Pegasus Airlines Sets Up Dutch Unit for Smartwings Acquisition

Turkey’s Pegasus Airlines has established a Dutch subsidiary as part of its planned acquisition of Smartwings, the Czech carrier, advancing a deal structured to meet European Union ownership and control rules. The new entity, Pegasus Europe BV, was registered in the Netherlands on December 11, 2025, and is headquartered in Amsterdam.

According to publicly available records from the Dutch company register, Pegasus Europe BV was incorporated with a paid-up capital of just EUR1 (approximately USD1.20). While the register does not disclose the company’s shareholders, Pegasus Airlines has previously confirmed to ch-aviation that it will fully own the subsidiary.

The Dutch vehicle is expected to play a central role in Pegasus’ proposed takeover of Smartwings (Czechia), which operates from Prague Václav Havel Airport. The structure is designed to comply with EU regulations requiring airlines operating within the bloc to be majority owned and effectively controlled by EU nationals.

Pegasus has indicated that the ownership requirements will be met through the dual EU citizenship held by its shareholders, allowing the airline to retain full economic control of Pegasus Europe BV while satisfying regulatory conditions. Such arrangements are not uncommon in cross-border airline transactions involving non-EU carriers seeking access to the European market.

Smartwings is one of Central Europe’s largest airline groups, with operations spanning scheduled, charter, and wet-lease services. A Pegasus-backed acquisition would significantly expand the Turkish low-cost carrier’s footprint in Europe, strengthening its presence in both leisure and short-haul markets while adding operational scale.

For Pegasus Airlines, the move aligns with its broader growth strategy, which has focused on expanding its international network from Istanbul Sabiha Gökçen Airport and leveraging partnerships and acquisitions to gain access to new markets. The airline operates a large fleet of Airbus A320-family aircraft and has positioned itself as one of the fastest-growing low-cost carriers in the region.

The use of a Dutch holding company also reflects the Netherlands’ role as a popular jurisdiction for aviation and transport-related investments, offering a stable legal framework and familiarity with complex ownership structures.

Regulatory approvals in the Czech Republic and at the EU level will be required before the Smartwings transaction can be completed. While no timeline has been disclosed, the establishment of Pegasus Europe BV signals that the deal is moving into a more advanced phase.

If completed, the acquisition would mark a significant step in Pegasus Airlines’ European expansion and could reshape competitive dynamics in Central and Eastern Europe’s airline market.

Related News: https://airguide.info/category/air-travel-business/airline-finance/

Sources: AirGuide Business airguide.info, bing.com, ch-aviation.com