Edgar Filing: Spirit Airlines, Inc.

Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________________________________________________________________

Form 10-Q

_______________________________________________________________________

(Mark One)



ý	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2018



o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-35186

_______________________________________________________________________

SPIRIT AIRLINES, INC.

(Exact name of registrant as specified in its charter)

_______________________________________________________________________



Delaware	38-1747023
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

2800 Executive Way Miramar, Florida	33025
(Address of principal executive offices)	(Zip Code)

(954) 447-7920

(Registrant’s telephone number, including area code)

_______________________________________________________________________

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ý No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “small reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):



Large accelerated filer	ý	Accelerated filer	o
Non-accelerated filer	o	Smaller reporting company	o
(Do not check if a smaller reporting company)		Emerging growth company	o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. o

Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act). Yes o No ý

Indicate the number of shares outstanding of each of the registrant’s classes of common stock as of the close of business on October 18, 2018:



Class		Number of Shares
Common Stock, $0.0001 par value		68,264,513

Table of Contents

INDEX



			Page No.
Part I. Financial Information
	Item 1.	Condensed Financial Statements (unaudited)	1
		Condensed Statements of Operations - Three and Nine Months Ended September 30, 2018 and 2017	1
		Condensed Statements of Comprehensive Income - Three and Nine Months Ended September 30, 2018 and 2017	2
		Condensed Balance Sheets – September 30, 2018 and December 31, 2017	3
		Condensed Statements of Cash Flows – Nine Months Ended September 30, 2018 and 2017	4
		Notes to Condensed Financial Statements	5
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	28
		Glossary of Airline Terms	43
	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	45
	Item 4.	Controls and Procedures	46
Part II. Other Information
	Item 1.	Legal Proceedings	47
	Item 1A.	Risk Factors	48
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	49
	Item 3.	Defaults Upon Senior Securities	49
	Item 4.	Mine Safety Disclosures	49
	Item 5.	Other Information	49
	Item 6.	Exhibits	50
Signature			51

PART I. Financial Information


ITEM 1.	UNAUDITED CONDENSED FINANCIAL STATEMENTS

Spirit Airlines, Inc.

Condensed Statements of Operations

(unaudited, in thousands, except per share amounts)



	Three Months Ended September 30,						Nine Months Ended September 30,
	2018			2017			2018			2017
Operating revenues:
Passenger	$	887,956		$	669,072		$	2,413,447		$	1,922,239
Other	16,374			18,155			46,792			55,130
Total operating revenues	904,330			687,227			2,460,239			1,977,369

Operating expenses:
Aircraft fuel	258,818			158,300			709,644			440,376
Salaries, wages and benefits	185,043			134,114			527,895			391,144
Aircraft rent	42,682			53,396			134,618			163,032
Landing fees and other rents	54,542			48,498			162,774			134,538
Depreciation and amortization	43,773			36,840			128,764			103,680
Maintenance, materials and repairs	37,778			26,176			99,141			81,473
Distribution	37,868			29,695			103,496			85,302
Special charges (credits)	(686		)	7,853			88,656			12,629
Loss on disposal of assets	1,069			516			6,561			3,114
Other operating	98,318			87,965			283,841			268,553
Total operating expenses	759,205			583,353			2,245,390			1,683,841

Operating income	145,125			103,874			214,849			293,528

Other (income) expense:
Interest expense	21,925			15,018			60,272			41,237
Capitalized interest	(2,657		)	(3,203		)	(7,205		)	(10,125		)
Interest income	(4,776		)	(2,605		)	(13,272		)	(5,746		)
Other expense	302			114			623			221
Special charges, non-operating	1,744			—			90,357			—
Total other (income) expense	16,538			9,324			130,775			25,587

Income before income taxes	128,587			94,550			84,074			267,941
Provision for income taxes	31,107			34,506			20,262			99,395

Net income	$	97,480		$	60,044		$	63,812		$	168,546
Basic earnings per share	$	1.43		$	0.87		$	0.94		$	2.43
Diluted earnings per share	$	1.42		$	0.86		$	0.93		$	2.42

The accompanying Notes are an integral part of these Condensed Financial Statements.

