EasyJet (LON:EZJ) shareholders have overwhelmingly approved the proposed £5.7 billion acquisition by Eagle Bidco, an entity backed by funds managed by Apollo Global Management (NYSE:APO). The vote, held on Wednesday, saw 97.07% of shares voted in favor of the scheme at the Court Meeting, signaling strong support for the deal that will take the budget airline private.
However, the approval comes with a notable caveat: voting rights on approximately 31% of the company's shares were suspended due to European ownership and control requirements. EasyJet suspended General Meeting votes attached to 233.9 million shares held by non-EU persons, representing 30.86% of its issued shares. This restriction, imposed under the company's articles, means the headline approval figures reflect votes cast, not support across all outstanding shares.
Understanding the Voting Dynamics
The Court Meeting and the General Meeting operated under different voting rules, leading to distinct outcomes. At the Court Meeting, 287.233 million shares voted in favor, with 8.656 million against, representing approval from 97.07% of votes cast. Meanwhile, the General Meeting saw 96.67% of votes cast in favor, with 247.836 million votes for and 8.529 million against. The suspension of voting rights on non-EU holdings meant the voting denominator differed from the share register, but the company clarified that suspended votes should not be construed as opposition to the deal.
As of November 11, 2026, EasyJet had 758.010 million issued shares. EU ownership stood at 35.07%, and the Court Meeting covered 39.03% of issued capital. The figures highlight the complexity of the voting process, which was influenced by regulatory constraints rather than shareholder sentiment.
Deal Terms and Background
Under the agreed cash terms, shareholders are entitled to £7.15 per share, valuing the equity at approximately £5.7 billion. This offer follows an earlier proposal from Castlelake at £6.90 per share, which the board had been inclined to recommend. Apollo's bid represents a 25 pence premium, a 3.62% increase over Castlelake's offer. Castlelake officially withdrew its bid on August 6, clearing the path for Apollo's proposal.
Shareholders also have the option to receive unlisted shares in the investment vehicle instead of cash, but this option carries a three-year lock-up period. The board has not made a recommendation between cash and shares, leaving the choice to individual investors. The unlisted shares option offers different liquidity terms compared to the cash consideration, which is an important consideration for shareholders.
Next Steps and Outlook
The acquisition still requires court sanction and regulatory approvals before completion. EasyJet anticipates the scheme will take effect before the end of March 2027, with a long-stop date of August 6, 2027. The court sanction hearing has not yet been scheduled, and setting that date along with confirming remaining conditions are the next unresolved steps.
The buyer has outlined plans to support fleet renewal and expand easyJet holidays, while retaining the company's headquarters and operating licences. These are stated intentions for the post-completion business, though they are not guaranteed by the shareholder vote.
Once completed, easyJet's London listing will be terminated, and the airline will operate under private ownership within the Apollo-backed structure. The deal marks a significant milestone for the airline, which has faced challenges in the post-pandemic environment. With strong shareholder backing, the acquisition moves closer to finalization, though regulatory hurdles remain.
