Atlas Air Worldwide (AAWW) 10-Q 3 Nov 22 2022 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2022	Oct. 28, 2022
Cover [Abstract]
Document Type	10-Q
Document period end date	Sep. 30, 2022
Amendment flag	false
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2022
Current fiscal year end date	--12-31
Entity central index key	0001135185
Entity filer category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity registrant name	Atlas Air Worldwide Holdings, Inc.
Entity common stock shares outstanding		28,364,198
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity File Number	001-16545
Entity Tax Identification Number	13-4146982
Entity Address, Address Line One	2000 Westchester Avenue
Entity Address, Address Line Two	Purchase
Entity Address, State or Province	NY
Entity Address, City or Town	New York
Entity Address, Postal Zip Code	10577
City Area Code	914
Local Phone Number	701-8000
Entity Incorporation, State or Country Code	DE
Title of 12(b) Security	Common Stock, $0.01 Par Value
Trading Symbol	AAWW
Security Exchange Name	NASDAQ
Entity Interactive Data Current	Yes
Document Quarterly Report	true
Document Transition Report	false

Consolidated Balance Sheets (Un

Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Current Assets
Cash and cash equivalents	$ 465,499	$ 910,965
Restricted cash	10,473	10,052
Accounts receivable, net of allowance of $2,039 and $4,003, respectively	259,663	305,905
Prepaid expenses, assets held for sale and other current assets	96,265	99,100
Total current assets	831,900	1,326,022
Property and Equipment
Flight equipment	5,803,732	5,449,100
Ground equipment	110,034	101,824
Less: accumulated depreciation	(1,466,810)	(1,319,636)
Flight equipment purchase deposits and modifications in progress	483,086	352,422
Property and equipment, net	4,930,042	4,583,710
Other Assets
Operating lease right-of-use assets	114,999	138,744
Deferred costs and other assets	305,516	329,971
Intangible assets, net and goodwill	60,274	64,796
Total Assets	6,242,731	6,443,243
Current Liabilities
Accounts payable	93,959	82,885
Accrued liabilities	611,591	641,978
Current portion of long-term debt and finance leases	397,875	639,811
Current portion of long-term operating leases	53,988	55,383
Total current liabilities	1,157,413	1,420,057
Other Liabilities
Long-term debt and finance leases	1,578,888	1,655,075
Long-term operating leases	125,251	166,022
Deferred taxes	415,683	354,798
Financial instruments and other liabilities	32,752	37,954
Total other liabilities	2,152,574	2,213,849
Commitments and contingencies	0	0
Stockholders’ Equity
Preferred stock, $1 par value; 10,000,000 shares authorized; no shares issued	0	0
Common stock, $0.01 par value; 100,000,000 shares authorized; 35,271,413 and 34,707,860 shares issued, 28,364,198 and 29,215,702 shares outstanding (net of treasury stock), as of September 30, 2022 and December 31, 2021, respectively	352	347
Additional paid-in capital	871,099	934,516
Treasury stock, at cost; 6,907,215 and 5,492,158 shares, respectively	(337,626)	(225,461)
Accumulated other comprehensive income (loss)	59	(511)
Retained earnings	2,398,860	2,100,446
Total stockholders’ equity	2,932,744	2,809,337
Total Liabilities and Equity	$ 6,242,731	$ 6,443,243

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Allowance for doubtful accounts receivable	$ 2,039	$ 4,003
Preferred stock par value	$ 1	$ 1
Preferred stock shares authorized	10,000,000	10,000,000
Preferred stock shares issued	0	0
Common stock par value	$ 0.01	$ 0.01
Common stock shares authorized	100,000,000	100,000,000
Common stock shares issued	35,271,413	34,707,860
Common stock shares outstanding	28,364,198	29,215,702
Treasury stock shares	6,907,215	5,492,158

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Operating Revenue	$ 1,124,554	$ 1,016,100	$ 3,341,681	$ 2,867,832
Operating Expenses
Aircraft fuel	352,289	216,638	982,508	594,458
Salaries, wages and benefits	264,685	231,437	848,610	642,417
Maintenance, materials and repairs	116,622	102,819	343,576	356,499
Depreciation and amortization	78,431	73,468	224,991	207,918
Travel	57,237	42,966	152,724	120,585
Navigation fees, landing fees and other rent	41,319	46,622	119,764	138,918
Passenger and ground handling services	33,138	40,268	102,821	121,837
Aircraft rent	13,603	15,485	39,211	53,928
Gain on disposal of flight equipment	0	(810)	(6,221)	(794)
Special charge	6,299	0	8,932	0
Transaction-related expenses	6,889	168	6,889	486
Other	62,284	63,106	172,576	183,366
Total Operating Expenses	1,032,796	832,167	2,996,381	2,419,618
Operating Income	91,758	183,933	345,300	448,214
Non-operating Expenses (Income)
Interest income	(2,426)	(159)	(3,539)	(559)
Interest expense	19,177	27,173	59,524	81,345
Capitalized interest	(3,080)	(2,335)	(10,183)	(5,456)
Loss on early extinguishment of debt	0	0	689	0
Unrealized loss on financial instruments	0	0	0	113
Other (income) expense, net	(138)	3,136	81	(41,174)
Total Non-operating Expenses (Income)	13,533	27,815	46,572	34,269
Income before income taxes	78,225	156,118	298,728	413,945
Income tax expense	18,125	36,583	68,859	97,367
Net Income	$ 60,100	$ 119,535	$ 229,869	$ 316,578
Earnings per share:
Basic	$ 2.12	$ 4.12	$ 8.07	$ 10.98
Diluted	$ 1.79	$ 3.91	$ 6.82	$ 10.52
Weighted average shares:
Basic	28,326	29,023	28,472	28,844
Diluted	34,066	30,547	34,143	30,117

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Statement of Comprehensive Income [Abstract]
Net Income	$ 60,100	$ 119,535	$ 229,869	$ 316,578
Other comprehensive income:
Reclassification to loss on early extinguishment of debt	0	0	639	0
Reclassification to interest expense	(16)	250	106	774
Income tax benefit	0	(60)	(175)	(184)
Other comprehensive income	(16)	190	570	590
Comprehensive Income	$ 60,084	$ 119,725	$ 230,439	$ 317,168

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Operating Activities:
Net Income	$ 229,869	$ 316,578
Adjustments to reconcile Net Income to net cash provided by operating activities:
Depreciation and amortization	262,881	265,231
Reversal of expected credit losses	(538)	(377)
Loss on early extinguishment of debt	689	0
Special charge	8,932	0
Unrealized loss on financial instruments	0	113
Gain on disposal of flight equipment	(6,221)	(794)
Deferred taxes	67,848	96,053
Stock-based compensation	9,438	10,653
Changes in:
Accounts receivable	49,129	(15,785)
Prepaid expenses, current assets and other assets	(17,008)	(43,297)
Accounts payable, accrued liabilities and other liabilities	(29,444)	(19,442)
Net cash provided by operating activities	575,575	608,933
Investing Activities:
Capital expenditures	(79,230)	(64,132)
Purchase deposits and payments for flight equipment and modifications	(493,826)	(346,028)
Investment in joint ventures	(9,341)	(2,424)
Proceeds from disposal of flight equipment	13,500	9,470
Net cash used for investing activities	(568,897)	(403,114)
Financing Activities:
Proceeds from debt issuance	230,000	23,948
Payment of debt issuance costs	(2,176)	(1,274)
Payments of debt and finance lease obligations	(580,402)	(271,078)
Purchase of treasury stock	(100,000)	0
Customer maintenance reserves and deposits received	12,911	13,491
Customer maintenance reserves paid	0	(35,608)
Treasury shares withheld for payment of taxes	(12,056)	(7,438)
Net cash used for financing activities	(451,723)	(277,959)
Net increase (decrease) in cash, cash equivalents and restricted cash	(445,045)	(72,140)
Cash, cash equivalents and restricted cash at the beginning of period	921,017	856,281
Cash, cash equivalents and restricted cash at the end of period	475,972	784,141
Noncash Investing and Financing Activities:
Acquisition of property and equipment included in Accounts payable and accrued liabilities	15,344	16,802
Acquisition of property and equipment acquired under operating leases	1,119	9,661
Acquisition of flight equipment under finance leases	3,321	191,913
Issuance of shares related to settlement of warrant liability	0	31,582
Issuance of shares related to settlement of convertible notes	$ 7,901	$ 0

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands	Total	Cumulative Effect, Period of Adoption, Adjustment [Member]	Common Stock [Member]	Common Stock [Member] Cumulative Effect, Period of Adoption, Adjustment [Member]	Treasury Stock [Member]	Treasury Stock [Member] Cumulative Effect, Period of Adoption, Adjustment [Member]	Additional Paid-In Capital [Member]	Additional Paid-In Capital [Member] Cumulative Effect, Period of Adoption, Adjustment [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Accumulated Other Comprehensive Income (Loss) [Member] Cumulative Effect, Period of Adoption, Adjustment [Member]	Retained Earnings [Member]	Retained Earnings [Member] Cumulative Effect, Period of Adoption, Adjustment [Member]
Beginning Balance at Dec. 31, 2020	$ 2,261,539		$ 329		$ (217,889)		$ 873,874		$ (1,904)		$ 1,607,129
Net Income	316,578		0		0		0		0		316,578
Other comprehensive income	590		0		0		0		590		0
Stock-based compensation	10,653		0		0		10,653		0		0
Issuance of warrants	10,760		0		0		10,760		0		0
Treasury shares withheld for payment of taxes	(7,438)		0		(7,438)		0		0		0
Issuance of shares related to settlement of warrant	31,582		13		0		31,569		0		0
Issuance of shares of restricted stock	0		3		0		(3)		0		0
Ending Balance at Sep. 30, 2021	2,624,264		345		(225,327)		926,853		(1,314)		1,923,707
Beginning Balance at Jun. 30, 2021	2,497,054		345		(225,321)		919,362		(1,504)		1,804,172
Net Income	119,535		0		0		0		0		119,535
Other comprehensive income	190		0		0		0		190		0
Stock-based compensation	3,187		0		0		3,187		0		0
Issuance of warrants	4,304		0		0		4,304		0		0
Treasury shares withheld for payment of taxes	(6)		0		(6)		0		0		0
Issuance of shares of restricted stock	0		0		0		0		0		0
Ending Balance at Sep. 30, 2021	2,624,264		345		(225,327)		926,853		(1,314)		1,923,707
Beginning Balance at Dec. 31, 2021	2,809,337	$ (24,041)	347	$ 0	(225,461)	$ 0	934,516	$ (92,586)	(511)	$ 0	2,100,446	$ 68,545
Net Income	229,869		0		0		0		0		229,869
Other comprehensive income	570		0		0		0		570		0
Stock-based compensation	9,438		0		0		9,438		0		0
Issuance of shares related to settlement of convertible notes and warrants	7,901		1		0		7,900		0		0
Receipt of shares related to settlement of convertible note hedge transaction	0		0		0		0		0		0
Issuance of warrants	11,835		0		0		11,835		0		0
Purchase of shares of treasury stock	(100,109)		0		(100,109)		0		0		0
Treasury shares withheld for payment of taxes	(12,056)		0		(12,056)		0		0		0
Issuance of shares of restricted stock	0		4		0		(4)		0		0
Ending Balance at Sep. 30, 2022	2,932,744		352		(337,626)		871,099		59		2,398,860
Beginning Balance at Jun. 30, 2022	2,864,566		352		(337,635)		863,014		75		2,338,760
Net Income	60,100		0		0		0		0		60,100
Other comprehensive income	(16)		0		0		0		(16)		0
Stock-based compensation	3,781		0		0		3,781		0		0
Issuance of shares related to settlement of convertible notes and warrants	0		0		0		0		0		0
Receipt of shares related to settlement of convertible note hedge transaction	0		0		0		0		0		0
Issuance of warrants	4,304		0		0		4,304		0		0
Treasury shares withheld for payment of taxes	9		0		9		0		0		0
Issuance of shares of restricted stock	0		0				0		0		0
Ending Balance at Sep. 30, 2022	$ 2,932,744		$ 352		$ (337,626)		$ 871,099		$ 59		$ 2,398,860

Consolidated Statements of St_2

Consolidated Statements of Stockholders' Equity (Parentheticals) (Unaudited) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Statement of Stockholders' Equity [Abstract]
Issuance of shares related to settlement of convertible notes and warrants	42,640		181,149
Receipt of shares related to settlement of convertible note hedge transaction	205		26,162
Purchase of shares of treasury stock			1,234,144
Treasury shares withheld for payment of taxes	130	495	154,751	130,227
Issuance of shares of restricted stock	798	93	382,404	357,582
Issuance of shares related to settlement of warrant				1,280,450

