Allegiant Travel CO

Note 11— Sale of Sunseeker Resort

The Company classifies assets as held for sale when the asset or asset group meets all of the accounting requirements to be classified as held for sale. Assets held for sale and any related liabilities are presented as single asset and liability amounts on the balance sheet with a valuation allowance, if necessary, to reduce the carrying amount of the net assets to the lower of carrying amount or estimated fair value less costs to sell. Estimates are required to determine the fair value and the related disposal costs. The estimated fair value is generally based on solicited offers or a discounted cash flow model. In subsequent periods, the valuation allowance may be adjusted based on changes in management’s estimate of fair value less costs to sell. Depreciation and amortization of long-lived assets are not recorded during the period in which such assets are classified as held for sale.

In fourth quarter 2024, the Company began to explore a potential sale of Sunseeker Resort, including the associated Aileron Golf Course and related assets. Through a competitive bidding process, the Company received multiple offers for the sale of the Resort. In June 2025, the Company's board of directors approved a plan for the sale of the Resort and management determined that all of the held-for-sale accounting requirements were met at that time.

On July 3, 2025, the Company and its Sunseeker subsidiaries entered into an Agreement of Purchase and Sale with a third-party buyer for the sale of substantially all of the Resort's assets, including the Aileron golf course and related property, for aggregate consideration of approximately $200 million, subject to various adjustments. The sale is anticipated to close in September 2025, subject to the satisfaction of customary closing conditions.

The Resort disposal group was measured at the lower of its carrying value or fair value less costs to sell, resulting in a $100.4 million write down charge included in special charges during the three months ended June 30, 2025. The assets and liabilities comprising the disposal group were reclassified as assets and liabilities held for sale on the June 30, 2025 balance sheet. Upon classification as held for sale, the Company ceased recording depreciation and amortization expense for long-lived assets of the disposal group. The major classes of assets and liabilities reclassified as held for sale are set forth below:

Note 12 —Subsequent Events

On July 3, 2025, the Company and its Sunseeker subsidiaries entered into an Agreement of Purchase and Sale with affiliates of Blackstone Real Estate Group for the sale of the Company's Sunseeker Resort Charlotte Harbor, Aileron Golf Course and related properties in Southwest Florida. Please see Note 11 for more information regarding this agreement.

In July 2025, the Company borrowed $210.1 million on previously reported but undrawn credit facilities. These loans are collateralized by the Company's aircraft assets, bear interest at a variable rate based on SOFR, and are payable in quarterly installments over a term of 12 years. The loan proceeds will be used to finance aircraft deliveries, prepay other outstanding debt during third quarter 2025, and for other corporate purposes.