Apollo Global Management has reached an agreement to acquire easyJet in a recommended transaction valuing the European airline at approximately £5.7 billion. The acquisition will be completed through Eagle Bidco, a company indirectly owned by funds managed by Apollo affiliates. Under the cash offer, easyJet shareholders will receive £7.15 for each share they own.
The proposed price represents an approximately 81% premium to easyJet’s unaffected closing price of £3.94 per share. It also represents an 80% premium to the airline’s 90-day volume-weighted average price of £3.97.
The offer is 22% above easyJet’s £5.88 closing price on June 10, 2025, which was the airline’s highest closing price during the four-year period preceding the unaffected date. It also represents a 54% premium to easyJet’s February 27, 2026, closing price of £4.64, the final business day before the outbreak of the current Middle East conflict.
easyJet’s board unanimously intends to recommend the transaction after determining that the cash offer provides shareholders with immediate and certain value at a substantial premium.
The board considered easyJet’s standalone growth prospects but also weighed geopolitical uncertainty, changing fuel prices, macroeconomic conditions and other risks affecting the aviation industry.
easyJet previously received a series of proposals from Castlelake, culminating in a potential £6.90-per-share cash offer accompanied by an unlisted share alternative. The airline’s directors did not solicit an offer from either Castlelake or Apollo, but concluded that Apollo’s £7.15 proposal offered an attractive opportunity for shareholders to realize the value of their investment.
Eligible shareholders will also have the option to remain indirectly invested in easyJet through an alternative share offer.
Under this option, shareholders can exchange each easyJet share for one unlisted rollover share in an indirect parent company of Eagle Bidco. Participating shareholders must elect the alternative for their entire holding rather than only a portion of their shares.
The rollover option will be limited to a maximum of 49.9% of the parent company’s issued ordinary share capital following completion. If shareholder elections exceed that limit, rollover allocations will be reduced proportionally and the remaining consideration will be paid in cash.
The unlisted rollover shares will be illiquid and subject to a three-year lockup period, along with restrictions governing future transfers. The easyJet board is not making a recommendation on whether shareholders should choose the rollover option because its advantages and disadvantages will vary depending on each investor’s circumstances.
Evercore, easyJet’s independent financial adviser, was also unable to assess whether the alternative offer is fair and reasonable because of the limited liquidity, ownership restrictions and absence of validated financial projections for the private parent company.
The Haji-Ioannou family, easyJet’s largest shareholder group, has agreed to support the transaction and elect the rollover option for 116,061,871 shares. The shares represent approximately 15.31% of easyJet’s existing issued share capital.
The family’s commitment to choose the rollover shares will remain binding even if a higher competing offer emerges. easyJet directors have separately agreed to support the acquisition with their combined holdings of 427,767 shares, representing approximately 0.06% of the company.
Following the transaction and implementation of the rollover structure, participating shareholders, including the Haji-Ioannou family, are expected to own between 45.1% and 49.9% of the private parent company.
An European Union trust associated with the management incentive plan may hold up to 5%, while Apollo funds will hold the remaining interest, subject to a maximum of 49.9%. The ownership structure is being designed to comply with European airline ownership and control requirements.
Apollo said it has followed easyJet for several years and views the company as one of the global aviation sector’s most attractive businesses.
The investment firm highlighted easyJet’s brand, extensive European network, customer proposition, market positions and operating model. Apollo also pointed to the expansion of easyJet Holidays, continued development of ancillary and loyalty offerings, and the airline’s ongoing fleet modernization.
Apollo intends to support further investment in revenue management, ancillary sales, loyalty, network optimization, partnerships and distribution. The investment firm also sees an opportunity to continue scaling easyJet Holidays as a differentiated source of earnings.
Apollo believes private ownership will provide easyJet with greater access to capital and more flexibility to pursue long-term investments that may be difficult to prioritize in the public markets.