Basis of Presentation

Basis of Presentation	9 Months Ended
	Sep. 30, 2022
Basis Of Presentation [Abstract]
Basis of Presentation	1. Basis of Presentation Our consolidated financial statements include the accounts of the holding company, Atlas Air Worldwide Holdings, Inc. (“AAWW”), and its consolidated subsidiaries. AAWW is the parent company of our principal operating subsidiary, Atlas Air, Inc. (“Atlas”), and several subsidiaries related to our dry leasing services (collectively referred to as “Titan”). AAWW also has a 51 % equity interest and 75 % voting interest in Polar Air Cargo Worldwide, Inc. (“Polar”). We record our share of Polar’s results under the equity method of accounting. Polar is a variable interest entity that we do not consolidate because we are not the primary beneficiary and we generally do not have any financial exposure to fund debt obligations or operating losses of Polar (see Note 4 for further discussion). The terms “we,” “us,” “our,” and the “Company” mean AAWW and all entities included in its consolidated financial statements. We provide outsourced aircraft and aviation operating services throughout the world, serving Africa, Asia, Australia, Europe, the Middle East, North America and South America through: (i) contractual service arrangements, including those through which we provide aircraft to customers and value-added services, including crew, maintenance and insurance (“ACMI”), crew, maintenance and insurance, but not the aircraft (“CMI”) and cargo and passenger charter services (“Charter”); and (ii) dry leasing aircraft and engines (“Dry Leasing” or “Dry Lease”). The accompanying unaudited consolidated financial statements and related notes (the “Financial Statements”) have been prepared in accordance with the U.S. Securities and Exchange Commission (the “SEC”) requirements for quarterly reports on Form 10-Q, and consequently exclude certain disclosures normally included in audited consolidated financial statements prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). Intercompany accounts and transactions have been eliminated. The Financial Statements should be read in conjunction with the audited consolidated financial statements and the notes included in the AAWW Annual Report on Form 10-K for the year ended December 31, 2021, which includes additional disclosures and a summary of our significant accounting policies. The December 31, 2021 balance sheet data was derived from that Annual Report. In our opinion, these Financial Statements include all adjustments, consisting of normal recurring items, considered necessary by management to fairly state the Company’s results of operations, financial position, and cash flows. Our quarterly results are subject to seasonal and other fluctuations, including fluctuations resulting from the global COVID-19 pandemic and the operating results for any quarter are therefore not necessarily indicative of results that may be otherwise expected for the entire year. Except for per share data, all dollar amounts are in thousands unless otherwise noted.

Merger Agreement

Merger Agreement	9 Months Ended
	Sep. 30, 2022
Business Combinations [Abstract]
Merger Agreement	2. Merger Agreement On August 4, 2022, we entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Rand Parent, LLC (“Parent”), a company affiliated with certain funds managed by affiliates of Apollo Global Management, Inc., J.F. Lehman & Company, Inc. and Hill City Capital L.P. (collectively, the “Buyers”) and Rand Merger Sub, Inc, a wholly owned subsidiary of Parent (“MergerCo”), pursuant to which, subject to the terms and conditions thereof, MergerCo will be merged with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly owned subsidiary of Parent. Upon completion of the Merger, AAWW will become a privately held company and shares of AAWW common stock will no longer be listed or publicly traded on The NASDAQ Global Select Market. Subject to the terms and conditions set forth in the Merger Agreement, which has been unanimously approved by the board of directors, at the effective time of the Merger (the “Effective Time”), each share of the Company’s common stock issued and outstanding (subject to certain exceptions set forth in the Merger Agreement) shall be converted into the right to receive $ 102.50 in cash, without interest (the “Merger Consideration”). At the Effective Time, each outstanding warrant with an exercise price of $ 37.34 per share, as adjusted, issued to Amazon.com, Inc. and its subsidiary, Amazon Fulfillment Services, Inc., (collectively “Amazon”) (see Note 5 for further discussion), shall automatically vest and be exercised in accordance with its terms for the Merger Consideration and each outstanding warrant issued to the U.S. Treasury shall become exercisable for the Merger Consideration. No other warrants issued to Amazon will vest or become exercisable in connection with the Merger. In addition, at the Effective Time, each restricted share unit (including those subject to performance-based vesting conditions) will vest and be canceled and the holder will be entitled to receive an amount in cash equal to the number of shares of common stock underlying such award (assuming all performance goals are achieved at the maximum level of performance) multiplied by the Merger Consideration. The consummation of the Merger is subject to certain closing conditions, including, among other things: (i) the approval of the Company’s stockholders; (ii) the expiration or early termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended as well as certain non-U.S. antitrust approvals; (iii) the receipt of certain required consents or approvals from (a) the U.S. Department of Transportation, (b) the Federal Communications Commission and (c) certain other regulatory agencies; (iv) the absence of legal restraints prohibiting the Merger; and (v) other customary conditions specified in the Merger Agreement. The Merger Agreement contains certain termination rights for the Company and Parent, including, among others, the right of (1) either party to terminate the Merger Agreement if the Merger is not consummated by March 4, 2023 (subject to certain exceptions set forth in the Merger Agreement), (2) the Company to terminate the Merger Agreement in order to enter into a definitive acquisition agreement providing for a Superior Proposal (as defined in the Merger Agreement) and (3) Parent to terminate the Merger Agreement if the Board changes its recommendation with respect to the Merger Agreement. Upon termination of the Merger Agreement under specified circumstances, the Company would be required to pay Parent a termination fee. Generally, if the termination fee becomes payable as a result of the Company terminating the Merger Agreement in order to enter into a definitive acquisition agreement, or by Parent as a result of the Board changing its recommendation with respect to the Merger or under certain other circumstances, the amount of the termination fee will be $ 97.5 million. If the Company terminates the Merger Agreement as a result of Parent’s breach of the Merger Agreement or because Parent fails to consummate the Merger when required by the Merger Agreement, the Company will be entitled to receive a termination fee of $ 227.4 million. The Company has incurred and will incur certain costs relating to the proposed Merger, such as financial advisory, legal, accounting and other professional services fees. During the three and nine months ended September 30, 2022 , we recognized $ 6.9 million in Transaction-related expenses.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2022
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	3. Summary of Significant Accounting Policies Heavy Maintenance Except as described in the paragraph below, we account for heavy maintenance costs for airframes and engines using the direct expense method. Under this method, heavy maintenance costs are charged to expense upon induction, based on our best estimate of the costs after considering multiple factors, including historical costs, experience and information provided by third-party maintenance providers. These estimates may be subsequently adjusted for changes and the final determination of actual costs incurred. As of September 30, 2022 and December 31, 2021 , Accrued heavy maintenance was $ 64.3 million and $ 79.6 million, respectively. We account for heavy maintenance costs for airframes and engines used in our Dry Leasing segment and engines used on our 747-8F and 777-200 aircraft using the deferral method. Under this method, we defer the expense recognition of scheduled heavy maintenance events, which are amortized over the shorter of the estimated period until the next scheduled heavy maintenance event is required or remaining lease term. Amortization of deferred maintenance expense included in Depreciation and amortization was $ 11.7 million and $ 35.0 million for the three and nine months ended September 30, 2022 , respectively. Amortization of deferred maintenance expense included in Depreciation and amortization was $ 12.8 million and $ 37.1 million for the three and nine months ended September 30, 2021 , respectively. Deferred maintenance included within Deferred costs and other assets is as follows: Balance as of December 31, 2021 $ 180,675 Deferred maintenance costs 21,792 Special charge (1) ( 1,628 ) Amortization of deferred maintenance ( 34,998 ) Balance as of September 30, 2022 $ 165,841 (1) See Note 7 for further discussion. Property and Equipment Committed capital expenditures are expected to be $ 261.8 million for the remainder of 2022 and $ 477.4 million in 2023. These expenditures include delivery payments for our January 2021 agreement to purchase four 747-8F aircraft from The Boeing Company (“Boeing”). The first two of these aircraft were delivered in May and October of 2022 and the remaining two are expected to be delivered during the fourth quarter of 2022 and first quarter of 2023. These amounts also include pre-delivery and delivery payments for our December 2021 agreement to purchase four new 777-200LRF aircraft from Boeing. The first of these aircraft is expected to be delivered late in the fourth quarter of 2022 and the remaining three throughout 2023. In addition, the a mounts include other agreements to acquire spare engines. Payroll Support Program under the CARES Act In May 2020, two subsidiaries of the Company, Atlas and Southern Air, Inc. (“Southern Air”, and together with Atlas, the “PSP Recipients”) entered into an agreement with the U.S. Treasury (the "PSP Agreement") with respect to payroll support funding available to cargo carriers under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). AAWW also entered into a Warrant Agreement (the “Warrant Agreement”) with the U.S. Treasury, and AAWW issued a senior unsecured promissory note to the U.S. Treasury (the “Promissory Note”), with the PSP Recipients as guarantor. In connection with the payroll support funding received in 2020 under the PSP Agreement, we issued warrants to the U.S. Treasury to acquire up to 625,452 shares of our common stock. Any unexercised warrants will expire in 2025 on the fifth anniversary of the issue date of each warrant. As of September 30, 2022 , no portion of the warrants have been exercised. We initially recognized deferred grant income within Accrued liabilities for the difference between the payroll support funding received in 2020 under the PSP Agreement and the amounts recorded for the Promissory Note and the Warrant Agreement. All grant income has been subsequently recognized within Other (income) expense, net in the consolidated statement of operations on a pro-rata basis over the periods that the qualifying employee wages, salaries and benefits were paid. During the nine months ended September 30, 2021 , we recognized the remaining $ 40.9 million of deferred grant income within Other (income) expense, net in the consolidated statement of operations. Recent Accounting Pronouncement Adopted in 2022 In August 2020, the Financial Accounting Standards Board amended its accounting guidance for certain financial instruments with characteristics of liabilities and equity, including convertible debt instruments. For convertible debt with a cash conversion feature, the amended guidance removes the accounting model to separately account for the liability and equity components, which resulted in the amortization of a debt discount to interest expense. Under this amended guidance, such convertible debt is accounted for as a single debt instrument with no amortization of a debt discount, unless certain other conditions are met. The amended guidance also requires the use of the if-converted method when calculating the dilutive impact of convertible debt on earnings per share. Effective January 1, 2022, we adopted the amended guidance using the modified retrospective approach, under which the guidance was applied only to the most current period presented. On January 1, 2022, we recorded an increase of $ 31.0 million to the carrying value of our convertible notes, a reduction of $ 6.9 million to deferred tax liabilities, a reduction of $ 92.6 million to Additional paid-in capital and an increase of $ 68.5 million to Retained earnings for the cumulative effect of adoption.

Related Parties

Related Parties	9 Months Ended
	Sep. 30, 2022
Related Party Transactions [Abstract]
Related Parties	4. Related Parties Polar AAWW has a 51 % equity interest and 75 % voting interest in Polar. DHL Network Operations (USA), Inc. (“DHL”), a subsidiary of Deutsche Post AG, holds a 49 % equity interest and a 25 % voting interest in Polar. Polar is a variable interest entity that we do not consolidate because we are not the primary beneficiary as the risks associated with the direct costs of operation are with DHL. Under a 20-year blocked space agreement, which began in 2008, Polar provides air cargo capacity to DHL. Atlas has several agreements with Polar to provide ACMI, CMI, Dry Leasing, administrative, sales and ground support services to one another. We do not have any financial exposure to fund debt obligations or operating losses of Polar, except for any liquidated damages that we could incur under these agreements. The following table summarizes our transactions and balances with Polar: For the Three Months Ended For the Nine Months Ended Revenue and Expenses: September 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021 Revenue from Polar $ 68,146 $ 81,119 $ 235,090 $ 234,036 Ground handling and airport fees to Polar 842 1,096 2,859 2,917 Accounts receivable/payable as of: September 30, 2022 December 31, 2021 Receivables from Polar $ 4,671 $ 22,311 Payables to Polar 868 3,082 Aggregate Carrying Value of Polar September 30, 2022 December 31, 2021 Aggregate Carrying Value of Polar $ 4,870 $ 4,870 In addition to the amounts in the table above, Atlas recognized revenue from flying on behalf of Polar of $ 21.2 million and $ 95.2 million for the three and nine months ended September 30, 2022 , respectively. Atlas recognized revenue from flying on behalf of Polar of $ 28.3 million and $ 151.4 million for the three and nine months ended September 30, 2021, respectively. Dry Leasing Joint Venture We hold a 10 % interest in a joint venture with an unrelated third party, which we entered into in December 2019, to develop a diversified freighter aircraft dry leasing portfolio. Through Titan, we provide aircraft and lease management services to the joint venture for fees based upon aircraft assets under management, among other things. Our investment in the joint venture is accounted for under the equity method of accounting. Under the joint venture, we have a commitment to provide up to $ 40.0 million of capital contributions before December 2022, of which $ 15.6 million has been contributed as of September 30, 2022. Our maximum exposure to losses from the entity is limited to our investment. The following table summarizes our transactions and balances with our dry leasing joint venture: For the Three Months Ended For the Nine Months Ended Revenue and Expenses: September 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021 Revenue from dry leasing joint venture $ 850 $ 288 $ 1,784 $ 423 Aircraft rent to dry leasing joint venture 2,250 2,250 6,750 6,750 Aggregate Carrying Value of September 30, 2022 December 31, 2021 Aggregate Carrying Value of $ 14,847 $ 8,448 Parts Joint Venture We hold a 50 % interest in a joint venture with an unrelated third party to purchase rotable parts and provide repair services for those parts, primarily for 747-8F aircraft. The joint venture is a variable interest entity and we have not consolidated the joint venture because we are not the primary beneficiary as we do not exercise financial control. Our investment in the joint venture is accounted for under the equity method of accounting and was $ 20.0 million as of September 30, 2022 and $ 19.2 million as of December 31, 2021 . Our maximum exposure to losses from the entity is limited to our investment, which is composed primarily of rotable inventory parts. The joint venture does not have any third-party debt obligations. We had Accounts receivable from the joint venture of $ 0.1 million as of September 30, 2022 and $ 0.3 million as of December 31, 2021 . We had Accounts payable to the joint venture of $ 0.6 million as of September 30, 2022 and $ 1.2 million as of December 31, 2021 .

