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The company said it estimated the preliminary purchase consideration for the Spirit merger at about $6.2 billion. The exchange ratio of 0.762 shares per Spirit common share was applied, and the fair value of the common stock issued is $5,988,949 thousand.

8-K/AFinancial Statements and Exhibits (amended)Amended filingFiled Period of report Summary published (UTC)

Key points

AI summary
  1. The company said it estimated the preliminary purchase consideration for the Spirit merger at about $6.2 billion. The exchange ratio of 0.762 shares per Spirit common share was applied, and the fair value of the common stock issued is $5,988,949 thousand.

  2. In its preliminary purchase price allocation, the company put the estimated fair value of net assets acquired at $5,237,979 thousand and goodwill at $947,339 thousand. It said the final allocation is expected to be finalized within 12 months after the effective time of the merger.

  3. The company said that as of September 30, 2023, the merger assumed $4.1 billion of debt at historical cost. The weighted average interest rate was 5.8%, and the weighted average remaining maturity was 4.3 years.

  4. The company said that, giving effect to the merger, pro forma net income available to common stockholders was $747,676 thousand ($0.95 per share) for 2023 January–September, and $875,476 thousand ($1.22 per share) for the full year 2022.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Estimated Preliminary Purchase Consideration for the Spirit Merger

The company said it estimated the preliminary purchase consideration for the Spirit merger at about $6.2 billion. The exchange ratio of 0.762 shares per Spirit common share was applied, and the fair value of the common stock issued is $5,988,949 thousand.

Source · Based on the filing body and exhibits

Preliminary Purchase Price Allocation and Goodwill

In its preliminary purchase price allocation, the company put the estimated fair value of net assets acquired at $5,237,979 thousand and goodwill at $947,339 thousand. It said the final allocation is expected to be finalized within 12 months after the effective time of the merger.

Source · Based on the filing body and exhibits

Assumed Debt and Weighted Average Interest Rate

The company said that as of September 30, 2023, the merger assumed $4.1 billion of debt at historical cost. The weighted average interest rate was 5.8%, and the weighted average remaining maturity was 4.3 years.

Source · Based on the filing body and exhibits

Pro Forma Net Income Available to Common Stockholders After Merger

The company said that, giving effect to the merger, pro forma net income available to common stockholders was $747,676 thousand ($0.95 per share) for 2023 January–September, and $875,476 thousand ($1.22 per share) for the full year 2022.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.