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PART I
Cautionary Statement Regarding Forward-Looking Statements
This Annual Report on Form 10-K includes forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, or the
Exchange Act. Forward
-looking statements may include words such as “believe,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “predict,” “potential”
and similar expressions indicating future results or expectations, as they relate to our company, our business and our management, are intended to identify forward-looking
statements. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at,
or by, which such performance or results will be achieved. Forward-looking statements are based on information available at the time those statements are made and/or
management's good faith belief as of that time with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to
differ materially from those expressed in or suggested by the forward-looking statements. Important factors that could cause such differences include, but are not limited to:
the competitive environment in our industry; our ability to keep costs low; changes in our fuel cost; ability to hedge fuel requirements; restrictions on or increased taxes
applicable to non-ticket revenues; the impact of worldwide economic conditions, including the impact of the economic recession on customer travel behavior; actual or
threatened terrorist attacks, global instability and potential U.S. military actions or activities; external conditions, including air traffic congestion, weather and outbreak of
disease; restriction on third-party membership programs; air travel substitutes; labor disputes, employee strikes and other labor-related disruptions, including in
connection with our current negotiations with the union representing our flight attendants; aircraft-related fixed obligations; dependence on cash balances and operating
cash flows; our aircraft utilization rate; maintenance costs; lack of marketing alliances; government regulation; our ability to fulfill growth strategy; our reliance on
automated systems and the risks associated with changes made to those systems; use of personal data; ability to generate non-ticket revenues; operational disruptions; our
reliance on third-
aircraft and engine suppliers; changes in the U.S., Caribbean, and Latin America markets; insurance costs; environmental regulations; ability to attract and retain qualified
personnel; loss of key personnel; and other risk factors included under
“Risk Factors” in this annual report. We undertake no obligation to revise or update any forward-
looking statements to reflect any event or circumstance that arises after the date of this report, or to confirm such statements to actual results or changes in our
expectations. References in this report to “Spirit,” “we,” “us,” “our,” or the “Company” shall mean Spirit Airlines, Inc., unless the context indicates otherwise.
ITEM 1. BUSINESS
Overview
Spirit Airlines is an ultra low-cost, low-fare airline based in Miramar, Florida that offers affordable travel to price-conscious customers. Our all-Airbus fleet currently
operates more than 200 daily flights to over 50 destinations in the United States, Caribbean and Latin America. We completed an initial public offering during the second
quarter of 2011, and our stock trades on the NASDAQ Global Select Stock Market under the symbol "SAVE".
Our ultra low-cost carrier, or ULCC, business model allows us to compete principally through offering low base fares and charging separately for select optional
services, thereby allowing customers the freedom to save by choosing only the extras they value. We have unbundled components of our air travel service that have
traditionally been included in base fares, such as baggage and advance seat selection, and offer them as optional, ancillary services (which we record in our financial
statements as non-ticket revenue) as part of a strategy to enable our passengers to identify, select and pay only for the services they want to use.
Our History and Corporate Information
We were founded in 1964 as Clippert Trucking Company, a Michigan corporation. We began air charter operations in 1990 and renamed ourselves Spirit Airlines, Inc.
in 1992. In 1994, we reincorporated in Delaware, and in 1999 we relocated our headquarters to Miramar, Florida. On June 1, 2011, we completed our initial public offering
of common stock. For more information, see "Notes to Financial Statements- 18. Initial Public Offering and Tax Receivable Agreement".
Our mailing address and executive offices are located at 2800 Executive Way, Miramar, Florida 33025, and our telephone number at that address is (954) 447-7920.
We are subject to the information and periodic reporting requirements of the Securities Exchange Act of 1934, or Exchange Act, and, in accordance therewith, file periodic
reports, proxy statements and other information with the Securities and Exchange Commission, or SEC. Such periodic reports, proxy statements and other information are
available for inspection and copying at the SEC's Public Reference Room at 100 F Street, NE., Washington,
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