UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 1.01. | Entry into a Material Definitive Agreement. |
On May 6, 2021, Vertical Horizons, Ltd. (“Vertical Horizons”), Frontier Airlines Holdings, Inc. (“FAH”) and Frontier Airlines, Inc. (“Frontier”) executed an omnibus amendment in respect of the financing of pre-delivery payments (“PDPs”) with respect to certain aircraft that Frontier has on order (the “PDP Financing Facility”). The omnibus amendment amended the Sixth Amended and Restated Credit Agreement, dated as of December 22, 2020, by and among Vertical Horizons, as borrower, Citibank, N.A., as facility agent, Citigroup Global Markets, Inc., as arranger, Bank of Utah, not in its individual capacity but solely as security trustee (“Security Trustee”) and the lenders from time to time party thereto (the “Credit Agreement”) to add additional lenders and to increase the maximum commitments under the PDP Financing Facility from $150 million to $200 million. The omnibus amendment also (a) affirmed the guarantee by FAH in favor of the Security Trustee, dated as of December 22, 2020 (the “FAH Guarantee”), and the guarantee by Frontier in favor of the Security Trustee, dated as of December 22, 2020, and (b) removed certain financial covenants under the FAH Guarantee.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information provided in Item 1.01 is incorporated herein by reference to the extent responsive to Item 2.03.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| FRONTIER GROUP HOLDINGS, INC. | ||||||||
| Date: May 6, 2021 | By: | /s/ Howard M. Diamond |
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| Howard M. Diamond |
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| General Counsel and Secretary |
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