Apollo Global Management Agrees £5.7 Billion Acquisition Of easyJet

Advisers

The parties retained multiple financial and legal advisers to navigate the transaction, according to the 6 August 2026 and 31 August 2026 announcements to the London Stock Exchange.

Apollo Global Management and its acquiring entity, Eagle Bidco Ltd, hired Barclays as lead financial adviser. PJT Partners serves as joint financial adviser to the buyer. Citigroup also acts as a financial adviser to Apollo. Paul, Weiss, Rifkind, Wharton & Garrison LLP provides legal counsel to Bidco and Apollo. Watson Farley & Williams LLP advises the acquiring group on aviation regulatory matters.

easyJet retained Evercore as its lead independent financial adviser. BNP Paribas and Panmure Liberum act as joint financial advisers to the airline. Clifford Chance LLP provides legal counsel to easyJet. Macfarlanes LLP serves as legal counsel to Sir Stelios Haji-Ioannou.

How the deal came about

The formal agreement followed a competitive bidding process that began in the summer of 2026. Minneapolis-based alternative investment firm Castlelake LP initiated the pursuit. Castlelake submitted multiple unsolicited proposals to the easyJet board. The airline accepted a proposal in principle from Castlelake at £6.90 per share in July 2026, according to a 10 July 2026 report by CBS News.

Apollo Global Management intervened before the Castlelake transaction reached a formal agreement. Apollo offered £7.15 per share in cash. The Apollo bid provided a 3.6 percent increase, equating to 25 pence per share, over the Castlelake proposal. Castlelake formally withdrew from the process on 6 August 2026, just ahead of the regulatory deadline set by the United Kingdom Takeover Code.

The easyJet board recommended the Apollo offer immediately following the Castlelake withdrawal. The target company detailed the sequence of events in its 6 August 2026 regulatory filing. The involvement of Sir Stelios Haji-Ioannou accelerated the transaction timeline. Haji-Ioannou controls 116,061,871 shares alongside his concert parties. His agreement to back the Apollo offer eliminated a potential source of opposition. The founder has historically clashed with easyJet management over fleet expansion and capital allocation. His alignment with Apollo removes a major hurdle for the buyout firm.

The transaction utilizes a court-sanctioned scheme of arrangement under Part 26 of the United Kingdom Companies Act 2006. This structure requires a lower approval threshold than a traditional takeover offer, demanding a 75 percent majority of voting shareholders rather than 90 percent acceptance.

Valuation and comparables

Apollo Global Management values easyJet at approximately £5.7 billion in equity. The buyers arrived at this figure by multiplying the £7.15 per share offer price by the airline’s issued and to-be-issued ordinary share capital.

The offer price gives shareholders an 81 percent premium over the unaffected closing share price of £3.94. It delivers an 80 percent premium to the 90-day volume-weighted average price of £3.97. The cash consideration also exceeds the airline’s four-year high of £5.88, recorded on 10 June 2025, by 22 percent.

The parties did not disclose an enterprise value or forward valuation multiples in the formal transaction filings on the London Stock Exchange. The lack of public enterprise value calculations stems from the complex lease structures common in the aviation sector. Airlines frequently carry substantial off-balance-sheet liabilities related to aircraft operating leases. The scheme document, expected on 15 October 2026, will provide detailed financial schedules.

Comparable transactions in the European aviation sector are rare due to strict foreign ownership regulations. Private equity firms generally avoid the space or purchase minority stakes. The Apollo bid establishes a clear financial benchmark for full-scale public-to-private transactions in the airline industry. The £5.7 billion equity valuation makes this one of the largest buyouts in the European transport sector this decade.

Financing and structure

Apollo Global Management will fund the transaction using a combination of equity and syndicated debt. The equity portion originates from various Apollo-managed funds. The debt component relies on interim facilities established under an agreement dated 6 August 2026.

The buyers amended the interim facilities agreement on 31 August 2026 to expand the banking syndicate. The revised arrangement includes eight international lenders. Barclays, Citigroup, and Crédit Agricole CIB act as the lead banks. BNP Paribas and Deutsche Bank joined the syndicate in the late August expansion. The filings did not disclose the specific debt commitment sizes or leverage multiples. The inclusion of multiple major European banks indicates a substantial syndicated loan package.

The structure of the acquisition accommodates rigid aviation regulations. United Kingdom and European Union laws require airlines to remain majority-owned and controlled by eligible regional nationals. Apollo cannot take unrestricted control of easyJet under these rules.

Apollo structured Eagle Bidco Ltd, a Jersey-based entity, to execute the transaction while complying with the ownership mandates. The firm capped its own economic and voting control at 49.9 percent. An employee management trust based in the European Union will receive an allocation of up to 5 percent. Eligible European shareholders who elect the stub equity alternative will retain the remaining balance of the unlisted parent company, Topco.

Eligible shareholders can choose to roll their investments into Topco shares on a one-for-one basis. The transaction caps this stub equity alternative at 49.9 percent of the total share capital. The structure satisfies regulatory requirements while allowing Apollo to execute operational control through the board and shareholder agreements. easyJet will retain its corporate name and brand identity following the close.

Risks, conditions and key dates

The transaction faces several regulatory and procedural hurdles before completion. The parties published a formal schedule of conditions in the 6 August 2026 London Stock Exchange announcement.

• 15 October 2026: The target date for the dispatch of the formal scheme document. The United Kingdom Takeover Panel granted an extension for this publication on 24 August 2026. easyJet chief executive Kenton Jarvis confirmed this schedule on 8 October 2026.
• Mid-November 2026: The expected timeframe for the Court Meeting and General Meeting. Apollo requires approval from 75 percent of voting shareholders at these assemblies.
• Late 2026: The anticipated period for the United Kingdom Court sanction hearing. The court must approve the scheme of arrangement under Part 26 of the Companies Act 2006.
• Ongoing regulatory review: The European Commission must grant formal antitrust and aviation ownership clearance. The United Kingdom Civil Aviation Authority must also approve the transaction structure and confirm the airline retains its operating licenses under the new ownership.
• Early 2027: The expected completion date. Target management projects the deal will close before the end of the first quarter of 2027.

The primary risk to the transaction involves the regulatory review of the ownership structure. The European Commission closely scrutinizes arrangements designed to bypass non-regional ownership limits. The complex division of voting rights and economic interests must satisfy regulators that Apollo does not exert illegal de facto control over the carrier.

Where reports disagree

Financial publishers report conflicting figures regarding the United States dollar value of the transaction. Bloomberg News and Quartz reported a $7.5 billion valuation on 8 October 2026. Business Travel News cited a $7.67 billion figure on 6 August 2026. Financier Worldwide and CBS News published a $7.7 billion valuation in their respective November 2026 and July 2026 reports. The discrepancies originate from fluctuating foreign exchange rates applied to the £5.7 billion headline equity value.

Media outlets also disagree on the value of the withdrawn Castlelake LP bid. United Kingdom industry publication Airliners Live reported the Castlelake proposal at £5.2 billion on 6 July 2026. United States network CBS News valued the same Castlelake offer at $6.7 billion, which equates to approximately £5.5 billion, on 10 July 2026. The differing figures for the Castlelake offer stem from variations in the assumed share count and exchange rate timing used during the preliminary bidding phase.