EasyJet shareholders back Apollo's £5.7bn takeover

EasyJet shareholders approved the £5.7bn takeover of the airline by funds managed by Apollo Global Management on November 11, with 97.07 per cent of the shares voted at the court meeting backing the scheme. The vote moves easyJet closer to leaving the London Stock Exchange after 26 years, although court sanction and regulatory approvals are still required.

The offer, made through a vehicle called Eagle Bidco, pays 715p a share in cash, an 81 per cent premium to easyJet's closing price on May 28, the last trading day before the bidding contest began. Eligible shareholders can instead take unlisted shares in the new holding structure, subject to a three-year lock-up, and 96.67 per cent of votes cast at the separate general meeting supported the resolutions needed to implement the deal.

EasyJet suspended the votes attached to 233.9mn shares held by investors from outside the EU at the general meeting, 30.86 per cent of its issued capital, using powers in its articles intended to protect its compliance with EU ownership and control rules. Those rules require airlines holding EU operating licences to be majority-owned and effectively controlled by EU nationals, and investors from the EU held 35.07 per cent of easyJet's shares at the meeting.

Ownership is the most sensitive part of the deal, since Apollo is a US firm and has agreed to cap its stake at 49.9 per cent, with an EU trust holding up to 5 per cent to help satisfy European requirements. The European Works Council, which represents easyJet's employees, opposes the structure and has warned that it could weaken the airline's financial resilience.

The vote follows a contest that became public on May 29, when Castlelake, a US investment firm, emerged as a bidder and went on to raise its proposal several times to 690p before withdrawing on August 6, the day the board unanimously recommended Apollo's higher offer. Founder Sir Stelios Haji-Ioannou and his family, who own about 15.3 per cent of the company, agreed to support the takeover.

Apollo has said it will support easyJet's existing strategy, including the renewal of its Airbus fleet and the growth of its easyJet holidays business, and easyJet plans to keep its headquarters and operating licences. The court sanction hearing has not yet been scheduled, and easyJet expects the scheme to take effect before the end of March 2027, with a long-stop date of August 6 2027.

The deal would be one of the largest private equity buyouts of a European airline, and it comes as investors weigh how Europe's low-cost carriers will cope with higher fuel costs as the hedges that protected them this year thin out in 2027.

What to watch: the date of the court sanction hearing, the response of the UK Competition and Markets Authority and the European Commission, and whether regulators accept that the ownership structure keeps easyJet's European airline under EU control.