Sun Country Airlines Holdings, Inc. · NASDAQ:SNCY
Sun Country Airlines — Merger or Acquisition (January 2026)
45 slides from Sun Country Airlines's merger presentation, Jan 12, 2026
Slide 1: Allegiant and Sun Country combining announcement post
ponent @ Bie ‘Today, we are thrilled to announce that Allegiant and Sun Country are combining to create a leading, more competitive leisure-focused US. aifin ‘Together, we'll expand service to more popular vacation destinations across the United States, as well as international destinations, providi
Slide 2: Slide 2
Slide 3: Slide 3
Slide 4: Allegiant ~ Sun Country
allegiant ~ suncountry eating a Leading,
Slide 5: Allegiant and Sun Country combining to create leading leisure airline
Allegiant + Follow --- 81,169 followers ih ® Today, we are thrilled to announce that Allegiant and Sun Country are combining to create a leading, more competitive leisure-focused U.S. airline! Together, we'll expand service to more popular vacation destinations across the United States, as well as i
Slide 6: Cautionary Statement Regarding Forward-Looking Statements
Cautionary Statement Regarding Forward-Looking Statements This communication contains forward-looking statements under the safe harbor provisions of Section 21E of the Securities Exchange Act of 1934, Section 27A of the Securities Act of 1933 and the Private Securities Litigation Reform Act of 1995.
Slide 7: Important Notice
Important Notice Cautionary Statement Regarding Forward- Looking Statements This communic ins forward-looking statements under the safe e Securi harbor provisions of Exchange Act of 1934, Section 27A of the Securities Act f 1933 and the Private Securities Litigation Reform Act of 1995. Forward all s
Slide 8: any uch statements and caution must be exercis
any uch statements and caution must be exercis ‘d- ference d in relying on for atemnents. Important risk fac ors that may cause such a dif looking include, but are not limited t currence of any even change or other circumstance that could give rise t the right of one or both 1e parties to terminate
Slide 9: productiv
productiv and strategic initiatives; the outcome of claims, litigation, governmental proceedings and investigations involving Allegiant or Sun Country; and a cybersecurity incident or other disruption to Sun Country's or Allegiant's technology infrastructure. Forward-looking statements in th municat
Slide 10: STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION WHEN
STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION WHEN THEY BECOME AVAILABLE, AS WELL AS ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION OR INCORPORATED BY REFERENCE INTO THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS (INCLUDING AN
Slide 11: Information about the directors
Tnrormation about the directors ownership of Allegiant common stock and Allegiant's transactions with related persons can also be found in the Allegiant Annual Report and nitive proxy statement in connection with its 2025 annual Id executive OMicers OF Allegiant, Tei Allegiant's de! meeting of stock
Slide 12: No Offer or Solicitation
executive management following the Ming OF such detinitive proxy statement. a] To the extent holdings of Sun Country common stock by the directors ar executive officers of Sun Country have changed from the amounts of Sun Country common stock held by such persons as r ected in the definitive proxy st
Slide 13: A Shared Commitment to Affordable Leisure Travel
ive allegrant | @ suncountry ‘inc TeomMerrboe: Tarencton Dette Rescues AQ: Cemscte AShared Commitment to Affordable Leisure Travel for Our Passengers More destinations, more often
Slide 14: Significant Benefits for all Stakeholders
Significant Benefits for all Stakeholders a Complementary Seasonal scheduling footprint agility Point-to-point Diversified operations efficiency a Dynamic route planning > Fleet flexibility
Slide 15: Significant Benefits for all Stakeholders
SBanincant Senefts forall stakeholcers > = j aint topo Diverse operations cen Foot ety ott pint
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Slide 18: Transaction Details
Transaction Details 19.8%
Slide 19: Fein clone Ata i cot a bene seyh
Fein clone Ata i cot a bene seyh
Slide 20: Team Members
Team Members.
Slide 21: Team Members: Committed to a Seamless Transition
‘Team Members. Committed toa Seamless Transition
Slide 22: Team Members
Team Members.
Slide 23: Team Members
Team Members.