Spirit Airlines, Inc.

Condensed Statements of Comprehensive Income

(unaudited, in thousands)



	Three Months Ended September 30,					Nine Months Ended September 30,
	2018			2017		2018		2017
Net income	$	97,480		$	60,044	$	63,812	$	168,546
Unrealized gain (loss) on short-term investment securities, net of deferred taxes of $(5), $7, $21 and ($6)	(7		)	13		70		(11		)
Interest rate derivative loss reclassified into earnings, net of taxes of $27, $31, $66 and $92	52			53		172		160
Other comprehensive income	$	45		$	66	$	242	$	149
Comprehensive income	$	97,525		$	60,110	$	64,054	$	168,695

The accompanying Notes are an integral part of these Condensed Financial Statements.

Spirit Airlines, Inc.

Condensed Balance Sheets

(unaudited, in thousands)



	September 30, 2018			December 31, 2017
Assets
Current assets:
Cash and cash equivalents	$	773,710		$	800,849
Short-term investment securities	102,201			100,937
Accounts receivable, net	63,526			49,323
Aircraft maintenance deposits, net	104,472			175,615
Income tax receivable	78,506			69,844
Prepaid expenses and other current assets	83,692			85,542
Total current assets	1,206,107			1,282,110

Property and equipment:
Flight equipment	3,023,898			2,291,110
Ground property and equipment	178,339			155,166
Less accumulated depreciation	(296,157		)	(207,808		)
	2,906,080			2,238,468
Deposits on flight equipment purchase contracts	253,825			253,687
Long-term aircraft maintenance deposits	144,642			150,617
Deferred heavy maintenance, net	191,632			99,915
Other long-term assets	79,445			121,003
Total assets	$	4,781,731		$	4,145,800

Liabilities and shareholders’ equity
Current liabilities:
Accounts payable	$	63,190		$	22,822
Air traffic liability	323,627			263,711
Current maturities of long-term debt and capital leases	150,862			115,430
Other current liabilities	287,142			262,370
Total current liabilities	824,821			664,333

Long-term debt and capital leases, less current maturities	1,770,904			1,387,498
Deferred income taxes	332,119			308,814
Deferred gains and other long-term liabilities	20,105			22,581
Shareholders’ equity:
Common stock	7			7
Additional paid-in-capital	368,451			360,153
Treasury stock, at cost	(66,999		)	(65,854		)
Retained earnings	1,533,545			1,469,732
Accumulated other comprehensive income (loss)	(1,222		)	(1,464		)
Total shareholders’ equity	1,833,782			1,762,574
Total liabilities and shareholders’ equity	$	4,781,731		$	4,145,800

The accompanying Notes are an integral part of these Condensed Financial Statements.

Spirit Airlines, Inc.

Condensed Statements of Cash Flows

(unaudited, in thousands)



	Nine Months Ended September 30,
	2018			2017
Operating activities:
Net income	$	63,812		$	168,546
Adjustments to reconcile net income to net cash provided by operations:
Losses reclassified from other comprehensive income	238			252
Stock-based compensation	8,293			6,723
Allowance for doubtful accounts (recoveries)	(12		)	(53		)
Amortization of deferred gains and losses and debt issuance costs	6,508			6,415
Depreciation and amortization	128,764			103,680
Deferred income tax expense	21,243			97,833
Loss on disposal of assets	6,561			3,114
Lease termination costs	—			12,629
Special charges, non-operating	90,357			—

