UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
Amended and Restated Air Transportation Services Agreement
On June 18, 2024, Sun Country, Inc. (“Sun Country”), a wholly owned subsidiary of Sun Country Airlines Holdings, Inc. (“Holdings” and together with Sun Country, the “Company”) entered into an Amendment and Restatement (the “A&R ATSA”) to its existing Air Transportation Services Agreement, dated as of December 13, 2019, with Amazon.com Services LLC (successor to Amazon.com Services, Inc.) (“Amazon”) as amended or modified from time to time (the “Original Agreement”) whereby the Company and Amazon agreed to amend the Original Agreement to, among other things:
| • | allow for Sun Country to provide crew, maintenance and insurance services for up to eight additional Boeing 737-800BCF aircraft, increasing Sun Country’s Amazon operations from 12 to up to 20 aircraft; |
| • | extend the term to October 30, 2030, add two additional two-year renewal terms exercisable by Amazon and add a three-year renewal term subject to mutual written agreement; and |
| • | in addition to the above, expand the services provided by Sun Country to Amazon. |
The description of the A&R ATSA set forth above is necessarily limited and is qualified in its entirety by reference to the full terms and conditions of the A&R ATSA, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.
| Item 2.03 | Creation of Direct Financial Obligation. |
The information set forth in Item 1.01 above is incorporated by reference into this Item 2.03
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. |
Description | |
| 10.1+ | Amended and Restated Air Transportation Services Agreement, dated as of June 18, 2024, by and between Sun Country, Inc. and Amazon.com Services LLC | |
| 99.1 | Press release of Sun Country Airlines Holdings, Inc., dated June 20, 2024 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
| + | Certain terms in this exhibit have been redacted in accordance with Item 601(b)(10)(iv) of Regulation S-K. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Date: June 20, 2024 | Sun Country Airlines Holdings, Inc. | |||||
| By: | /s/ Erin Rose Neale | |||||
| Name: | Erin Rose Neale | |||||
| Title: | Senior Vice President, General Counsel and Secretary | |||||