Alaska Air Group Inc.

08/20/2024 | Press release | Distributed by Public on 08/20/2024 04:03

Material Event Form 8 K

ITEM 8.01. Other Events
On December 2, 2023, Alaska Air Group, Inc., a Delaware corporation ("Alaska"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Hawaiian Holdings, Inc., a Delaware corporation ("Hawaiian"), and Marlin Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Alaska ("Merger Sub"), providing for the merger of Merger Sub with and into Hawaiian (the "Merger"), with Hawaiian surviving as a wholly owned subsidiary of Alaska.
As previously disclosed, on May 7, 2024, Alaska and Hawaiian certified substantial compliance with a request for additional information and documentary material (the "Second Request") received from the Antitrust Division of the Department of Justice (the "DOJ") on February 7, 2024 in connection with the DOJ's review of the Merger, which triggered the start of a Review Period (as defined below) under a timing agreement Alaska and Hawaiian entered into with the DOJ on March 27, 2024. Pursuant to the timing agreement, Alaska and Hawaiian agreed, among other things, not to consummate the Merger before 90 days following the date on which both parties certified substantial compliance with the Second Request (the "Review Period") unless they received written notice from the DOJ prior to the end of the Review Period that the DOJ has closed its investigation of the Merger. The Review Period was previously scheduled to expire on August 5, 2024. As previously disclosed, on July 29, 2024, Alaska and Hawaiian agreed with the DOJ to extend the Review Period until 12:01 a.m. Eastern Time on August 15, 2024, on August 13, 2024, Alaska and Hawaiian agreed with the DOJ to extend the Review Period until 12:01 a.m. Eastern Time on August 16, 2024, and on August 14, 2024, Alaska and Hawaiian agreed with the DOJ to extend the Review Period until 12:01 a.m. Eastern Time on August 20, 2024.
The Review Period expired at 12:01 a.m. Eastern Time on August 20, 2024. The closing of the Merger remains subject to, among other customary conditions, receipt of U.S. Department of Transportation (the "DOT") approval of an interim exemption application that Alaska and Hawaiian have previously jointly submitted. Alaska and Hawaiian have been working cooperatively with the DOT and expect to continue to do so.