Changes in operating assets and liabilities:
Accounts receivable	(14,191		)	(5,046		)
Aircraft maintenance deposits, net	10,543			(28,422		)
Prepaid income taxes	—			(160		)
Long-term deposits and other assets	(5,760		)	(69,307		)
Deferred heavy maintenance	(121,643		)	(12,032		)
Income tax receivable	(8,662		)	—
Accounts payable	38,771			13,829
Air traffic liability	59,916			73,639
Other liabilities	23,896			15,345
Other	(136		)	339
Net cash provided by operating activities	308,498			387,324
Investing activities:
Purchase of available-for-sale investment securities	(100,228		)	(96,851		)
Proceeds from the maturity of available-for-sale investment securities	99,134			95,881
Proceeds from sale of property and equipment	9,500			—
Pre-delivery deposits for flight equipment, net of refunds	(132,297		)	(121,702		)
Capitalized interest	(6,116		)	(8,054		)
Purchase of property and equipment	(420,586		)	(428,913		)
Net cash used in investing activities	(550,593		)	(559,639		)
Financing activities:
Proceeds from issuance of long-term debt	518,171			405,827
Proceeds from stock options exercised	5			45
Payments on debt obligations	(93,225		)	(63,352		)
Payments on capital lease obligations	(205,566		)	(291		)
Repurchase of common stock	(1,145		)	(1,238		)
Debt issuance costs	(3,284		)	(5,896		)
Net cash provided by financing activities	214,956			335,095
Net (decrease) increase in cash and cash equivalents	(27,139		)	162,780
Cash and cash equivalents at beginning of period	800,849			700,900
Cash and cash equivalents at end of period	$	773,710		$	863,680
Supplemental disclosures
Cash payments for:
Interest, net of capitalized interest	$	35,977		$	22,541
Income taxes paid, net of refunds	$	3,366		$	4,352
Non-cash transactions:
Capital expenditures funded by capital lease borrowings	$	(315	)	$	(1,370	)

The accompanying Notes are an integral part of these Condensed Financial Statements.

Notes to Condensed Financial Statements

(unaudited)


1.	Basis of Presentation

The accompanying unaudited condensed financial statements include the accounts of Spirit Airlines, Inc. ("the Company"). These unaudited condensed financial statements reflect all normal recurring adjustments which management believes are necessary to fairly present the financial position, results of operations and cash flows of the Company for the respective periods presented. Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with U.S. generally accepted accounting principles ("GAAP") have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission for Form 10-Q. These unaudited interim condensed financial statements should be read in conjunction with the audited financial statements of the Company and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2017 filed with the Securities and Exchange Commission on February 13, 2018.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect both the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ from these estimates.

The interim results reflected in the unaudited condensed financial statements are not necessarily indicative of the results that may be expected for other interim periods or for the full year.

Certain prior period amounts have been reclassified to conform to the current year's presentation and the adoption of Accounting Standards Update ("ASU") No. 2014-09, ("ASU 2014-09") "Revenue from Contracts with Customers".


2.	Recent Accounting Developments

Recently Adopted Accounting Pronouncements

Revenue from Contracts with Customers

In May 2014, the Financial Accounting Standards Board ("the FASB") issued Accounting Standards Update ("ASU") No. 2014-09, ("ASU 2014-09") "Revenue from Contracts with Customers." The objective of ASU 2014-09 is to establish a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The Company adopted this guidance on January 1, 2018 utilizing the full retrospective method of adoption allowed by the standard, in order to provide for comparative results in all periods presented. The most significant impact of this ASU is the elimination of the incremental cost method for frequent flier program accounting, which requires the Company to re-value and record a liability associated with customer flight miles earned as part of the Company’s frequent flier program with a relative fair value approach. The classification and timing of recognition of certain ancillary fees is also impacted by the adoption of ASU 2014-09. While the adoption did not have a significant impact on earnings, the classification of certain revenues, such as bags, seats and other travel-related fees are now deemed part of the single performance obligation of providing passenger transportation. Refer to Note 3, Revenue Recognition for information regarding the Company's adoption of ASU 2014-09 and to Note 4, Revenue Disaggregation for the presentation of passenger revenues disaggregated by fare and non-fare.

Financial Instruments

In January 2016, the FASB issued ASU 2016-01, “Financial Instruments – Overall (Subtopic 825-10).” ASU 2016-01 makes several modifications to Subtopic 825-10 including the elimination of the available-for-sale classification of equity investments, and requires equity investments with readily determinable fair values to be measured at fair value with changes in fair value recognized in net income. ASU 2016-01 is effective for the Company for interim and annual periods beginning January 1, 2018. The Company adopted this guidance on January 1, 2018 with no material impact on the financial statements.