Amazon

Amazon	9 Months Ended
	Sep. 30, 2022
Warrants and Rights Note Disclosure [Abstract]
Amazon	5. Amazon In May 2016, we entered into certain agreements with Amazon which involve, among other things, CMI operation of up to 20 Boeing 767-300 freighter aircraft for Amazon by Atlas, as well as Dry Leasing by Titan. The Dry Leases have a term of ten years from the commencement of each agreement, while the CMI operations are for seven years from the commencement of each agreement (with an option for Amazon to extend the term to ten years ). As of September 30, 2022, 19 767-300 freighters were in Dry Lease service, of which 17 were operating in CMI service. In conjunction with the agreements entered into in May 2016, we granted Amazon a warrant providing the right to acquire up to 20% of our outstanding common shares, as of the date of the agreements , after giving effect to the issuance of shares pursuant to the warrants, at an exercise price of $ 37.34 per share, as adjusted (“Warrant A”). All 7.5 million shares, as adjusted, vested in full and have been exercised. The agreements entered into in May 2016 also provided incentives for future growth of the relationship with Amazon. In that regard, we granted Amazon a warrant to acquire up to an additional 10 % of our outstanding common shares, as of the date of the agreements , after giving effect to the issuance of shares pursuant to the warrants, for an exercise price of $ 37.34 per share, as adjusted (“Warrant B”). This warrant to purchase 3.77 million shares, as adjusted, will vest in increments of 37,660 shares, as adjusted, each time Amazon has paid $ 4.2 million of revenue to us, up to a total of $ 420.0 million, for incremental business beyond the original 20 767-300 freighters. As of September 30, 2022 , 1,355,760 shares, as adjusted, of Warrant B have vested, of which 790,860 shares remain unexercised. Warrant B will expire if not exercised in accordance with its terms by May 4, 2023 . In March 2019, we amended the agreements entered into in 2016 with Amazon, pursuant to which we began providing CMI services using Boeing 737-800 freighter aircraft provided by Amazon. The 737-800 CMI operations are for a term of seven years from the commencement of each agreement (with an option for Amazon to extend the term to ten years ). As of September 30, 2022, eight 737-800 freighter aircraft were operating in CMI service. In connection with the amended agreements, we granted Amazon a warrant to acquire up to an additional 9.9 % of our outstanding common shares, as of the date of the agreements , after giving effect to the issuance of shares pursuant to the warrant, for an exercise price of $ 52.67 per share, as adjusted (“Warrant C”). Only if Warrant B vests in full, this warrant to purchase 6.66 million shares, as adjusted, would vest in increments of 45,623 shares, as adjusted, each time Amazon has paid $ 6.9 million of revenue to us, up to a total of $ 1.0 billion, for incremental business beyond Warrant A and Warrant B. As of September 30, 2022 , no portion of Warrant C has vested. Warrant C will expire if not exercised in accordance with its terms by March 27, 2026 . Further, in the event that Warrant B does not vest in full on or prior to its May 4, 2023 expiration, then Warrant C will no longer be exercisable by Amazon as of that date. While Amazon would be entitled to vote the shares it owns up to 14.9 % of our outstanding common shares, in its discretion, it would be required to vote any shares it owns in excess of 14.9 % of our outstanding common shares in accordance with the recommendation of our board of directors. We amortized $ 9.5 million and $ 29.4 million of the customer incentive asset as a reduction of Operating Revenue for the three and nine months ended September 30, 2022 , respectively. We amortized $ 11.3 million and $ 33.3 million of the customer incentive asset as a reduction of Operating Revenue for the three and nine months ended September 30, 2021, respectively. Customer incentive asset included within Deferred costs and other assets is as follows: Balance as of December 31, 2021 $ 96,177 Initial value for estimate of vested or expected to vest warrants 11,835 Amortization of customer incentive asset ( 29,389 ) Balance as of September 30, 2022 $ 78,623

Supplemental Financial Informat

Supplemental Financial Information	9 Months Ended
	Sep. 30, 2022
Supplemental Financial Information [Abstract]
Supplemental Financial Information	6. Supplemental Financial Information Accounts Receivable Accounts receivable, net of allowance for expected credit losses related to customer contracts, excluding Dry Leasing contracts, was $ 210.7 million as of September 30, 2022 and $ 248.4 million as of December 31, 2021. Allowance for expected credit losses, included within Accounts receivable, is as follows: Balance as of December 31, 2021 $ 4,003 Reversal of expected credit losses ( 589 ) Amounts written off and other items ( 1,375 ) Balance as of September 30, 2022 $ 2,039 Accrued Liabilities Accrued liabilities consisted of the following as of: September 30, 2022 December 31, 2021 Salaries, wages and benefits $ 177,122 $ 211,801 Maintenance 119,240 135,133 Customer maintenance reserves 100,063 87,565 Deferred revenue 61,976 58,616 Aircraft fuel 48,334 40,855 Other 104,856 108,008 Accrued liabilities $ 611,591 $ 641,978 Revenue Contract Liability Deferred revenue for customer contracts, excluding Dry Leasing contracts, represents amounts collected from, or invoiced to, customers in advance of revenue recognition. The balance of Deferred revenue will increase or decrease based on the timing of invoices and recognition of revenue. Significant changes in Deferred Revenue liability balances during the nine months ended September 30, 2022 were as follows: Balance as of December 31, 2021 $ 52,647 Revenue recognized ( 356,572 ) Amounts collected or invoiced 355,130 Balance as of September 30, 2022 $ 51,205 Supplemental Cash Flow Information The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total shown in the consolidated statements of cash flows: September 30, 2022 December 31, 2021 Cash and cash equivalents $ 465,499 $ 910,965 Restricted cash 10,473 10,052 Total Cash, cash equivalents and restricted cash shown in $ 475,972 $ 921,017

Special Charge and Assets Held

Special Charge and Assets Held for Sale	9 Months Ended
	Sep. 30, 2022
Aircraft And Aircraft Engines Held For Sale [Abstract]
Special Charge and Assets Held for Sale	7. Special Charge and Assets Held for Sale Special Charge We recorded a Special charge of $ 6.3 million and $ 8.9 million during the three and nine months ended September 30, 2022, respectively, related to three nonoperational spare CF6-80 engines held for sale to be traded in for newly overhauled engines and related to two other CF6-80 engines Dry Leased to a customer. Assets Held for Sale As of September 30, 2022, we had three spare CF6-80 engines with a carrying value of $ 5.4 million classified as held for sale within Prepaid expense, assets held for sale and other current assets in the consolidated balance sheets. The three engines are expected to be sold by the end of the first quarter of 2023. As of December 31, 2021, we had six spare CF6-80 engines with a carrying value of $ 5.5 million classified as held for sale within Prepaid expense, assets held for sale and other current assets in the consolidated balance sheets. During the nine months ended September 30, 2022 , we received proceeds of $ 11.7 million and recognized a net gain of $ 6.2 million from the completion of the sale of the six spare CF6-80 engines within Gain on disposal of flight equipment in the consolidated statement of operations.

Debt

Debt	9 Months Ended
	Sep. 30, 2022
Debt Disclosure [Abstract]
Debt	8. Debt Term Loans In May 2022, we borrowed $ 140.0 million for the delivery of one 747-8F aircraft under a 12-year term loan due in May 2034 . The term loan is secured by a mortgage against one 747-8F aircraft and has a fixed interest rate of 4.17 % with principal and interest payable quarterly. The term loan is subject to customary fees, covenants and events of default. In October 2022, we borrowed $ 140.0 million for the delivery of one 747-8F aircraft under a 12-year term loan due in October 2034 . The term loan is secured by a mortgage against one 747-8F aircraft and has a fixed interest rate of 5.73 % with principal and interest payable quarterly. The term loan is subject to customary fees, covenants and events of default. Convertible Notes In June 2015, we issued $ 224.5 million aggregate principal amount of convertible senior notes with 2.25 % coupon (the “2015 Convertible Notes”) in an underwritten public offering. We used the majority of the net proceeds to refinance debt related to 747-400 freighter aircraft with an average coupon of 8.1 %. In connection with the offering of the 2015 Convertible Notes, we purchased convertible note hedges whereby we had the right to receive a certain number of shares of our common stock at a fixed price per share. In addition, we sold warrants to the option counterparties whereby the holders of the warrants have the option to purchase a certain number of shares of our common stock at a fixed price per share. On June 1, 2022, the 2015 Convertible Notes reached maturity and were settled in full. In the aggregate, we paid $ 210.4 million and issued 138,509 shares of common stock to those holders that elected to convert their outstanding notes and we paid $ 6.2 million to holders that did not elect to convert their outstanding notes. In connection with the settlement of the 2015 Convertible Notes, we exercised our rights under the convertible note hedge transactions with the counterparties on June 1, 2022 and received 25,957 shares of our common stock. In connection with the settlement of the 2015 Convertible Notes warrants, as of September 30, 2022, we have issued 42,431 shares related to the cashless exercise of 411,413 warrants, of which 2,620,145 warrants remain unexercised. In May 2017, we issued $ 289.0 million aggregate principal amount of convertible senior notes that mature on June 1, 2024 with a 1.88 % coupon (the “2017 Convertible Notes”) in an underwritten public offering. We used the majority of the net proceeds to repay our then outstanding revolving credit facility. The 2017 Convertible Notes are senior unsecured obligations and accrue interest payable semiannually on June 1 and December 1 of each year. The 2017 Convertible Notes are due on their maturity date, unless earlier converted or repurchased pursuant to their respective terms. In connection with the offering of the 2017 Convertible Notes, we purchased convertible note hedges whereby we have the right to receive a certain number of shares of our common stock at a fixed price per share. In addition, we sold warrants to the option counterparties whereby the holders of the warrants have the option to purchase a certain number of shares of our common stock at a fixed price per share. Taken together, the purchase of the convertible note hedges and the sale of warrants are intended to offset economic dilution from the conversion of the 2017 Convertible Notes when the stock price is below the exercise price of the respective warrants and to effectively increase the overall conversion price from $ 61.08 to $ 92.20 per share for the 2017 Convertible Notes. On or after September 1, 2023 until the close of business on the second scheduled trading day immediately preceding the maturity date, a holder may convert all or a portion of its 2017 Convertible Notes. Upon conversion, the 2017 Convertible Notes will be settled, at our election, in cash, shares of our common stock, or a combination of cash and shares of our common stock. Prior to September 1, 2023, a holder may also convert under certain circumstances, including if the price of our common stock is greater than or equal to 130 % of the conversion price for at least 20 trading days during the 30 consecutive trading days ending on the last trading day of the quarter. Our current intent and policy is to settle conversions with a combination of cash and shares of common stock. The price of our common stock was greater than or equal to 130 % of the conversion price of the 2017 Convertible Notes for at least 20 trading days during the 30 consecutive trading days ending on the last trading day of the quarter ended September 30, 2022. Therefore, our 2017 Convertible Notes are convertible at the holders’ option beginning on October 1, 2022 and continue to be convertible through December 31, 2022. We received conversion notices on our 2017 Convertible Notes for an immaterial amount during the second quarter of 2022, which were settled during the third quarter of 2022. Through December 31, 2021, we separately accounted for the liability and equity components of convertible notes based on their relative values. Debt issuance costs related to the issuance of convertible notes were also previously allocated to the liability and equity components based on their relative values. With the adoption of the amended accounting guidance for convertible notes on January 1, 2022 (see Note 3 for further discussion), amounts, including debt issuance costs, that were previously classified within equity were reclassified to the liability component, net of any remaining unamortized amounts. Debt issuance costs are amortized to interest expense using the effective interest method over the term of each convertible notes. The 2017 Convertible Notes consisted of the following as of September 30, 2022: 2017 Convertible Notes Remaining life in months 20 Gross proceeds $ 288,926 Less: debt issuance cost, net of amortization ( 1,769 ) Net carrying amount $ 287,157 The following table presents the amount of interest expense recognized related to the convertible notes: For the Three Months Ended For the Nine Months Ended September 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021 Contractual interest coupon $ 1,355 $ 2,618 $ 6,169 $ 7,853 Amortization of debt discount - 4,820 - 14,236 Amortization of debt issuance costs 265 410 1,201 1,219 Total interest expense recognized $ 1,620 $ 7,848 $ 7,370 $ 23,308 Revolving Credit Facility In December 2021, we amended and extended our previous three-year $ 200.0 million secured revolving credit facility into a new four-year $ 250.0 million secured revolving credit facility (the “Revolver”) for general corporate purposes. As of September 30, 2022 , there were no amounts outstanding and we had $ 250.0 million of unused availability, based on the collateral borrowing base. Other Debt In April 2022, we refinanced a term loan secured by a 747-8F aircraft and received proceeds of $ 90.0 million from a financing with an 84-month term for this aircraft at a blended fixed rate of 3.86 %, with principal and interest payable quarterly. We used $ 45.7 million of the proceeds to repay a term loan in full and recognized a $ 0.7 million loss on early extinguishment of debt. In connection with entry into this financing, we paid usual and customary commitment and other fees. While the financing involved a sale and leaseback of the aircraft, it did not qualify as a sale for accounting purposes.

