Connect Airways Limited entered into an agreement to acquire Flybe Group PLC (LSE:FLYB) from Simon Laffin, Ian Milne, Heather Lawrence, Elizabeth McMeikan, Christine Ourmières-Widener and others for £2.2 million on January 11, 2019. As per terms of the recommended cash offer, Connect Airways will pay £0.01 per share. The offer price has been agreed by the Flybe Board and Connect Airways on the basis that no dividend for the financial year ending March 31, 2019 will be paid by Flybe to Flybe shareholders. If any dividend or other distribution or return of value is proposed, declared, made, paid or becomes payable by Flybe in respect of a Flybe Share on or after the date of this announcement and prior to the scheme becoming effective, Connect Airways will have the right to reduce the value of the consideration payable for each Flybe Share by up to the amount per Flybe share of such dividend, distribution or return of value except where the Flybe share is or will be acquired pursuant to the scheme on a basis which entitles Connect Airways to receive the dividend, distribution or return of value and to retain it. The cash consideration payable by Connect Airways to Flybe shareholders will be financed through cash resources of Connect Airways, raised through an issue of shares in Connect Airways to DLP Holdings, Stobart Aviation and Virgin Atlantic prior to completion of the transaction. It is intended that the acquisition will be effected by means of a Court-sanctioned scheme of arrangement. Concurrently with announcing the acquisition, Cyrus, Stobart Group and Virgin Atlantic (investors in Connect Airways) have committed to make available a £20 million bridge loan facility to support Flybe's ongoing working capital and operational requirements. In addition, following completion of the acquisition, Cyrus, Stobart Group and Virgin Atlantic are intending to provide up to £80 million of further funding to the combined group to invest in its business and support its growth, as well as a contribution of Stobart Air. Connect Airways reserves the right to elect to implement the acquisition by way of a takeover offer. Pursuant to completion, Flybe will be a wholly-owned subsidiary of Connect Airways. Post the transaction, the combined group intends to operate independently of Virgin Atlantic with only support functions having some overlap. The combined group intends to maintain separate teams for Flybe's pilots and cabin crew. Flybe and Stobart Air will operate under a single management team, with commercial and back office support staff being integrated into a single team. All flying operations except Stobart Air will operate under the Virgin Atlantic brand to the extent possible. Upon completion of the acquisition, it is proposed that the Flybe Non-Executive Directors will be asked to resign from the Board and will be replaced by directors appointed by Connect Airways. The transaction is subject to Flybe shareholders’ approval, court approval, receipt of the necessary regulatory clearances and antitrust approval. The transaction has been unanimously approved by the directors of Flybe. The court and general meeting is scheduled to take place on March 4, 2019. As on March 4, 2019, Flybe shareholders approved the acquisition of a scheme of arrangement by Connect Airways. As on March 8, 2019, the deal has been granted the court approval. The transaction is expected to complete early in second quarter of 2019. The long stop date is September 30, 2019. Post the transaction, Flybe's Shares will be suspended from the Official List and from trading on the London Stock Exchange's Main Market for listed securities, and Flybe Shares will be disabled in CREST. Morgan Lewis & Bockius UK LLP and Hill Dickinson LLP acted as legal advisors and Barclays acted as financial advisor to Connect Airways. Bryan Cave Leighton Paisner LLP acted as legal advisor; and Evercore acted as financial advisor to Flybe. John Deans, Niall McBride, Nick Ivey, Jeremy Stone and Richard Sedlacek of Rothschild & Co is acting as financial advisor and Bob Moore, Mark Bardell, Ben Ward, Kim Dietzel, Veronica Roberts, Alison Brown, Kristen Roberts, Rex Rosales, Jahnavi Ramachandran, Siva Subramaniam, Michael Compton, Emma Stones, Claire Koller-Smith, Mehdi Tedjani, Victoria Newbold, Clemence Barraud, Ilze Vigo, John Chetwood, Caroline Joyce, Amanda Teoh, Michael Aherne, Alex Harrison Cripps of Herbert Smith Freehills LLP is acting as legal advisers to Virgin Atlantic (investor in Connect Airways). Alasdair Steele of CMS acted as financial advisor to Flybe Group PLC. Connect Airways Limited completed the acquisition of Flybe Group PLC (LSE:FLYB) from Simon Laffin, Ian Milne, Heather Lawrence, Elizabeth McMeikan, Christine Ourmières-Widener and others on March 11, 2019. Connect Airways will be the sole registered shareholder of Flybe Group PLC at the voting record time of the requisitioned general meeting convened for March 22, 2019. The latest date for the dispatch of cheques or settlement through CREST of the consideration due to Scheme Shareholders is March 25, 2019. Dealings in Flybe shares have been suspended from trading on the Main Market for listed securities of the London Stock Exchange with effect from March 11, 2019. The listing of Flybe Shares on the Official List of the FCA and the admission of Flybe Shares to trading on the Main Market for listed securities of the London Stock Exchange will be cancelled by no later than March 12, 2019. The court order has been delivered to the Registrar of Companies on March 11, 2019. The deal is approved by European Commission. As of article dated, October 15, 2019, as a part of the transaction, from 2020 year, Flybe Group will become Virgin Connect.