Statement of Cash Flows

In August 2016, the FASB issued ASU No. 2016-15, "Statement of Cash Flows." The standard is intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. This standard is effective for the

Notes to Condensed Financial Statements—(Continued)

Company for fiscal years, and interim periods within those years, beginning January 1, 2018. The Company adopted this guidance on January 1, 2018 with no material impact on the financial statements.

Recently Issued Accounting Pronouncements Not Yet Adopted

Leases

In February 2016, the FASB issued ASU No. 2016-02, "Leases (Topic 842)." This standard will require all lessees to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments, for all leases with a term greater than 12 months. The standard is effective for the Company effective January 1, 2019. Early adoption is permitted. However, the Company does not plan to early adopt. The Company has established a cross functional project plan and is in the process of testing items necessary to account for the new standard. The Company expects this standard to have a significant impact on its condensed balance sheets due to the recognition of right-of-use assets and lease liabilities for leases. The Company does not expect the adoption to have a significant impact on its lease classification, a material impact on its condensed statement of operations, or a notable impact on its liquidity. Additionally, the Company does not expect the standard to have a material impact on the Company’s debt-covenant compliance under its current agreements. Refer to Note 10, Commitments and Contingencies for information regarding the Company's undiscounted future lease payments and the timing of those payments.

In July 2018, the FASB issued additional guidance on the accounting for leases. The guidance provides companies with another transition method that allows entities to recognize a cumulative-effect adjustment to the opening balance of retained earnings as of the date of adoption. Under this method, previously presented years’ financial positions and results would not be adjusted. The new guidance also provides lessors with a practical expedient, by class of underlying asset, to not separate non-lease components from the associated lease component if (1) the non-lease components would otherwise be accounted for under the new revenue recognition standard, (2) both the timing and pattern of transfer are the same for the non-lease components and associated lease component, and (3) if accounted for separately, the lease component would be classified as an operating lease. The Company is assessing the use of practical expedients in its accounting for leases.

Accounting for Credit Losses

In June 2016, the FASB issued ASU No. 2016-13, "Financial Instruments - Credit Losses." The standard requires the use of an "expected loss" model on certain types of financial instruments. The standard also amends the impairment model for available-for-sale securities and requires estimated credit losses to be recorded as allowances rather than as reductions to the amortized cost of the securities. This standard is effective for the Company for fiscal years, and interim periods within those years, beginning January 1, 2020, with early adoption permitted. The Company is evaluating the new guidance, but does not expect it to have a material impact on its financial statements.

Income Taxes

In March 2018, the FASB issued ASU 2018-05, Income Taxes ("Topic 740") - Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118. The standard amends Accounting Standards Codification 740, Income Taxes ("ASC 740") to provide guidance on accounting for the tax effects of the Tax Cuts and Jobs Act (the "Tax Act") pursuant to Staff Accounting Bulletin No. 118. The provisional income tax amounts recorded may be affected as the Company gains a more thorough understanding of the tax law, including those related to the deductibility of acquired assets, state tax treatment and amounts related to employee compensation. The provisional accounting impacts for the Company may change in future reporting periods until the accounting is finalized, which will occur no later than the fourth quarter of 2018. The Company does not expect material changes to the financial statements in the fourth quarter of 2018 as a result of finalizing the accounting for the Tax Act.


3.	Revenue Recognition

Passenger revenues

Fare revenues. Tickets sold are initially deferred as “air traffic liability.” Passenger fare revenues are recognized at time of departure when transportation is provided. All tickets sold by the Company are nonrefundable. An unused ticket expires at the date of scheduled travel and is recognized as revenue at the date of scheduled travel. Passenger revenues reported prior to

Notes to Condensed Financial Statements—(Continued)

the adoption of ASU 2014-09 are now reported as fare revenues within passenger revenues in the Company's disaggregated revenue table within Note 4, Revenue Disaggregation.

As of December 31, 2017 and 2016, the Company had air traffic liability ("ATL") balances of $263.7 million and $220.2 million, respectively. As of September 30, 2018, all of the ATL balance as of December 31, 2017 has been recognized.