Slide 24: Slide 24
Slide 25: Allegiant to acquire Sun Country
Allegiant to acquire sun Country haath and stock transaction Yalued at approximately $15 Bitton: eee ac
Slide 26: Flying Forward Together
Flying Forward Together
Slide 27: Exhibit 99.4 CEO Video Script
Exhibit 99.4 CEO Video Script [Text on screen] Creating a Leading, More Competitive Leisure-Focused U.S. Airline ALLEGIANT CEO • Hello, everyone, and thank you for joining us today. • My name is Greg Anderson, and I am the CEO of Allegiant. [Text on screen] Greg Anderson CEO of Allegiant Travel Comp
Slide 28: Transaction Announcement January 12, 2026
TransactionAnnouncement January 12, 2026
Slide 29: Forward-Looking Statements
Forward-Looking Statements Sub-Header: Enter your optional sub-heading here Source: Footnotes. Cautionary Statement Regarding Forward-Looking Statements This communication contains forward-looking statements under the safe harbor provisions of Section 21E of the Securities Exchange Act of 1934, Sect
Slide 30: Today's Speakers
Today’s Speakers Greg Anderson Chief Executive Officer Robert (“BJ”) Neal President & Chief Financial Officer Jude Bricker Chief Executive Officer
Slide 31: Combining Two Carriers Cut From the Same Cloth
Combining Two Carriers Cut From the Same Cloth Source: Diio Mi. Calculated as the percentage of routes in 2025 ranked #1 or #2 based on total number of seats. Only considers routes with at least 10 departures in 2025. Successful, Flexible Capacity, Operating Models Leisure Focused Diversified Busine
Slide 32: Creates Long Term Value for Shareholders
Creates Long Term Value for Shareholders Source: Footnotes. Sub-Header: Enter your optional sub-heading here Enter your text here Line 2 Line 3 Line 4 5 Creates a Leading Flexible Capacity Carrier in North America Expected to Generate $140 Million in Synergies with Conservative Estimates Optimized F
Slide 33: Transaction Overview
Transaction Overview On a fully-diluted basis. Based on Sun Country’s and Allegiant’s share price as of January 9, 2026. Includes $0.4bn of Sun Country’s adjusted net debt (including leases) as of 3Q25. Transaction Details Allegiant to acquire Sun Country with Allegiant shareholders owning ~67% and
Slide 34: Other U.S. Carriers Similar Approaches and Ability to Flex Capacity
Other U.S. Carriers Similar Approaches and Ability to Flex Capacity… Source: Diio Mi, Form 41. Based on scheduled service operations. Represents average of Alaska, American, Delta, Frontier, JetBlue, Southwest, Spirit, United, Breeze and Avelo. Based on the difference between peak day seats flown an
Slide 35: Have Driven Industry Leading Performance
…Have Driven Industry Leading Performance Source: Company filings. Represents Adjusted EBIT as reported by each respective carrier. Excludes Sunseeker. Represents average of American, Delta, Southwest and United. Adjusted EBIT Margin(1) (%) TTM 3Q25 (2) Big Four Carriers(3) Flying during periods of
Slide 36: Merger Creates Leading Flexible Capacity Carrier
Merger Creates Leading Flexible Capacity Carrier Source: Company filings, Diio Mi. Excludes Sunseeker. Based on scheduled service operations. Calculated as the average of planned, scheduled service daily flights on Thursday, Friday, Sunday and Monday. Includes 5 aircraft leased to and operated by ot
Slide 37: A Highly Successful and Profitable Leisure Carrier
A Highly Successful and Profitable Leisure Carrier Source: Footnotes. Sub-Header: Enter your optional sub-heading here Enter your text here Line 2 Line 3 Line 4 Capacity / Utilization Focus Markets Strategy Business Diversification Other Leisure Carriers The flexible capacity business model that All
Slide 38: Combined Company Is Well Positioned to Win in Leisure
Combined Company Is Well Positioned to Win in Leisure Source: Company filings, Form 41. Excludes Sunseeker. Net income from Form 41. Figures from 1Q23 to 2Q25. Net income from Form 41. Figures from 4Q21 to 2Q25. Adjusted net income from 2021 to 2023. From 2024 to 3Q25, as reported net income is adju
Slide 39: A More Diversified and Resilient Airline
A More Diversified and Resilient Airline Source: Company filings. Excludes Sunseeker. Scheduled service revenue. Ancillary passenger revenue. Loyalty, co-brand and other third-party revenue. Excludes rental revenue from leased aircraft. Revenue Composition TTM 3Q25 The combined carrier will generate
Slide 40: Significant Future Fleet Optionality Drives Growth and Value
Significant Future Fleet Optionality Drives Growth and Value Source: Company filings, MBA, Ascend. Based on estimated half-life market values of fleet assets less fleet debt. Fleet values are estimates and subject to change. Includes all B737-800F aircraft on Amazon sublease. Allegiant & Sun Country
Slide 41: Potential Network Growth Opportunities
Potential Network Growth Opportunities Source: Footnotes. Allegiant and Sun Country Combined Network Growth Opportunities Significant connecting-the-dot opportunities between complementary networks Serving international leisure destinations from Allegiant’s origination markets Added frequencies leve
Slide 42: Combination Creates Substantial Synergy Opportunity
Combination Creates Substantial Synergy Opportunity Source: Footnotes. Sub-Header: Enter your optional sub-heading here Enter your text here Line 2 Line 3 Line 4 Anticipated one-time integration costs of approximately $150 - $200 million $140M CostSynergies RevenueSynergies $140 million in annual ru
Slide 43: Generates Robust Returns While Maintaining a Strong Balance Sheet
Generates Robust Returns While Maintaining a Strong Balance Sheet Source: Company filings, Form 41. Includes $140 million of net synergies phased in over three years post closing and excludes integration costs. Adjusted Net Debt / Adjusted EBITDAR defined as (Total Debt + Operating Leases – Cash) /
Slide 44: Creating Value for All Our Stakeholders
Creating Value for All Our Stakeholders Source: Footnotes. Sub-Header: Enter your optional sub-heading here Enter your text here Line 2 Line 3 Line 4 Consumers & Communities Broader, more frequent flying to top vacation spots, unlocks new options for travelers Drives loyalty rewards and customer val
Slide 45: Source: Footnotes.
Source: Footnotes.
Sun Country Airlines Holdings — Merger or Acquisition (January 2026) on 6ix