DOT Grants Allegiant and Sun Country Exemption to Operate Separately After Acquisition Approval

ALGT
April 16, 2026

The U.S. Department of Transportation approved a joint interim exemption for Allegiant Travel Company and Sun Country Airlines on April 15 2026, allowing the two carriers to remain independent airlines under common ownership after the acquisition closes. The exemption satisfies the last remaining regulatory condition for the deal and removes a key obstacle to the transaction’s completion.

Allegiant will acquire Sun Country in a cash‑and‑stock deal valued at approximately $1.5 billion, including $0.4 billion of net debt. Sun Country shareholders will receive 0.1557 shares of Allegiant common stock and $4.10 in cash per share. The combined airline will serve about 22 million customers annually and operate in nearly 175 cities, with Allegiant remaining the publicly listed parent company headquartered in Las Vegas and maintaining a significant presence in Minneapolis.

The strategic rationale for the merger is to create a leading U.S. leisure‑focused airline that can offer affordable, convenient travel to popular domestic and international vacation destinations. The parties project $140 million in annual synergies by the third year after closing and expect the transaction to be earnings‑accretive within the first year. The exemption allows both airlines to preserve their distinct business models, route networks, and customer experiences during the integration process, which is expected to proceed without immediate changes to ticketing, flight schedules, or brand identity.

Financially, Allegiant reported record Q4 2025 airline‑only operating revenue of $656.2 million, up 7.6% year‑over‑year, and adjusted airline‑only EBITDA of $143.1 million. In Q1 2025, Allegiant posted consolidated net income of $33.4 million and an airline operating margin of 9.3%, a three‑percentage‑point improvement from the prior year. Sun Country’s Q1 2025 total revenue was $327 million, up 4.9% year‑over‑year, with an adjusted operating margin of 18.3%. In Q4 2025, Sun Country achieved its highest fourth‑quarter revenue on record at $281 million, with an adjusted diluted EPS of $0.17.

Gregory C. Anderson, CEO of Allegiant, said, "This approval underscores the strength of our shared vision and the thoughtful approach both teams have taken throughout this process. We remain focused on bringing these organizations together in a way that builds on their strengths, while positioning the combined company for long‑term growth and resilience." Jude Bricker, President and CEO of Sun Country, added, "We appreciate the DOT's review and approval of our joint request. This milestone allows us to move forward with confidence while continuing to serve our customers and communities without disruption."

Market reaction to the DOT approval has been positive. Allegiant shares have delivered a 99% return over the past year and a 37% gain over the last six months leading up to the approval. Ten analysts have recently revised their earnings estimates upward for Allegiant, and Evercore ISI raised its price target to $125 while maintaining an Outperform rating.

Shareholder meetings for the acquisition are scheduled for May 8, with a potential closing as early as May 13. The exemption removes a key regulatory hurdle, positioning Allegiant to expand its footprint and realize the projected cost synergies from the combined operation. The parties will continue to operate as separate airlines until a single operating certificate is issued by the Federal Aviation Administration, ensuring a smooth transition for customers and employees alike.

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