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Income Taxes	9. Income Taxes The effective income tax rates were 23.2 % and 23.1 % for the three and nine months ended September 30, 2022 , respectively. The effective income tax rates were 23.4 % and 23.5 % for the three and nine months ended September 30, 2021 , respectively. These rates differed from the U.S. statutory rate primarily due to state income taxes and certain expenses that are not deductible for tax purposes. For interim accounting purposes, we recognize income taxes using an estimated annual effective tax rate.

Financial Instruments

Financial Instruments	9 Months Ended
	Sep. 30, 2022
Fair Value Disclosures [Abstract]
Financial Instruments	10. Financial Instruments Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). Inputs used to measure fair value are classified in the following hierarchy: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities; Level 2 Other inputs that are observable directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, or inactive quoted prices for identical assets or liabilities in inactive markets; Level 3 Unobservable inputs reflecting assumptions about the inputs used in pricing the asset or liability. We endeavor to utilize the best available information to measure fair value. The carrying value of Cash and cash equivalents, and Restricted cash is based on cost, which approximates fair value. Term loans and notes consist of term loans, notes guaranteed by the Export-Import Bank of the United States, a promissory note issued to the U.S. Treasury and other financings. The fair values of these debt instruments and the Revolver are based on a discounted cash flow analysis using current borrowing rates for instruments with similar terms. The fair value of our convertible notes is based on unadjusted quoted market prices for these securities. The following table summarizes the carrying value, estimated fair value and classification of our financial instruments as of: September 30, 2022 Carrying Value Fair Value Level 1 Level 2 Level 3 Assets Cash and cash equivalents $ 465,499 $ 465,499 $ 465,499 $ - $ - Restricted cash 10,473 10,473 10,473 - - $ 475,972 $ 475,972 $ 475,972 $ - $ - Liabilities Term loans and notes $ 1,604,571 $ 1,506,818 $ - $ - $ 1,506,818 Convertible notes (1) 287,157 456,503 456,503 - - $ 1,891,728 $ 1,963,321 $ 456,503 $ - $ 1,506,818 December 31, 2021 Carrying Value Fair Value Level 1 Level 2 Level 3 Assets Cash and cash equivalents $ 910,965 $ 910,965 $ 910,965 $ - $ - Restricted cash 10,052 10,052 10,052 - - $ 921,017 $ 921,017 $ 921,017 $ - $ - Liabilities Term loans and notes $ 1,638,311 $ 1,690,675 $ - $ - $ 1,690,675 Convertible notes (2) 479,573 758,424 758,424 - - $ 2,117,884 $ 2,449,099 $ 758,424 $ - $ 1,690,675 (1) Carrying value is net of debt issuance costs (see Note 8). (2) Carrying value is net of debt discounts and debt issuance costs (see Note 8).

Segment Reporting

Segment Reporting	9 Months Ended
	Sep. 30, 2022
Segment Reporting [Abstract]
Segment Reporting	11. Segment Reporting We have the following two operating and reportable segments: Airline Operations and Dry Leasing, both of which are directly or indirectly engaged in the business of air transportation services but have different commercial and economic characteristics. Each operating segment is separately reviewed by our chief operating decision maker to assess operating results and make resource allocation decisions. We do not aggregate our operating segments and, therefore, our operating segments are our reportable segments. We use an economic performance metric called Direct Contribution, which shows the profitability of each segment. Direct Contribution includes Income before income taxes and excludes the following: Special charges, Transaction-related expenses, nonrecurring items, Gain on disposal of flight equipment, Losses on early extinguishment of debt, Unrealized loss on financial instruments and Unallocated income and expenses, net. Direct operating and ownership costs include crew costs, maintenance, fuel, ground operations, sales costs, aircraft rent, interest expense on the portion of debt used for financing aircraft, interest income on debt securities and aircraft depreciation. Unallocated income and expenses, net include corporate overhead, nonaircraft depreciation, noncash expenses and income, interest expense on the portion of debt used for general corporate purposes, interest income on nondebt securities, capitalized interest, foreign exchange gains and losses, other revenue, other non-operating costs and CARES Act grant income. The following table sets forth Operating Revenue and Direct Contribution for our reportable segments reconciled to Operating Income and Income before income taxes: For the Three Months Ended For the Nine Months Ended September 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021 Operating Revenue: Airline Operations $ 1,086,998 $ 980,714 $ 3,225,084 $ 2,762,815 Dry Leasing 41,779 40,926 129,263 121,694 Customer incentive asset amortization ( 9,474 ) ( 11,332 ) ( 29,389 ) ( 33,256 ) Other 5,251 5,792 16,723 16,579 Total Operating Revenue $ 1,124,554 $ 1,016,100 $ 3,341,681 $ 2,867,832 Direct Contribution: Airline Operations $ 169,065 $ 265,260 $ 551,214 $ 666,203 Dry Leasing 13,331 10,435 42,887 31,765 Total Direct Contribution for Reportable Segments 182,396 275,695 594,101 697,968 Unallocated income and (expenses), net ( 90,983 ) ( 120,219 ) ( 285,084 ) ( 284,218 ) Loss on early extinguishment of debt - - ( 689 ) - Unrealized loss on financial instruments - - - ( 113 ) Special charge ( 6,299 ) - ( 8,932 ) - Transaction-related expenses ( 6,889 ) ( 168 ) ( 6,889 ) ( 486 ) Gain on disposal of flight equipment - 810 6,221 794 Income before income taxes 78,225 156,118 298,728 413,945 Add back (subtract): Interest income ( 2,426 ) ( 159 ) ( 3,539 ) ( 559 ) Interest expense 19,177 27,173 59,524 81,345 Capitalized interest ( 3,080 ) ( 2,335 ) ( 10,183 ) ( 5,456 ) Loss on early extinguishment of debt - - 689 - Unrealized loss on financial instruments - - - 113 Other (income) expense, net ( 138 ) 3,136 81 ( 41,174 ) Operating Income $ 91,758 $ 183,933 $ 345,300 $ 448,214 The following table disaggregates our Airline Operations segment revenue by customer and service type: For the Three Months Ended September 30, 2022 September 30, 2021 Cargo Passenger Total Cargo Passenger Total Commercial customers $ 909,267 $ 10,081 $ 919,348 $ 847,643 $ 8,835 $ 856,478 AMC 115,488 52,162 167,650 29,874 94,362 124,236 Total Airline Operations Revenue $ 1,024,755 $ 62,243 $ 1,086,998 $ 877,517 $ 103,197 $ 980,714 For the Nine Months Ended September 30, 2022 September 30, 2021 Cargo Passenger Total Cargo Passenger Total Commercial customers $ 2,801,717 $ 12,128 $ 2,813,845 $ 2,380,029 $ 11,714 $ 2,391,743 AMC 230,409 180,830 411,239 124,258 246,814 371,072 Airline Operations Revenue $ 3,032,126 $ 192,958 $ 3,225,084 $ 2,504,287 $ 258,528 $ 2,762,815 Given the nature of our business and international flying, geographic information for revenue, long-lived assets and total assets is not presented because it is impracticable to do so. We are exposed to a concentration of revenue from the U.S. Military Air Mobility Command (“AMC”), Polar and DHL (see above for the AMC and Note 4 for further discussion regarding Polar). No other customer accounted for more than 10.0% of our Total Operating Revenue. Revenue from DHL was $ 131.3 million and $ 408.9 million for the three and nine months ended September 30, 2022 , respectively. Revenue from DHL was $ 159.1 million and $ 487.2 million for the three and nine months ended September 30, 2021 , respectively. We have not experienced any credit issues with these customers.

Labor and Legal Proceedings

Labor and Legal Proceedings	9 Months Ended
	Sep. 30, 2022
Labor And Legal Proceedings [Abstract]
Labor and Legal Proceedings	12. Labor and Legal Proceedings Collective Bargaining Agreements Pilots of Atlas and flight dispatchers of Atlas and Polar are represented by the International Brotherhood of Teamsters (the “IBT”). In March 2022, we signed a new five-year collective bargaining agreement (“CBA”) with our pilots, effective as of September 2021. This long-term CBA was reached through a binding arbitration process, with the arbitrator’s decision being issued on September 10, 2021. The Parties reached agreement on certain enhancements to the CBA in February 2022, which were incorporated into the CBA. The new pay rates became effective as of September 1, 2021, and we have continued to work closely together with the union’s new leadership on the final implementation of certain remaining provisions of the CBA. Under this industry competitive agreement, all of our pilots are receiving significantly higher pay, quality of life improvements and enhanced benefits. We also had a CBA with our Atlas and Polar dispatchers, which became amendable in November 2021. Shortly thereafter, the Company and the IBT commenced collective bargaining for a new CBA pursuant to Section 6 of the Railway Labor Act. The parties reached agreement on a new CBA, which was ratified by the dispatchers in August 2022. The new CBA, which became effective as of September 1, 2022, has a five-year duration. We are subject to risks of work interruption or stoppage as permitted by the Railway Labor Act and may incur additional administrative expenses associated with union representation of our employees. Matters Related to Proposed Merger Between October 7, 2022, and November 2, 2022, five complaints were filed in the United States District Court for the Southern District of New York in connection with the proposed Merger. On October 7, 2022, a complaint, captioned Stein v. Atlas Air Worldwide Holdings, Inc., et al. , Case No. 1:22-cv-08555 (the “Stein complaint”), was filed in the United States District Court for the Southern District of New York by plaintiff Shiva Stein, a purported Company stockholder; on October 14, 2022, a complaint, captioned Okin v. Atlas Air Worldwide Holdings, Inc. , et al., Case No. 1:22-cv-08778, was filed in the United States District Court for the Southern District of New York by plaintiff Alexander Okin, a purported Company stockholder; on October 24, 2022, a complaint, captioned Halberstam v. Atlas Air Worldwide Holdings, Inc ., et al., Case No. 1:22-cv-09108 (the “M. Halberstam complaint”), was filed in the United States District Court for the Southern District of New York by plaintiff Meyer Halberstam, a purported Company stockholder; and on November 2, 2022, two complaints, captioned Sabatini v. Atlas Air Worldwide Holdings, Inc., et al., Case No. 7-22-cv-09389 and Halberstam v. Atlas Air Worldwide Holdings, Inc., et al. , Case No. 7:22-cv-09408 (the “B. Halberstam complaint”), were filed in the United States District Court for the Southern District of New York by plaintiffs Eric Sabatini and Benjamin Halberstam, respectively, each a purported Company stockholder, in each case naming as defendants the Company and members of the board of directors (the "Board"). The complaints allege, among other things, that the defendants caused to be filed a materially incomplete and misleading preliminary proxy statement and/or definitive proxy statement on Schedule 14A with the SEC relating to the proposed Merger in violation of Sections 14(a) and 20(a) of the Exchange Act and Rule 14a-9 promulgated thereunder. Among other remedies, the complaints seek an order enjoining the defendants from proceeding with the proposed Merger unless and until the defendants disclose certain allegedly material information that was allegedly omitted from the preliminary proxy statement and/or definitive proxy statement, rescinding the Merger Agreement or any of the terms thereof to the extent already implemented or granting rescissory damages, awarding the plaintiff the costs and disbursements of the action, including reasonable attorneys’ and expert fees and expenses, and granting such other and further relief as the court may deem just and proper. The Stein complaint additionally seeks an order directing the defendants to account to the plaintiff for all damages suffered as a result of the alleged wrongdoing, and the M. Halberstam complaint and the B. Halberstam complaint each additionally seek a declaration that the defendants violated Sections 14(a) and/or 20(a) of the Exchange Act, as well as SEC Rule 14a-9 promulgated thereunder. On October 18, 2022, October 24, 2022, and October 25, 2022, the Company also received demand letters from purported Company stockholders alleging disclosure deficiencies in the preliminary proxy statement and/or definitive proxy statement and demanding that the Company and the Board promptly issue corrective disclosures to cure the proxy statement prior to the anticipated stockholder vote on the proposed Merger. The Company has not yet formally responded to the complaints or to the demands, but believes that the allegations contained therein are without merit. We do not at this time consider there to be any reasonably possible material loss arising from the complaints. However, litigation is inherently uncertain and there can be no assurance regarding the likelihood that the Company’s defense of the actions will be successful. Additional lawsuits arising out of the proposed Merger may also be filed in the future. Matters Related to Alleged Pricing Practices In the Netherlands, Stichting Cartel Compensation, successor in interest to claims of various shippers, has filed suit in the district court in Amsterdam against British Airways, KLM, Martinair, Air France, Lufthansa and Singapore Airlines seeking recovery for damages purportedly arising from allegedly unlawful pricing practices of such defendants. In response, British Airways, KLM, Martinair, Air France and Lufthansa filed third-party indemnification lawsuits against Polar Air Cargo, LLC (“Old Polar”), a consolidated subsidiary of the Company, and Polar, seeking indemnification in the event the defendants are found to be liable in the main proceedings. Another defendant, Thai Airways, filed a similar indemnification claim. Activities in the case have focused on various procedural issues and rulings, some of which are awaiting court decisions on appeal. The ultimate outcome of the lawsuit is likely to be affected by a decision readopted by the European Commission in March 2017, finding EU competition law violations by British Airways, KLM, Martinair, Air France and Lufthansa, among others, but not Old Polar or Polar. If the Company, Old Polar or Polar were to incur an unfavorable outcome, such outcome may have a material adverse impact on our business, financial condition, results of operations or cash flows. We are unable to reasonably estimate a range of possible loss for this matter at this time. Brazilian Customs Claim Old Polar was cited for an alleged customs violation in Sao Paulo, Brazil, relating to shipments of goods dating back to asserting that goods listed on the flight manifest of an Old Polar scheduled service flight were not properly presented to customs upon arrival and therefore were improperly brought into Brazil. The claim, which also seeks unpaid customs duties, taxes and penalties from the date of the alleged infraction, is approximately $ 1.8 million in aggregate based on September 30, 2022 exchange rates. Old Polar has presented evidence that certain of the alleged missing goods were in fact never onboard the aircraft (due to a change in plans by the relevant shipper) and thus no customs duties should be due. Further, we believe that the amounts claimed are substantially overstated due to a calculation error when considering the type and amount of goods allegedly missing, among other things. As required to defend this claim, we have made deposits pending resolution of the matter. The balance was $ 3.6 million as of September 30, 2022 and $ 3.2 million as of December 31, 2021, and is included in Deferred costs and other assets. We are currently defending this and other Brazilian customs claims and the ultimate disposition of these claims, either individually or in the aggregate, is not expected to materially affect our financial condition, results of operations or cash flows. Other In addition to the matters described in this note, we have certain other litigation contingencies incident to the ordinary course of business. Unless disclosed otherwise, management does not expect that the ultimate disposition of such other contingencies or matters will materially affect our financial condition, results of operations or cash flows.