The firm has prior aviation investment experience through companies including Sun Country Airlines, Aeromexico and Atlas Air. Apollo plans to combine that experience with easyJet management’s knowledge of the company and European aviation market.
easyJet transports more than 100 million passengers annually across 37 countries, serving 165 airports through a network of over 1,200 routes.
The company increased headline profit before tax by approximately 46% between the fiscal years ended September 2023 and September 2025. Over the same period, on-time performance improved by six percentage points and airline customer satisfaction increased by seven percentage points.
easyJet continues to target more than £1 billion in medium-term profit before tax. Its strategy includes renewing and upgauging its fleet, improving fuel efficiency, realizing gains from network changes and using technology to optimize schedules and logistics.
easyJet Holidays reached its previous £250 million profit-before-tax target ahead of schedule and is seeking to generate £450 million in profit before tax by 2030. The airline is also preparing to launch a loyalty offering and increase revenue from premium products and business travel.
Apollo has committed to safeguarding easyJet employees’ existing contractual and statutory employment rights, terms and conditions, and pension rights in accordance with applicable law.
The bidder does not intend to change the location or functions of easyJet’s United Kingdom headquarters or its air operator certificates in the United Kingdom, Austria and Switzerland. Apollo also plans to work with easyJet’s management on a more detailed value-creation program following completion.
The cash portion of the transaction will be financed through a combination of equity invested by Apollo funds and third-party debt.
Between £750 million and £1 billion of Apollo’s equity commitment is expected to be invested through preference shares, with the remaining equity provided through ordinary shares in the parent company.
Apollo has also obtained commitments for long-term debt from Barclays, Crédit Agricole Corporate and Investment Bank, Citibank, Citicorp North America, Standard Chartered Bank and Lloyds Bank. Barclays confirmed that sufficient resources are available to satisfy the cash consideration required under the acquisition.
The acquisition is expected to be implemented through a court-approved scheme of arrangement.
Completion requires shareholder approvals, court approval and regulatory clearances related to aviation licenses, merger control and foreign investment. Relevant jurisdictions include Austria, Egypt, France, Germany, Italy, Malta, Spain and the United Kingdom.
The companies expect the transaction to close by the end of the first quarter of 2027, subject to the satisfaction or waiver of the applicable conditions.
Barclays is serving as lead financial adviser to Eagle Bidco and Apollo, with PJT Partners and Citigroup also advising. Evercore is serving as easyJet’s lead financial adviser, while BNP Paribas and Panmure Liberum are also advising the airline.
KEY QUOTES:
“We have made significant progress in recent years, executing our clear strategy to deliver attractive long-term value for shareholders. We have strengthened our network, continued to improve operational performance and built a differentiated and fast-growing Holidays business while achieving strong customer satisfaction and high employee engagement.”
“The easyJet Board has carefully evaluated the proposal from Apollo alongside easyJet’s standalone prospects. While we remain confident in the strength of our business and the opportunities ahead, we believe this offer appropriately recognises the quality of the business we have built and delivers immediate, certain and attractive value for shareholders.”
Sir Stephen Hester, Non-Executive Chair of easyJet
“I am proud of what our people have achieved and would like to thank all my colleagues for their continued dedication. We welcome Apollo’s commitment to our business and our people, and believe that its experience in the aviation sector makes it a strong partner for easyJet as we accelerate our growth plans and continue to deliver great value and service for our customers.”
Kenton Jarvis, CEO of easyJet
“easyJet is a leader in European aviation, having built a differentiated market position through its compelling customer proposition, expansive network and strong brand. Apollo strongly supports easyJet’s commitment to enhancing the connectivity of travellers throughout Europe and the UK and the important role that its employees play in serving customers.”
“We are proud to be trusted to play a lead role supporting the easyJet Group in this next phase of its growth and furthering its important contribution to the European and UK aviation sectors.”
Alex van Hoek, Partner and European Private Equity Lead at Apollo
