Sun Country Airlines Holdings Inc.
10/01/2025 | Press release | Distributed by Public on 10/01/2025 14:48
Material Agreement, Financial Obligation, Termination of Material Agreement (Form 8-K)
Item 1.01 Entry into a Material Definitive Agreement.
Term Loan Credit Facility
On September 26, 2025, Sun Country Inc. (d/b/a Sun Country Airlines) ("Sun Country"), a wholly owned company of Sun Country Airlines Holdings, Inc. (the "Company," "we," "us" or "our") entered into a $108,000,000 Term Loan Facility Agreement among Sun Country, the lenders party thereto and UMB Bank, National Association, as administrative agent and mortgagee (the "Term Loan Facility"). The Term Loan Facility will be drawn in two parts. The first borrowing occurred on the Term Loan Facility closing date and the second borrowing will occur on or prior to December 19, 2025. The proceeds of the Term Loan Facility will be used (i) to pay off the existing term loan facility dated March 21, 2023 among the Sun Country Holdings, Sun Country, the lenders party thereto and UMB Bank, National Association, as facility agent, security trustee and account bank (the "Existing Term Loan Facility"), (ii) to refinance five Boeing 737-900 aircraft owned by Sun Country (the "Aircraft") and (iii) for general corporate purposes. Three Aircraft are currently on lease to an unaffiliated airline and will remain on lease with them until the leases expire on November 30, 2025, September 30, 2026 and November 30, 2026, and upon termination of such leases they will join the Sun Country fleet.
The obligations of Sun Country under the Term Loan Facility are primarily secured by the Aircraft and, so long as the Aircraft are on lease, the associated leases, including maintenance reserve amounts and security deposits (the "Term Loan Collateral"). The Term Loan Collateral is governed by a Security Agreement among the parties (the "Security Agreement").
The loans under the Term Loan Facility (the "Term Loans") bear interest at a fixed rate of 5.98% per annum.
The Term Loan Facility will be subject to amortization payments, payable quarterly, commencing on or about December 22, 2025. The remaining balance of the Term Loans will be due and payable in a single payment on the maturity date of September 22, 2032.
The Term Loan Facility also contains mandatory prepayment provisions, which, among other things, may require Sun Country in certain instances to prepay obligations in connection with dispositions of Term Loan Collateral. Sun Country may prepay the facility at its option at any time without penalty (except in certain instances where a premium is applicable).
The Term Loan Facility does not limit the amount of unsecured debt that Sun Country or our subsidiaries may incur or the amount of debt secured by assets other than the Term Loan Collateral that we may incur.
The Term Loan Facility contains events of default customary for similar financings. Upon the occurrence and continuation of an event of default (other than an event of default relating to certain bankruptcy or insolvency events), the outstanding obligations under the Term Loan Facility may be accelerated and become due and payable immediately. Upon the occurrence of an event of default relating to certain bankruptcy or insolvency events, the outstanding obligations under the Term Loan Facility automatically accelerate and become due and payable immediately.
The foregoing descriptions of the Term Loan Facility and Security Agreement are summaries only and are qualified in their entirety by reference to the full text of such document.
Item 1.02 Termination of a Material Definitive Agreement.
On September 26, 2025, the Company applied the proceeds of the Term Loan Facility to repay in full the indebtedness outstanding under the Existing Term Loan Facility.
The information set forth above under Item 1.01 is incorporated by reference in this Item 1.02.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 is incorporated by reference in this Item 2.03.
Sun Country Airlines Holdings Inc. published this content on October 01, 2025, and is solely responsible for the information contained herein. Distributed via SEC EDGAR on October 01, 2025 at 20:48 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]