Non-fare revenues.The adoption of ASU 2014-09 impacted the classification of certain ancillary items such as bags, seats and other travel-related fees, since they are deemed part of the single performance obligation of providing passenger transportation. These ancillary items are now recognized in non-fare revenues within passenger revenues in the Company's disaggregated revenue table within Note 4, Revenue Disaggregation.

Changes and cancellations. Customers may elect to change or cancel their itinerary prior to the date of departure. For changes, a service charge is recognized at time of departure of newly scheduled travel and is deducted from the face value of the original purchase price of the ticket, and the original ticket becomes invalid. For cancellations, a service charge is assessed and the amount remaining after deducting the service charge is called a credit shell which generally expires 60 days from the date the credit shell is created and can be used towards the purchase of a new ticket and the Company’s other service offerings. Both the service charge and credit shell amounts are recorded as deferred revenue and amounts expected to expire unused are estimated based on historical experience. Estimating the amount of credits that will go unused involves some level of subjectivity and judgment. However, given the relatively short period of time to expiration, this does not have a significant impact on the Company's financial statements.

Other revenues

Other revenues primarily consist of the marketing component of the sale of frequent flyer miles to the Company's credit card partner and commissions revenue from the sale of various items such as hotels and rental cars.

Frequent Flyer Program

The Company's frequent flyer program generates customer loyalty by rewarding customers with mileage credits to travel on Spirit. When traveling, customers earn redeemable mileage credits for each mile flown on Spirit. Customers can also earn mileage credits through participating companies such as the co-branded Spirit credit card. Mileage credits are redeemable by customers in future periods for air travel on Spirit.

To reflect the mileage credits earned, the program includes two types of transactions that are considered revenue arrangements with multiple performance obligations: (1) mileage credits earned with travel and (2) mileage credits sold to co-branded credit card partner.

The adoption of ASU 2014-09 eliminated the incremental cost method for frequent flier program accounting, which required the Company to re-value and record a liability associated with customer flight miles earned with travel as part of the Company’s frequent flier program with a relative fair value. Upon adoption of ASU 2014-09 on January 1, 2018, the Company recorded an increase to its air traffic liability of $12.4 million.

Passenger ticket sales earning mileage credits. Passenger ticket sales earning mileage credits provide customers with (1) mileage credits earned and (2) air transportation. The Company values each performance obligation on a standalone basis. To value the mileage credits earned, the Company considers the quantitative value a passenger receives by redeeming miles for a ticket rather than paying cash, which is referred to as equivalent ticket value ("ETV").

The Company defers revenue for the mileage credits when earned and recognizes loyalty travel awards in passenger revenue as the miles are redeemed and services are provided. The Company records the air transportation portion of the passenger ticket sales in air traffic liability and recognizes passenger revenue when transportation is provided or if the ticket goes unused.

Sale of mileage credits. Customers may earn mileage credits based on their spending with the Company's co-branded credit card company with which the Company has an agreement to sell mileage credits. The contract to sell mileage credits under this agreement has multiple performance obligations. During the nine months ended September 30, 2018 and 2017, total cash sales from this agreement were $29.6 million and $38.1 million, respectively, which are allocated to travel and other performance obligations, as discussed below.

Notes to Condensed Financial Statements—(Continued)

The Company's co-brand credit card agreement provides for joint marketing where cardholders earn mileage credits for making purchases using co-branded cards. During 2015, the Company extended its agreement with the administrator of the FREE SPIRIT affinity credit card program to extend through 2022. The Company accounts for this agreement consistently with the accounting method that allocates the consideration received to the individual products and services delivered. The value is allocated based on the relative selling prices of those products and services, which generally consists of (i) travel miles to be awarded, (ii) licensing of brand and access to member lists and (iii) advertising and marketing efforts. The Company determined the best estimate of the selling prices by considering discounted cash flow analysis using multiple inputs and assumptions, including: (1) the expected number of miles awarded and number of miles redeemed, (2) ETV for the award travel obligation, (3) licensing of brand and access to member lists and (4) advertising and marketing efforts.

The Company defers the amount for award travel obligation as part of loyalty deferred revenue within air traffic liability on the balance sheet and recognizes loyalty travel awards in passenger revenue as the mileage credits are used for travel. Revenue allocated to the remaining performance obligations, primarily marketing components, is recorded in other revenue over time as miles are delivered.