Stock Repurchases

Stock Repurchases	9 Months Ended
	Sep. 30, 2022
Treasury Stock [Abstract]
Stock Repurchases	13. Stock Repurchases We record the repurchase of our shares of common stock at cost based on the settlement date of the transaction. These shares are classified as treasury stock, which is a reduction to stockholders’ equity. Treasury shares are included in authorized and issued shares but excluded from outstanding shares. In February 2022, our board of directors approved the establishment of a new stock repurchase program authorizing the repurchase of up to a total of $ 200.0 million of our common stock. Purchases may be made at management's discretion in the form of accelerated share repurchase programs, open market repurchase programs, privately negotiated transactions or a combination of these methods. In connection with the proposed Merger (see Note 2 for further discussion), we have suspended the stock repurchase program. In February 2022, we paid $ 100.0 million and received an initial delivery of 1,061,257 shares pursuant to an accelerated share repurchase program agreement with a financial institution for the repurchase of our common stock (the “ASR”). We accounted for this ASR as a repurchase of common stock and as a forward contract indexed to our own common stock. We determined that the forward contract met all of the applicable criteria for equity classification and, therefore, this ASR was not accounted for as a derivative instrument. In April 2022, the ASR was settled and we received an additional 172,887 shares of common stock. In the aggregate, we repurchased 1,234,144 shares for $ 100.0 million at an average cost of $ 81.03 per share under this ASR. The total number of shares of common stock repurchased by us was based on the volume-weighted average price of the common stock during the term of the ASR Agreement, less a pre-determined discount.

Earnings Per Share

Earnings Per Share	9 Months Ended
	Sep. 30, 2022
Earnings Per Share [Abstract]
Earnings Per Share	14. Earnings Per Share Basic earnings per share (“EPS”) represents income divided by the weighted average number of common shares outstanding during the measurement period. Diluted EPS represents income divided by the weighted average number of common shares outstanding during the measurement period while also giving effect to all potentially dilutive common shares that were outstanding during the period. The calculations of basic and diluted EPS were as follows: For the Three Months Ended For the Nine Months Ended Numerator: September 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021 Net Income $ 60,100 $ 119,535 $ 229,869 $ 316,578 Plus: Interest expense on convertible notes, net of tax 1,040 - 3,129 - Unrealized loss on financial instruments, net of tax - - - 112 Diluted net income $ 61,140 $ 119,535 $ 232,998 $ 316,690 Denominator: Basic EPS weighted average shares outstanding 28,326 29,023 28,472 28,844 Effect of dilutive: Convertible notes 4,731 717 4,831 442 Warrants 812 584 670 611 Restricted stock 197 223 170 220 Diluted EPS weighted average shares outstanding 34,066 30,547 34,143 30,117 Earnings per share: Basic $ 2.12 $ 4.12 $ 8.07 $ 10.98 Diluted $ 1.79 $ 3.91 $ 6.82 $ 10.52 Antidilutive shares related to warrants issued in connection with our convertible notes or to customers that were out of the money and excluded from the calculation of diluted EPS were zero for the three and nine months ended September 30, 2022 , and 3.0 million for the three and nine months ended September 30, 2021 . Diluted shares reflect the potential dilution that could occur from restricted shares using the treasury stock method. The calculation of EPS does not include restricted share units and customer warrants in which performance or market conditions were not satisfied of 9.3 million for the three and nine months ended September 30, 2022 and 9.8 million for the three and nine months ended September 30, 2021 .

Accumulated Other Comprehensive

Accumulated Other Comprehensive Income	9 Months Ended
	Sep. 30, 2022
Accumulated Other Comprehensive Income Loss [Abstract]
Accumulated Other Comprehensive Income	15. Accumulated Other Comprehensive Income The following table summarizes the components of Accumulated other comprehensive income: Foreign Interest Rate Currency Derivatives Translation Total Balance as of December 31, 2020 $ ( 1,913 ) $ 9 $ ( 1,904 ) Reclassification to interest expense 774 - 774 Tax effect ( 184 ) - ( 184 ) Balance as of September 30, 2021 $ ( 1,323 ) $ 9 $ ( 1,314 ) Balance as of December 31, 2021 $ ( 520 ) $ 9 $ ( 511 ) Reclassification to interest expense 106 - 106 Reclassification to loss on early extinguishment of debt 639 - 639 Tax effect ( 175 ) - ( 175 ) Balance as of September 30, 2022 $ 50 $ 9 $ 59

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2022
Accounting Policies [Abstract]
Heavy Maintenance	Heavy Maintenance Except as described in the paragraph below, we account for heavy maintenance costs for airframes and engines using the direct expense method. Under this method, heavy maintenance costs are charged to expense upon induction, based on our best estimate of the costs after considering multiple factors, including historical costs, experience and information provided by third-party maintenance providers. These estimates may be subsequently adjusted for changes and the final determination of actual costs incurred. As of September 30, 2022 and December 31, 2021 , Accrued heavy maintenance was $ 64.3 million and $ 79.6 million, respectively. We account for heavy maintenance costs for airframes and engines used in our Dry Leasing segment and engines used on our 747-8F and 777-200 aircraft using the deferral method. Under this method, we defer the expense recognition of scheduled heavy maintenance events, which are amortized over the shorter of the estimated period until the next scheduled heavy maintenance event is required or remaining lease term. Amortization of deferred maintenance expense included in Depreciation and amortization was $ 11.7 million and $ 35.0 million for the three and nine months ended September 30, 2022 , respectively. Amortization of deferred maintenance expense included in Depreciation and amortization was $ 12.8 million and $ 37.1 million for the three and nine months ended September 30, 2021 , respectively. Deferred maintenance included within Deferred costs and other assets is as follows: Balance as of December 31, 2021 $ 180,675 Deferred maintenance costs 21,792 Special charge (1) ( 1,628 ) Amortization of deferred maintenance ( 34,998 ) Balance as of September 30, 2022 $ 165,841 (1) See Note 7 for further discussion.
Property and Equipment	Property and Equipment Committed capital expenditures are expected to be $ 261.8 million for the remainder of 2022 and $ 477.4 million in 2023. These expenditures include delivery payments for our January 2021 agreement to purchase four 747-8F aircraft from The Boeing Company (“Boeing”). The first two of these aircraft were delivered in May and October of 2022 and the remaining two are expected to be delivered during the fourth quarter of 2022 and first quarter of 2023. These amounts also include pre-delivery and delivery payments for our December 2021 agreement to purchase four new 777-200LRF aircraft from Boeing. The first of these aircraft is expected to be delivered late in the fourth quarter of 2022 and the remaining three throughout 2023. In addition, the a mounts include other agreements to acquire spare engines.
Payroll Support Program under the CARES Act	Payroll Support Program under the CARES Act In May 2020, two subsidiaries of the Company, Atlas and Southern Air, Inc. (“Southern Air”, and together with Atlas, the “PSP Recipients”) entered into an agreement with the U.S. Treasury (the "PSP Agreement") with respect to payroll support funding available to cargo carriers under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). AAWW also entered into a Warrant Agreement (the “Warrant Agreement”) with the U.S. Treasury, and AAWW issued a senior unsecured promissory note to the U.S. Treasury (the “Promissory Note”), with the PSP Recipients as guarantor. In connection with the payroll support funding received in 2020 under the PSP Agreement, we issued warrants to the U.S. Treasury to acquire up to 625,452 shares of our common stock. Any unexercised warrants will expire in 2025 on the fifth anniversary of the issue date of each warrant. As of September 30, 2022 , no portion of the warrants have been exercised. We initially recognized deferred grant income within Accrued liabilities for the difference between the payroll support funding received in 2020 under the PSP Agreement and the amounts recorded for the Promissory Note and the Warrant Agreement. All grant income has been subsequently recognized within Other (income) expense, net in the consolidated statement of operations on a pro-rata basis over the periods that the qualifying employee wages, salaries and benefits were paid. During the nine months ended September 30, 2021 , we recognized the remaining $ 40.9 million of deferred grant income within Other (income) expense, net in the consolidated statement of operations.
Recent Accounting Pronouncements	Recent Accounting Pronouncement Adopted in 2022 In August 2020, the Financial Accounting Standards Board amended its accounting guidance for certain financial instruments with characteristics of liabilities and equity, including convertible debt instruments. For convertible debt with a cash conversion feature, the amended guidance removes the accounting model to separately account for the liability and equity components, which resulted in the amortization of a debt discount to interest expense. Under this amended guidance, such convertible debt is accounted for as a single debt instrument with no amortization of a debt discount, unless certain other conditions are met. The amended guidance also requires the use of the if-converted method when calculating the dilutive impact of convertible debt on earnings per share. Effective January 1, 2022, we adopted the amended guidance using the modified retrospective approach, under which the guidance was applied only to the most current period presented. On January 1, 2022, we recorded an increase of $ 31.0 million to the carrying value of our convertible notes, a reduction of $ 6.9 million to deferred tax liabilities, a reduction of $ 92.6 million to Additional paid-in capital and an increase of $ 68.5 million to Retained earnings for the cumulative effect of adoption.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2022
Accounting Policies [Abstract]
Schedule of Deferred Maintenance	Deferred maintenance included within Deferred costs and other assets is as follows: Balance as of December 31, 2021 $ 180,675 Deferred maintenance costs 21,792 Special charge (1) ( 1,628 ) Amortization of deferred maintenance ( 34,998 ) Balance as of September 30, 2022 $ 165,841 (1) See Note 7 for further discussion.

