William A.
Franke, George Roberts, and
an Investment Fund Advised by Wildcat Capital Management Continue
to Support Frontier Group Holdings as Significant
Shareholders
PHOENIX, March 29,
2024 /PRNewswire/ -- Indigo Partners LLC
("Indigo") has advised Frontier Group Holdings, Inc. (NASDAQ: ULCC)
("Frontier" or "the Company"), parent company of Frontier Airlines,
Inc., that it will distribute the shares of Frontier common stock
owned by an affiliated investment fund to its members, including
William A. Franke, Chair of the
Frontier Board of Directors, and Indigo Partners investors,
including George Roberts and an
investment fund advised by Wildcat Capital Management, an
investment advisor to a number of clients, including David Bonderman. The pro-rata, in-kind
distribution is pursuant to the dissolution of the investment fund
managed by Indigo established to acquire the Company in late 2013,
which had a term of 10 years.
Indigo currently holds 178,834,034 shares of common stock of
Frontier, representing approximately 80% of the shares
outstanding1. As part of the distribution, approximately
99.4 million shares, representing approximately 44% of shares
outstanding, will be distributed to Mr. Franke, or entities
directly or indirectly controlled by him. Indigo intends to
distribute the shares pro-rata to its investors unaffiliated with
Mr. Franke on or around April 1,
2024.
"During the past 10 years, we have made significant progress
solidifying Frontier's position as a preeminent leader in the
ultra-low-cost carrier category," said Mr. Franke. "While the
Indigo limited partnership has come to its natural conclusion, I
look forward to continuing to serve as Chair of the Frontier Board
and participating in the upside of the Company's bright
future."
"I am pleased to have had the opportunity to work with Bill and
David to invest in and support Frontier's growth into an industry
leader throughout the duration of this limited partnership," said
Mr. Roberts. "As we look to this next stage in Frontier's growth, I
am confident that Frontier will build on the momentum created to
date."
"I have long supported Frontier and believe it has the right
strategy to compete and grow going forward," said Mr.
Bonderman.
Upon the effectiveness of the share distribution, the Company
will no longer be a "controlled company" under the applicable rules
of the Nasdaq Stock Market, LLC. Accordingly, the Company will make
certain corporate governance changes following permitted phase-in
periods. Among other things, the Company will be required to have a
compensation committee consisting solely of independent directors,
and a director nominations process whereby directors are selected
by a nominations committee consisting solely of independent
directors or by a vote of the Board of Directors in which only
independent directors participate. As a result, William A. Franke has resigned from the
Company's Nominating and Corporate Governance Committee. Mr. Franke
will remain a director and the Chair of the Board.
About Indigo Partners
Indigo Partners LLC is a private
equity firm established by W. A. Franke in 2003 to pursue
acquisitions and strategic investments in the air transportation
and related industries. The firm was a lead investor in Tiger
Airways based in Singapore and
Spirit Airlines based in Ft. Lauderdale,
Florida, and maintains lead investments in Wizz Air
Holdings, Plc, a ULCC with multiple bases in Central and
Eastern Europe; Frontier Airlines,
a ULCC based in Denver; Volaris
Airlines, a ULCC based in Mexico
City; Cebu Pacific, a ULCC based in the Philippines; and JetSMART, a ULCC based in
Chile. Indigo is headquartered in
Phoenix, Arizona.
Cautionary Statement Regarding Forward-Looking Statements and
Information
Certain statements in this release should be
considered forward-looking statements within the meaning of Section
27A of the Securities Act of 1933, as amended, Section 21E of the
Securities Exchange Act of 1934, as amended, and the Private
Securities Litigation Reform Act of 1995. These forward-looking
statements are based on current expectations and beliefs with
respect to certain current and future events and anticipated
financial and operating performance. Words such as "expects,"
"will," "plans," "intends," "anticipates," "indicates," "remains,"
"believes," "estimates," "forecast," "guidance," "outlook,"
"goals," "targets" and similar expressions are intended to identify
forward-looking statements. Additionally, forward-looking
statements include statements that do not relate solely to
historical facts, such as statements which identify uncertainties
or trends, discuss the possible future effects of current known
trends or uncertainties, or which indicate that the future effects
of known trends or uncertainties cannot be predicted, guaranteed or
assured. All forward-looking statements in this release are based
upon information available on the date of this report. Indigo
undertakes no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information,
future events, changed circumstances or otherwise, except as
required by applicable law.
Contact:
Lambert
Joanne
Lessner
jlessner@lambert.com
212-222-7436
1 Percentage of ownership based on 223,886,304 shares
of common stock outstanding as of March 27,
2024.
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SOURCE Indigo Partners LLC