Latham & Watkins Advises on Allegiant’s US$1.5 Billion Cash and Stock Acquisition of Sun Country Airlines

Allegiant (NASDAQ: ALGT) and Sun Country Airlines (NASDAQ: SNCY) have announced a definitive merger agreement under which Allegiant will acquire Sun Country in a cash and stock transaction at an implied value of US$18.89 per Sun Country share. Sun Country shareholders will receive 0.1557 shares of Allegiant common stock and US$4.10 in cash for each Sun Country share owned, representing a premium of 19.8% over Sun Country’s closing share price of US$15.77 on January 9, 2026, and 18.8% based on the 30-day volume-weighted average price. The transaction values Sun Country at approximately US$1.5 billion, inclusive of US$0.4 billion of Sun Country’s net debt. Upon closing, Allegiant and Sun Country shareholders will own approximately 67% and 33%, respectively, of the combined company on a fully diluted basis. The transaction has been unanimously approved by the boards of directors of both companies and is expected to close in the second half of 2026, subject to receipt of US federal antitrust clearance and other required regulatory approvals, the approval of both companies’ shareholders and other customary closing conditions.

Latham & Watkins LLP represents Goldman Sachs as financial advisor to Sun Country Airlines in the transaction with a corporate team led by Orange County/New York partner Charles Ruck and Orange County partner Brian Umanoff, with associate Tiana Baghdikian.