Related Parties (Tables)

Related Parties (Tables)	9 Months Ended
	Sep. 30, 2022
Polar [Member]
Related Party Transaction [Line Items]
Summary of Transactions with Related Party	The following table summarizes our transactions and balances with Polar: For the Three Months Ended For the Nine Months Ended Revenue and Expenses: September 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021 Revenue from Polar $ 68,146 $ 81,119 $ 235,090 $ 234,036 Ground handling and airport fees to Polar 842 1,096 2,859 2,917 Accounts receivable/payable as of: September 30, 2022 December 31, 2021 Receivables from Polar $ 4,671 $ 22,311 Payables to Polar 868 3,082 Aggregate Carrying Value of Polar September 30, 2022 December 31, 2021 Aggregate Carrying Value of Polar $ 4,870 $ 4,870
Dry Leasing Joint Venture [Member]
Related Party Transaction [Line Items]
Summary of Transactions with Related Party	The following table summarizes our transactions and balances with our dry leasing joint venture: For the Three Months Ended For the Nine Months Ended Revenue and Expenses: September 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021 Revenue from dry leasing joint venture $ 850 $ 288 $ 1,784 $ 423 Aircraft rent to dry leasing joint venture 2,250 2,250 6,750 6,750 Aggregate Carrying Value of September 30, 2022 December 31, 2021 Aggregate Carrying Value of $ 14,847 $ 8,448

Amazon (Tables)

Amazon (Tables)	9 Months Ended
	Sep. 30, 2022
Warrants and Rights Note Disclosure [Abstract]
Summary of Customer Incentive Asset within Deferred Costs and Other Assets	Customer incentive asset included within Deferred costs and other assets is as follows: Balance as of December 31, 2021 $ 96,177 Initial value for estimate of vested or expected to vest warrants 11,835 Amortization of customer incentive asset ( 29,389 ) Balance as of September 30, 2022 $ 78,623

Supplemental Financial Inform_2

Supplemental Financial Information (Tables)	9 Months Ended
	Sep. 30, 2022
Supplemental Financial Information [Abstract]
Summary of Allowance for Expected Credit Losses	Allowance for expected credit losses, included within Accounts receivable, is as follows: Balance as of December 31, 2021 $ 4,003 Reversal of expected credit losses ( 589 ) Amounts written off and other items ( 1,375 ) Balance as of September 30, 2022 $ 2,039
Schedule of Accrued Liabilities	Accrued liabilities consisted of the following as of: September 30, 2022 December 31, 2021 Salaries, wages and benefits $ 177,122 $ 211,801 Maintenance 119,240 135,133 Customer maintenance reserves 100,063 87,565 Deferred revenue 61,976 58,616 Aircraft fuel 48,334 40,855 Other 104,856 108,008 Accrued liabilities $ 611,591 $ 641,978
Summary of Changes in Deferred Revenue	Significant changes in Deferred Revenue liability balances during the nine months ended September 30, 2022 were as follows: Balance as of December 31, 2021 $ 52,647 Revenue recognized ( 356,572 ) Amounts collected or invoiced 355,130 Balance as of September 30, 2022 $ 51,205
Reconciliation of Cash, Cash Equivalents and Restricted Cash	The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total shown in the consolidated statements of cash flows: September 30, 2022 December 31, 2021 Cash and cash equivalents $ 465,499 $ 910,965 Restricted cash 10,473 10,052 Total Cash, cash equivalents and restricted cash shown in $ 475,972 $ 921,017

Debt (Tables)

Debt (Tables)	9 Months Ended
	Sep. 30, 2022
Debt Disclosure [Abstract]
Schedule of Convertible Notes	The 2017 Convertible Notes consisted of the following as of September 30, 2022: 2017 Convertible Notes Remaining life in months 20 Gross proceeds $ 288,926 Less: debt issuance cost, net of amortization ( 1,769 ) Net carrying amount $ 287,157
Summary of Interest Expense Recognized	The following table presents the amount of interest expense recognized related to the convertible notes: For the Three Months Ended For the Nine Months Ended September 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021 Contractual interest coupon $ 1,355 $ 2,618 $ 6,169 $ 7,853 Amortization of debt discount - 4,820 - 14,236 Amortization of debt issuance costs 265 410 1,201 1,219 Total interest expense recognized $ 1,620 $ 7,848 $ 7,370 $ 23,308

Financial Instruments (Tables)

Financial Instruments (Tables)	9 Months Ended
	Sep. 30, 2022
Fair Value Disclosures [Abstract]
Summary of Carrying Value, Estimated Fair Value and Classification of Financial Instruments	The following table summarizes the carrying value, estimated fair value and classification of our financial instruments as of: September 30, 2022 Carrying Value Fair Value Level 1 Level 2 Level 3 Assets Cash and cash equivalents $ 465,499 $ 465,499 $ 465,499 $ - $ - Restricted cash 10,473 10,473 10,473 - - $ 475,972 $ 475,972 $ 475,972 $ - $ - Liabilities Term loans and notes $ 1,604,571 $ 1,506,818 $ - $ - $ 1,506,818 Convertible notes (1) 287,157 456,503 456,503 - - $ 1,891,728 $ 1,963,321 $ 456,503 $ - $ 1,506,818 December 31, 2021 Carrying Value Fair Value Level 1 Level 2 Level 3 Assets Cash and cash equivalents $ 910,965 $ 910,965 $ 910,965 $ - $ - Restricted cash 10,052 10,052 10,052 - - $ 921,017 $ 921,017 $ 921,017 $ - $ - Liabilities Term loans and notes $ 1,638,311 $ 1,690,675 $ - $ - $ 1,690,675 Convertible notes (2) 479,573 758,424 758,424 - - $ 2,117,884 $ 2,449,099 $ 758,424 $ - $ 1,690,675 (1) Carrying value is net of debt issuance costs (see Note 8). (2) Carrying value is net of debt discounts and debt issuance costs (see Note 8).

Segment Reporting (Tables)

Segment Reporting (Tables)	9 Months Ended
	Sep. 30, 2022
Segment Reporting Tables [Abstract]
Operating Revenue and Direct Contribution For Our Reportable Business Segments	The following table sets forth Operating Revenue and Direct Contribution for our reportable segments reconciled to Operating Income and Income before income taxes: For the Three Months Ended For the Nine Months Ended September 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021 Operating Revenue: Airline Operations $ 1,086,998 $ 980,714 $ 3,225,084 $ 2,762,815 Dry Leasing 41,779 40,926 129,263 121,694 Customer incentive asset amortization ( 9,474 ) ( 11,332 ) ( 29,389 ) ( 33,256 ) Other 5,251 5,792 16,723 16,579 Total Operating Revenue $ 1,124,554 $ 1,016,100 $ 3,341,681 $ 2,867,832 Direct Contribution: Airline Operations $ 169,065 $ 265,260 $ 551,214 $ 666,203 Dry Leasing 13,331 10,435 42,887 31,765 Total Direct Contribution for Reportable Segments 182,396 275,695 594,101 697,968 Unallocated income and (expenses), net ( 90,983 ) ( 120,219 ) ( 285,084 ) ( 284,218 ) Loss on early extinguishment of debt - - ( 689 ) - Unrealized loss on financial instruments - - - ( 113 ) Special charge ( 6,299 ) - ( 8,932 ) - Transaction-related expenses ( 6,889 ) ( 168 ) ( 6,889 ) ( 486 ) Gain on disposal of flight equipment - 810 6,221 794 Income before income taxes 78,225 156,118 298,728 413,945 Add back (subtract): Interest income ( 2,426 ) ( 159 ) ( 3,539 ) ( 559 ) Interest expense 19,177 27,173 59,524 81,345 Capitalized interest ( 3,080 ) ( 2,335 ) ( 10,183 ) ( 5,456 ) Loss on early extinguishment of debt - - 689 - Unrealized loss on financial instruments - - - 113 Other (income) expense, net ( 138 ) 3,136 81 ( 41,174 ) Operating Income $ 91,758 $ 183,933 $ 345,300 $ 448,214
Schedule of Disaggregated Airline Operations Segment Revenue by Customer and Service Type	The following table disaggregates our Airline Operations segment revenue by customer and service type: For the Three Months Ended September 30, 2022 September 30, 2021 Cargo Passenger Total Cargo Passenger Total Commercial customers $ 909,267 $ 10,081 $ 919,348 $ 847,643 $ 8,835 $ 856,478 AMC 115,488 52,162 167,650 29,874 94,362 124,236 Total Airline Operations Revenue $ 1,024,755 $ 62,243 $ 1,086,998 $ 877,517 $ 103,197 $ 980,714 For the Nine Months Ended September 30, 2022 September 30, 2021 Cargo Passenger Total Cargo Passenger Total Commercial customers $ 2,801,717 $ 12,128 $ 2,813,845 $ 2,380,029 $ 11,714 $ 2,391,743 AMC 230,409 180,830 411,239 124,258 246,814 371,072 Airline Operations Revenue $ 3,032,126 $ 192,958 $ 3,225,084 $ 2,504,287 $ 258,528 $ 2,762,815

Earnings Per Share (Tables)

Earnings Per Share (Tables)	9 Months Ended
	Sep. 30, 2022
Earnings Per Share [Abstract]
Calculations of Basic and Diluted EPS	The calculations of basic and diluted EPS were as follows: For the Three Months Ended For the Nine Months Ended Numerator: September 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021 Net Income $ 60,100 $ 119,535 $ 229,869 $ 316,578 Plus: Interest expense on convertible notes, net of tax 1,040 - 3,129 - Unrealized loss on financial instruments, net of tax - - - 112 Diluted net income $ 61,140 $ 119,535 $ 232,998 $ 316,690 Denominator: Basic EPS weighted average shares outstanding 28,326 29,023 28,472 28,844 Effect of dilutive: Convertible notes 4,731 717 4,831 442 Warrants 812 584 670 611 Restricted stock 197 223 170 220 Diluted EPS weighted average shares outstanding 34,066 30,547 34,143 30,117 Earnings per share: Basic $ 2.12 $ 4.12 $ 8.07 $ 10.98 Diluted $ 1.79 $ 3.91 $ 6.82 $ 10.52

Accumulated Other Comprehensi_2

Accumulated Other Comprehensive Income (Tables)	9 Months Ended
	Sep. 30, 2022
Accumulated Other Comprehensive Income Loss [Abstract]
Components of Accumulated Other Comprehensive Income	The following table summarizes the components of Accumulated other comprehensive income: Foreign Interest Rate Currency Derivatives Translation Total Balance as of December 31, 2020 $ ( 1,913 ) $ 9 $ ( 1,904 ) Reclassification to interest expense 774 - 774 Tax effect ( 184 ) - ( 184 ) Balance as of September 30, 2021 $ ( 1,323 ) $ 9 $ ( 1,314 ) Balance as of December 31, 2021 $ ( 520 ) $ 9 $ ( 511 ) Reclassification to interest expense 106 - 106 Reclassification to loss on early extinguishment of debt 639 - 639 Tax effect ( 175 ) - ( 175 ) Balance as of September 30, 2022 $ 50 $ 9 $ 59

Basis of Presentation - Additio

Basis of Presentation - Additional Information (Details) - Polar [Member]	9 Months Ended
	Sep. 30, 2022
Basis Of Presentation [Line Items]
Equity interest	51%
Voting interest	75%

Merger Agreement - Additional I

Merger Agreement - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Aug. 04, 2022
Business Acquisition [Line Items]
Transaction-related expenses	$ 6,889	$ 168	$ 6,889	$ 486
Rand Parent, LLC, a Delaware Limited Liability Company [Member] | Merger Agreement [Member]
Business Acquisition [Line Items]
Right to receive in cash, per share					$ 102.50
Exercise price of warrants exercisable					$ 37.34
Termination fee payable, in order to enter into a definitive acquisition agreement, or by parent as a result of the board changing its recommendation with respect to merger or under certain other circumstances					$ 97,500
Entitled termination fee, if parents breach of merger agreement or parent fails to consummate merger agreement					$ 227,400

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Additional Information (Details) $ in Thousands

1 Months Ended

3 Months Ended

9 Months Ended

12 Months Ended

Dec. 31, 2021 Aircraftss

Jan. 31, 2021 Aircraftss

May 31, 2020 Subsidiary

Dec. 31, 2022 USD ($)

Sep. 30, 2022 USD ($) shares

Jun. 30, 2022 USD ($)

Sep. 30, 2021 USD ($)

Jun. 30, 2021 USD ($)

Sep. 30, 2022 USD ($) shares

Sep. 30, 2021 USD ($)

Dec. 31, 2023 USD ($)

Dec. 31, 2021 USD ($)

Jan. 01, 2022 USD ($)

Significant Accounting Policies [Line Items]

