Members.
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