Mileage breakage. For mileage credits that the Company estimates are not likely to be redeemed ("breakage"), the Company recognizes the associated value proportionally during the period in which the remaining mileage credits are redeemed. Management uses statistical models to estimate breakage based on historical redemption patterns. A change in assumptions as to the period over which mileage credits are expected to be redeemed, the actual redemption activity for mileage credits or the estimated fair value of mileage credits expected to be redeemed could have an impact on revenues in the year in which the change occurs and in future years.

Current activity of frequent flyer program. Mileage credits are combined in one homogeneous pool and are not separately identifiable. As such, revenue is comprised of miles that were part of the frequent flyer deferred revenue balance at the beginning of the period as well as miles that were issued during the period.

The following tables show adjustments made due to the adoption of ASU 2014-09 on the December 31, 2017 and 2016 statements of operations. Previously reported results were derived from audited financial statements included in Company's Annual Report on Form 10-K for the fiscal years ended December 31, 2017 and December 31, 2016, as applicable.

Notes to Condensed Financial Statements—(Continued)



	Year Ended December 31, 2017
	(in thousands, except share and per share data)
	As Reported			Topic 606 Adjustment			As Adjusted
Operating revenues:
Passenger	$	1,366,034		$	1,206,853		$	2,572,887
Other	1,281,632			(1,210,967		)	70,665
Total operating revenues	2,647,666			(4,114		)	2,643,552

Operating expenses:
Aircraft fuel	615,581			—			615,581
Salaries, wages and benefits	527,959			—			527,959
Aircraft rent	205,852			—			205,852
Landing fees and other rents	180,655			—			180,655
Depreciation and amortization	140,152			—			140,152
Maintenance, materials and repairs	110,439			—			110,439
Distribution	113,620			(148		)	113,472
Special charges	12,629			—			12,629
Loss on disposal of assets	4,168			—			4,168
Other operating	347,820			—			347,820
Total operating expenses	2,258,875			(148		)	2,258,727

Operating income	388,791			(3,966		)	384,825

Other (income) expense:
Interest expense	57,302			—			57,302
Capitalized interest	(13,793		)	—			(13,793		)
Interest income	(8,736		)	—			(8,736		)
Other expense	366			—			366
Total other (income) expense	35,139			—			35,139

Income before income taxes	353,652			(3,966		)	349,686
Provision (benefit) for income taxes	(66,954		)	1,118			(65,836		)

Net income	$	420,606		$	(5,084	)	$	415,522
Basic earnings per share	$	6.08		$	(0.07	)	$	6.00
Diluted earnings per share	$	6.06		$	(0.07	)	$	5.99

Notes to Condensed Financial Statements—(Continued)



	Year Ended December 31, 2016
	(in thousands, except share and per share data)
	As Reported			Topic 606 Adjustment			As Adjusted
Operating revenues:
Passenger	$	1,200,621		$	1,057,180		$	2,257,801
Other	1,121,335			(1,059,115		)	62,220
Total operating revenues	2,321,956			(1,935		)	2,320,021

Operating expenses:
Salaries, wages and benefits	472,471			—			472,471
Aircraft fuel	447,553			—			447,553
Aircraft rent	201,675			—			201,675
Landing fees and other rents	151,679			—			151,679
Depreciation and amortization	101,136			—			101,136
Maintenance, materials and repairs	98,587			—			98,587
Distribution	96,627			268			96,895
Special charges	37,189			—			37,189
Loss on disposal of assets	4,187			—			4,187
Other operating	267,191			—			267,191
Total operating expenses	1,878,295			268			1,878,563

Operating income	443,661			(2,203		)	441,458

Other (income) expense:
Interest expense	41,654			—			41,654
Capitalized interest	(12,705		)	—			(12,705		)
Interest income	(5,276		)	—			(5,276		)
Other expense	528			—			528
Total other (income) expense	24,201			—			24,201

Income before income taxes	419,460			(2,203		)	417,257
Provision (benefit) for income taxes	154,581			(807		)	153,774

Net income	$	264,879		$	(1,396	)	$	263,483
Basic earnings per share	$	3.77		$	(0.02	)	$	3.75
Diluted earnings per share	$	3.76		$	(0.02	)	$	3.74

Notes to Condensed Financial Statements—(Continued)

The following table shows adjusted balances after the adoption of ASU 2014-09 on the quarterly statements of operations for each quarter of 2017.