Accrued heavy maintenance cost

$ 64,300

$ 79,600

Deferred maintenance amortization expense

$ 11,700

$ 12,800

34,998

$ 37,100

Operating Revenue

$ 1,124,554

$ 1,124,554

$ 1,016,100

$ 1,016,100

$ 3,341,681

2,867,832

Liabilities and equity, including convertible debt instruments

$ 31,000

Deferred Tax Liabilities [Member]

Significant Accounting Policies [Line Items]

Liabilities and equity, including convertible debt instruments

6,900

Additional Paid-In Capital [Member]

Significant Accounting Policies [Line Items]

Liabilities and equity, including convertible debt instruments

92,600

Retained Earnings [Member]

Significant Accounting Policies [Line Items]

Liabilities and equity, including convertible debt instruments

$ 68,500

Aircraft 747-8F [Member]

Significant Accounting Policies [Line Items]

Number of aircraft purchase | Aircraftss

4

Aircraft 777-200LRF [Member]

Significant Accounting Policies [Line Items]

Number of aircraft purchase | Aircraftss

4

Forecast [Member] | Aircraft 747-8F and 777-200LRF [Member]

Significant Accounting Policies [Line Items]

Committed expenditures to acquire aircraft and spare engines

$ 261,800

$ 477,400

Payroll Support Program Agreement [Member] | Grant [Member] | Other Income (Expense), Net [Member]

Significant Accounting Policies [Line Items]

Operating Revenue

$ 40,900

Payroll Support Program Agreement [Member] | US Treasury [Member]

Significant Accounting Policies [Line Items]

Number of subsidiaries | Subsidiary

2

Unexercised warrant expiration year

2025

Number of warrant exercised | shares

0

0

Payroll Support Program Agreement [Member] | US Treasury [Member] | Maximum [Member]

Significant Accounting Policies [Line Items]

Number of warrants issued to acquire common stock | shares

625,452

625,452

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Schedule of Deferred Maintenance (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Accounting Policies [Abstract]
Beginning Balance			$ 180,675
Deferred maintenance costs			21,792
Special charge			(1,628)
Amortization of deferred maintenance	$ (11,700)	$ (12,800)	(34,998)	$ (37,100)
Ending Balance	$ 165,841		$ 165,841

Related Parties - Polar - Addit

Related Parties - Polar - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Polar [Member]
Related Party Transaction [Line Items]
Equity interest	51%		51%
Voting interest			75%
Polar [Member]
Related Party Transaction [Line Items]
Revenue recognized	$ 21.2	$ 28.3	$ 95.2	$ 151.4
DHL [Member] | Polar [Member]
Related Party Transaction [Line Items]
Equity interest	49%		49%
Voting interest			25%

Related Parties - Summary of Tr

Related Parties - Summary of Transactions with Related Party (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Related Party Transaction [Line Items]
Aircraft rent	$ 13,603	$ 15,485	$ 39,211	$ 53,928
Polar [Member]
Related Party Transaction [Line Items]
Revenue from related party	68,146	81,119	235,090	234,036
Ground handling and airport fees to Polar	842	1,096	2,859	2,917
Receivables from related party	4,671		4,671		$ 22,311
Payables to related party	868		868		3,082
Aggregate Carrying Value of Investment/Joint Venture	4,870		4,870		4,870
Dry Leasing Joint Venture [Member]
Related Party Transaction [Line Items]
Revenue from related party	850	288	1,784	423
Aggregate Carrying Value of Investment/Joint Venture	14,847		14,847		$ 8,448
Aircraft rent	$ 2,250	$ 2,250	$ 6,750	$ 6,750

Related Parties - Dry Leasing J

Related Parties - Dry Leasing Joint Venture - Additional Information (Details) - Dry Leasing Joint Venture [Member] - USD ($) $ in Millions	1 Months Ended
	Dec. 31, 2019	Sep. 30, 2022
Related Party Transaction [Line Items]
Voting interest	10%
Capital contributions		$ 15.6
Maximum [Member]
Related Party Transaction [Line Items]
Commitment to capital contributions		$ 40

Related Parties - Parts Joint V

Related Parties - Parts Joint Venture - Additional Information (Details) - Parts Joint Venture [Member] - Variable Interest Entity Not Primary Beneficiary [Member] - USD ($) $ in Millions	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Related Party Transaction [Line Items]
Voting interest	50%	50%
Investment in joint venture	$ 20	$ 19.2
Receivables from related party	0.1	0.3
Payables to related party	$ 0.6	$ 1.2

Amazon - Additional Information

Amazon - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended		3 Months Ended				9 Months Ended
	Mar. 31, 2019	May 31, 2016	Sep. 30, 2022	Jun. 30, 2022	Sep. 30, 2021	Jun. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Class Of Warrant Or Right [Line Items]
Revenues			$ 1,124,554	$ 1,124,554	$ 1,016,100	$ 1,016,100	$ 3,341,681	$ 2,867,832
Amortization of customer incentive asset			$ 9,500		$ 11,300		$ 29,389	$ 33,300
Warrant A [Member]
Class Of Warrant Or Right [Line Items]
Right to acquire outstanding common shares							up to 20% of our outstanding common shares, as of the date of the agreements
Exercise price of warrants exercisable		$ 37.34
Warrant for number of shares fully vested		7,500,000
Warrant B [Member]
Class Of Warrant Or Right [Line Items]
Exercise price of warrants exercisable		$ 37.34
Additional warrant to acquire outstanding shares							up to an additional 10% of our outstanding common shares, as of the date of the agreements
Additional warrant to buy number of shares vesting		3,770,000
Vesting increments of Amazon warrants		37,660
Revenues		$ 4,200
Warrant vested			1,355,760				1,355,760
Class of warrant or right number of securities remaining unexercised			790,860				790,860
Warrant vesting year							May 04, 2023
Warrant C [Member]
Class Of Warrant Or Right [Line Items]
Right to acquire outstanding common shares							up to an additional 9.9% of our outstanding common shares, as of the date of the agreements
Exercise price of warrants exercisable	$ 52.67
Vesting increments of Amazon warrants	45,623
Revenues	$ 6,900
Warrant vested			0				0
Incremental warrant to buy number of shares vesting.	6,660,000
Warrant vesting year	Mar. 27, 2026
Maximum [Member]
Class Of Warrant Or Right [Line Items]
Warrant providing right to acquire outstanding common shares percentage	14.90%
Maximum [Member] | Warrant B [Member]
Class Of Warrant Or Right [Line Items]
Percentage of additional warrant to acquire outstanding common shares		10%
Revenues		$ 420,000
Maximum [Member] | Warrant C [Member]
Class Of Warrant Or Right [Line Items]
Warrant providing right to acquire outstanding common shares percentage	9.90%
Revenues	$ 1,000,000
Dry Leases [Member]
Class Of Warrant Or Right [Line Items]
Lease term			10 years				10 years
CMI Operation [Member]
Class Of Warrant Or Right [Line Items]
Lease term	7 years		7 years				7 years
Lease term option to extend	The 737-800 CMI operations are for a term of seven years from the commencement of each agreement (with an option for Amazon to extend the term to ten years).						The Dry Leases have a term of ten years from the commencement of each agreement, while the CMI operations are for seven years from the commencement of each agreement (with an option for Amazon to extend the term to ten years).
Lease term of extension	10 years		10 years				10 years

Amazon - Summary of Customer In

Amazon - Summary of Customer Incentive Asset within Deferred Costs and Other Assets (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Warrants and Rights Note Disclosure [Abstract]
Balance as of December 31, 2021			$ 96,177
Initial value for estimate of vested or expected to vest warrants			11,835
Amortization of customer incentive asset	$ (9,500)	$ (11,300)	(29,389)	$ (33,300)
Balance as of September 30, 2022	$ 78,623		$ 78,623

Supplemental Financial Inform_3

Supplemental Financial Information - Additional Information (Details) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Supplemental Financial Information [Abstract]
Accounts receivable related to customer contracts excluding dry leasing contracts	$ 210.7	$ 248.4

Supplemental Financial Inform_4

Supplemental Financial Information - Summary of Allowance for Expected Credit Losses (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2022 USD ($)
Supplemental Financial Information [Abstract]
Balance as of December 31, 2021	$ 4,003
Reversal of expected credit losses	(589)
Amounts written off and other items	(1,375)
Balance as of September 30, 2022	$ 2,039

Supplemental Financial Inform_5

Supplemental Financial Information - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Supplemental Financial Information [Abstract]
Salaries, wages and benefits	$ 177,122	$ 211,801
Maintenance	119,240	135,133
Customer maintenance reserves	100,063	87,565
Deferred revenue	61,976	58,616
Aircraft fuel	48,334	40,855
Other	104,856	108,008
Accrued liabilities	$ 611,591	$ 641,978

Supplemental Financial Inform_6

Supplemental Financial Information - Summary of Changes in Deferred Revenue (Details) - Non-Dry Lease Revenue Contracts with Customers [Member] $ in Thousands	9 Months Ended
	Sep. 30, 2022 USD ($)
Revenue Recognition [Line Items]
Balance as of December 31, 2021	$ 52,647
Revenue recognized	(356,572)
Amounts collected or invoiced	355,130
Balance as of September 30, 2022	$ 51,205

Supplemental Financial Inform_7

Supplemental Financial Information - Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021	Sep. 30, 2021	Dec. 31, 2020
Supplemental Financial Information [Abstract]
Cash and cash equivalents	$ 465,499	$ 910,965
Restricted cash	10,473	10,052
Total Cash, cash equivalents and restricted cash shown in Consolidated Statements of Cash Flows	$ 475,972	$ 921,017	$ 784,141	$ 856,281

Special Charge and Assets Hel_2

Special Charge and Assets Held for Sale - Additional Information (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022 USD ($) Engine	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($) Engine	Sep. 30, 2021 USD ($)	Mar. 31, 2023 Engine	Dec. 31, 2021 USD ($) Engine
Impairment Of Aircraft Engines Held For Sale [Line Items]
Special charge	$ 6,299	$ 0	$ 8,932	$ 0
Proceeds from disposal of flight equipment			13,500	$ 9,470
Certain Spare CF6-80 Engines [Member]
Impairment Of Aircraft Engines Held For Sale [Line Items]
Proceeds from disposal of flight equipment			11,700
Net gain from sale of aircraft			$ 6,200
Number of aircraft held for sale | Engine	3		3			6
Certain Spare CF6-80 Engines [Member] | Forecast [Member]
Impairment Of Aircraft Engines Held For Sale [Line Items]
Number of engines expected to be sold | Engine					3
Certain Spare CF6-80 Engines [Member] | Prepaid Expense, Assets Held for Sale and Other Current Assets [Member]
Impairment Of Aircraft Engines Held For Sale [Line Items]
Carrying value of asset held for sale	$ 5,400		$ 5,400			$ 5,500
Nonoperational Spare CF6-80 Engines [Member]
Impairment Of Aircraft Engines Held For Sale [Line Items]
Number of aircraft held for sale | Engine	3		3
Other CF6-80 Engines [Member]
Impairment Of Aircraft Engines Held For Sale [Line Items]
Number of aircraft held for sale | Engine	2		2

Debt - Term Loans - Additional

Debt - Term Loans - Additional Information (Details) - 747-8F Term Loan [Member] - USD ($) $ in Millions	1 Months Ended		9 Months Ended
	Oct. 31, 2022	Apr. 30, 2022	Sep. 30, 2022	May 31, 2022
Debt Instrument [Line Items]
Debt instrument face amount				$ 140
Debt instrument fixed interest rate				4.17%
Debt instrument term		84 months	12 years
Debt instrument due date			2034-05
Subsequent Event [Member]
Debt Instrument [Line Items]
Debt instrument face amount	$ 140
Debt instrument fixed interest rate	5.73%
Debt instrument term	12 years
Debt instrument due date	2034-10