	For the Quarter Ended
	March 31, 2017			June 30, 2017			September 30, 2017			December 31, 2017
	(in thousands, except share and per share data)
Operating revenues:
Passenger	$	572,287		$	680,880		$	669,072		$	650,647
Other	17,670			19,305			18,155			15,535
Total operating revenues	589,957			700,185			687,227			666,182

Operating expenses:
Aircraft fuel	139,782			142,294			158,300			175,205
Salaries, wages and benefits	127,138			129,892			134,114			136,815
Aircraft rent	57,070			52,566			53,396			42,820
Landing fees and other rents	40,448			45,592			48,498			46,117
Depreciation and amortization	31,509			35,331			36,840			36,472
Maintenance, materials and repairs	26,312			28,985			26,176			28,966
Distribution	25,772			29,835			29,695			28,170
Special charges	4,776			—			7,853			—
Loss on disposal of assets	1,105			1,493			516			1,054
Other operating	77,703			102,885			87,965			79,267
Total operating expenses	531,615			568,873			583,353			574,886

Operating income	58,342			131,312			103,874			91,296

Other (income) expense:
Interest expense	12,473			13,746			15,018			16,065
Capitalized interest	(3,580		)	(3,342		)	(3,203		)	(3,668		)
Interest income	(1,313		)	(1,828		)	(2,605		)	(2,990		)
Other expense	3			104			114			145
Total other (income) expense	7,583			8,680			9,324			9,552

Income before income taxes	50,759			122,632			94,550			81,744
Provision (benefit) for income taxes	19,498			45,391			34,506			(165,231		)

Net income	$	31,261		$	77,241		$	60,044		$	246,975
Basic earnings per share	$	0.45		$	1.11		$	0.87		$	3.59
Diluted earnings per share	$	0.45		$	1.11		$	0.86		$	3.58

Notes to Condensed Financial Statements—(Continued)

The following table shows quarterly adjustments made due to the adoption of ASU 2014-09 on the statements of operations for 2017.



				Adjustments for the Quarter Ended
	Full Year 2017 As Reported			March 31, 2017			June 30, 2017			September 30, 2017			December 31, 2017			Full Year 2017 Adjusted
	(in thousands, except share and per share data)
Operating revenues:
Passenger	$	1,366,034		$	272,525		$	308,959		$	312,865		$	312,504		$	2,572,887
Other	1,281,632			(274,314		)	(310,455		)	(312,869		)	(313,329		)	70,665
Total operating revenues	2,647,666			(1,789		)	(1,496		)	(4		)	(825		)	2,643,552

Operating expenses:
Aircraft fuel	615,581			—			—			—			—			615,581
Salaries, wages and benefits	527,959			—			—			—			—			527,959
Aircraft rent	205,852			—			—			—			—			205,852
Landing fees and other rents	180,655			—			—			—			—			180,655
Depreciation and amortization	140,152			—			—			—			—			140,152
Maintenance, materials and repairs	110,439			—			—			—			—			110,439
Distribution	113,620			(726		)	(73		)	226			425			113,472
Special charges	12,629			—			—			—			—			12,629
Loss on disposal of assets	4,168			—			—			—			—			4,168
Other operating	347,820			—			—			—			—			347,820
Total operating expenses	2,258,875			(726		)	(73		)	226			425			2,258,727

Operating income	388,791			(1,063		)	(1,423		)	(230		)	(1,250		)	384,825

Other (income) expense:
Interest expense	57,302			—			—			—			—			57,302
Capitalized interest	(13,793		)	—			—			—			—			(13,793		)
Interest income	(8,736		)	—			—			—			—			(8,736		)
Other expense	366			—			—			—			—			366
Total other (income) expense	35,139			—