Debt - Convertible Notes - Addi

Debt - Convertible Notes - Additional Information (Details) $ / shares in Units, $ in Thousands		1 Months Ended		3 Months Ended
	Jun. 01, 2022 USD ($) shares	May 31, 2017 USD ($)	Jun. 30, 2015 USD ($)	Sep. 30, 2022 USD ($) Days $ / shares shares	Dec. 31, 2021 shares
Debt Instrument [Line Items]
Common stock shares outstanding				28,364,198	29,215,702
Common stock shares issued				35,271,413	34,707,860
Convertible Notes [Member]
Debt Instrument [Line Items]
Debt instrument, convertible, threshold percentage of stock price trigger				130%
Debt instrument, convertible, threshold trading days | Days				20
Debt instrument, convertible, threshold consecutive trading days | Days				30
2017 Convertible Notes [Member]
Debt Instrument [Line Items]
Debt instrument fixed interest rate		1.88%
Convertible notes aggregate principal amount | $		$ 289,000		$ 288,926
Debt instrument, conversion price | share | $ / shares				$ 61.08
Convertible notes, date of maturity		Jun. 01, 2024
2017 Convertible Notes [Member] | Warrants [Member]
Debt Instrument [Line Items]
Debt instrument, conversion price | share | $ / shares				$ 92.20
2015 Convertible Notes [Member]
Debt Instrument [Line Items]
Aggregate amount of EETCs refinanced interest rate			8.10%
Convertible notes aggregate principal amount | $			$ 224,500
2015 Convertible Notes [Member] | Convertible Notes [Member]
Debt Instrument [Line Items]
Aggregate amount of EETCs refinanced interest rate			2.25%
Convertible notes aggregate principal amount | $	$ 210,400
Common stock shares issued	138,509
Payment to holders who not elect to convert their outstanding notes | $	$ 6,200
Received shares of common stock	25,957
2015 Convertible Notes [Member] | Warrants [Member]
Debt Instrument [Line Items]
Warrant issued				42,431
Number of shares issued related to cashless exercise of warrants				411,413
Class of warrant or right number of securities remaining unexercised				2,620,145

Debt - Schedule of Convertible

Debt - Schedule of Convertible Notes (Details) - 2017 Convertible Notes [Member] - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	May 31, 2017
Debt Instrument [Line Items]
Remaining life in months	20 months
Gross proceeds	$ 288,926	$ 289,000
Less: debt issuance cost, net of amortization	(1,769)
Net carrying amount	$ 287,157

Debt - Summary of Interest Expe

Debt - Summary of Interest Expense Recognized (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Debt Instrument [Line Items]
Total interest expense recognized	$ 19,177	$ 27,173	$ 59,524	$ 81,345
Convertible Notes [Member]
Debt Instrument [Line Items]
Contractual interest coupon	1,355	2,618	6,169	7,853
Amortization of debt discount	0	4,820	0	14,236
Amortization of debt issuance costs	265	410	1,201	1,219
Total interest expense recognized	$ 1,620	$ 7,848	$ 7,370	$ 23,308

Debt - Revolving Credit Facilit

Debt - Revolving Credit Facility - Additional Information (Details) - Revolver [Member] - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2016	Sep. 30, 2022
Debt Instrument [Line Items]
Term of revolving credit facility	4 years	3 years
Borrowing capacity	$ 250,000,000	$ 200,000,000
Outstanding balance			$ 0
Unused availability			$ 250,000,000

Debt - Other Debt - Additional

Debt - Other Debt - Additional Information (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		9 Months Ended
	Apr. 30, 2022	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Debt Instrument [Line Items]
Loss on early extinguishment of debt		$ 0	$ 0	$ (689)	$ 0
747-8F Term Loan [Member]
Debt Instrument [Line Items]
Proceeds from other debt	$ 90,000
Term of debt	84 months			12 years
Percentage of blended fixed rate	3.86%
Repayment of other debt	$ 45,700
Loss on early extinguishment of debt	$ 700

Income Taxes - Additional Infor

Income Taxes - Additional Information (Details)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income Tax Disclosure [Abstract]
Effective income tax rates	23.20%	23.40%	23.10%	23.50%

Financial Instruments - Summary

Financial Instruments - Summary of Carrying Value, Estimated Fair Value and Classification of Financial Instruments (Details) - USD ($) $ in Thousands	Sep. 30, 2022		Dec. 31, 2021
Assets
Restricted cash	$ 10,473		$ 10,052
Reported Value Measurement
Assets
Cash and cash equivalents	465,499		910,965
Restricted cash	10,473		10,052
Financial instruments assets	475,972		921,017
Liabilities
Term loans and notes	1,604,571		1,638,311
Convertible notes	287,157	[1]	479,573	[2]
Financial instruments liabilities	1,891,728		2,117,884
Estimate of Fair Value Measurement
Assets
Cash and cash equivalents	465,499		910,965
Restricted cash	10,473		10,052
Financial instruments assets	475,972		921,017
Liabilities
Term loans and notes	1,506,818		1,690,675
Convertible notes	456,503	[1]	758,424	[2]
Financial instruments liabilities	1,963,321		2,449,099
Fair Value, Inputs, Level 1 [Member]
Assets
Cash and cash equivalents	465,499		910,965
Restricted cash	10,473		10,052
Financial instruments assets	475,972		921,017
Liabilities
Convertible notes	456,503	[1]	758,424	[2]
Financial instruments liabilities	456,503		758,424
Fair Value, Inputs, Level 3 [Member]
Liabilities
Term loans and notes	1,506,818		1,690,675
Financial instruments liabilities	$ 1,506,818		$ 1,690,675
[1] Carrying value is net of debt issuance costs (see Note 8). Carrying value is net of debt discounts and debt issuance costs (see Note 8).

Segment Reporting - Additional

Segment Reporting - Additional Information (Details) $ in Thousands	3 Months Ended				9 Months Ended
	Sep. 30, 2022 USD ($)	Jun. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Jun. 30, 2021 USD ($)	Sep. 30, 2022 USD ($) Segment	Sep. 30, 2021 USD ($)
Segment Reporting Information [Line Items]
Number of operating segments | Segment					2
Number of reportable segments | Segment					2
Operating Revenue | $	$ 1,124,554	$ 1,124,554	$ 1,016,100	$ 1,016,100	$ 3,341,681	$ 2,867,832
DHL [Member]
Segment Reporting Information [Line Items]
Operating Revenue | $	$ 131,300		$ 159,100		$ 408,900	$ 487,200

Segment Reporting - Operating R

Segment Reporting - Operating Revenue and Direct Contribution For Our Reportable Business Segments (Details) - USD ($) $ in Thousands	3 Months Ended				9 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Sep. 30, 2021	Jun. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Operating Revenue:
Customer incentive asset amortization	$ (9,474)		$ (11,332)		$ (29,389)	$ (33,256)
Other	5,251		5,792		16,723	16,579
Total Operating Revenue	1,124,554	$ 1,124,554	1,016,100	$ 1,016,100	3,341,681	2,867,832
Direct Contribution:
Total Direct Contribution for Reportable Segments	182,396		275,695		594,101	697,968
Unallocated income and (expenses), net	(90,983)		(120,219)		(285,084)	(284,218)
Loss on early extinguishment of debt	0		0		(689)	0
Unrealized loss on financial instruments	0		0		0	(113)
Special charge	(6,299)		0		(8,932)	0
Transaction-related expenses	(6,889)		(168)		(6,889)	(486)
Gain on disposal of flight equipment	0		810		6,221	794
Income before income taxes	78,225		156,118		298,728	413,945
Interest income	(2,426)		(159)		(3,539)	(559)
Interest expense	19,177		27,173		59,524	81,345
Capitalized interest	(3,080)		(2,335)		(10,183)	(5,456)
Loss on early extinguishment of debt	0		0		689	0
Unrealized loss on financial instruments	0		0		0	113
Other (income) expense, net	(138)		3,136		81	(41,174)
Operating Income	91,758		183,933		345,300	448,214
Airline Operations [Member]
Operating Revenue:
Operating Revenue	1,086,998		980,714		3,225,084	2,762,815
Direct Contribution:
Total Direct Contribution for Reportable Segments	169,065		265,260		551,214	666,203
Dry Leasing [Member]
Operating Revenue:
Operating Revenue	41,779		40,926		129,263	121,694
Direct Contribution:
Total Direct Contribution for Reportable Segments	$ 13,331		$ 10,435		$ 42,887	$ 31,765

Segment Reporting - Schedule of

Segment Reporting - Schedule of Disaggregated Airline Operations Segment Revenue by Customer and Service Type (Details) - Airline Operations [Member] - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Segment Reporting Information [Line Items]
Total Airline Operations Revenue	$ 1,086,998	$ 980,714	$ 3,225,084	$ 2,762,815
Commercial Customers [Member]
Segment Reporting Information [Line Items]
Total Airline Operations Revenue	919,348	856,478	2,813,845	2,391,743
AMC [Member]
Segment Reporting Information [Line Items]
Total Airline Operations Revenue	167,650	124,236	411,239	371,072
Cargo [Member]
Segment Reporting Information [Line Items]
Total Airline Operations Revenue	1,024,755	877,517	3,032,126	2,504,287
Cargo [Member] | Commercial Customers [Member]
Segment Reporting Information [Line Items]
Total Airline Operations Revenue	909,267	847,643	2,801,717	2,380,029
Cargo [Member] | AMC [Member]
Segment Reporting Information [Line Items]
Total Airline Operations Revenue	115,488	29,874	230,409	124,258
Passenger [Member]
Segment Reporting Information [Line Items]
Total Airline Operations Revenue	62,243	103,197	192,958	258,528
Passenger [Member] | Commercial Customers [Member]
Segment Reporting Information [Line Items]
Total Airline Operations Revenue	10,081	8,835	12,128	11,714
Passenger [Member] | AMC [Member]
Segment Reporting Information [Line Items]
Total Airline Operations Revenue	$ 52,162	$ 94,362	$ 180,830	$ 246,814

Stock Repurchases - Additional

Stock Repurchases - Additional Information - (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended		9 Months Ended
	Apr. 30, 2022	Feb. 28, 2022	Sep. 30, 2022	Sep. 30, 2021
Equity, Class of Treasury Stock [Line Items]
Treasury stock repurchase remaining authorization		$ 200,000
Payments for repurchase of stock			$ 100,000	$ 0
Accelerated Share Repurchase Program [Member]
Equity, Class of Treasury Stock [Line Items]
Payments for repurchase of stock		$ 100,000
Number of shares received		1,061,257
Number of additional shares received	172,887
Treasury stock, number of shares repurchased	1,234,144
Treasury stock, repurchase amount	$ 100,000
Number of shares repurchased, average cost per share	$ 81.03

Labor and Legal Proceedings - A

Labor and Legal Proceedings - Additional Information (Details) - USD ($) $ in Millions	1 Months Ended	9 Months Ended
	Mar. 31, 2022	Sep. 30, 2022	Dec. 31, 2021
Loss Contingencies [Line Items]
Collective bargaining agreement period	5 years
Collective bargaining agreement effective period		5 years
Brazilian Customs Claim [Member]
Loss Contingencies [Line Items]
Brazilian claims in the aggregate		$ 1.8
Amounts on deposit for Brazilian claims included in deferred costs and other assets		$ 3.6	$ 3.2

Earnings Per Share - Calculatio

Earnings Per Share - Calculations of Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Numerator:
Net Income	$ 60,100	$ 119,535	$ 229,869	$ 316,578
Plus: Interest expense on convertible notes, net of tax	1,040	0	3,129	0
Unrealized loss on financial instruments, net of tax	0	0	0	112
Diluted net income	$ 61,140	$ 119,535	$ 232,998	$ 316,690
Denominator:
Basic EPS weighted average shares outstanding	28,326	29,023	28,472	28,844
Effect of dilutive:
Effect of dilutive convertible notes	4,731	717	4,831	442
Effect of dilutive warrants	812	584	670	611
Effect of dilutive restricted stock	197	223	170	220
Diluted EPS weighted average shares outstanding	34,066	30,547	34,143	30,117
Earnings per share:
Basic	$ 2.12	$ 4.12	$ 8.07	$ 10.98
Diluted	$ 1.79	$ 3.91	$ 6.82	$ 10.52

Earnings Per Share - Additional

Earnings Per Share - Additional Information (Details) - shares shares in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Restricted shares and units in which performance or market conditions were not satisfied	9.3	9.8	9.3	9.8
Warrants [Member]
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive shares excluded from the calculation of diluted EPS	0	3	0	3

Accumulated Other Comprehensi_3

Accumulated Other Comprehensive Income - Components of Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Accumulated Other Comprehensive Income Loss [Line Items]
Beginning Balance	$ 2,864,566	$ 2,497,054	$ 2,809,337	$ 2,261,539
Reclassification to interest expense	(16)	250	106	774
Reclassification to loss on early extinguishment of debt	0	0	639	0
Tax effect			(175)	(184)
Ending Balance	2,932,744	2,624,264	2,932,744	2,624,264
Interest Rate Derivatives [Member]
Accumulated Other Comprehensive Income Loss [Line Items]
Beginning Balance			(520)	(1,913)
Reclassification to interest expense			106	774
Reclassification to loss on early extinguishment of debt			639
Tax effect			(175)	(184)
Ending Balance	50	(1,323)	50	(1,323)
Foreign Currency Translation [Member]
Accumulated Other Comprehensive Income Loss [Line Items]
Beginning Balance			9	9
Reclassification to interest expense			0	0
Reclassification to loss on early extinguishment of debt			0
Tax effect			0	0
Ending Balance	9	9	9	9
Accumulated Other Comprehensive Income (Loss) [Member]
Accumulated Other Comprehensive Income Loss [Line Items]
Beginning Balance	75	(1,504)	(511)	(1,904)
Ending Balance	$ 59	$ (1,314)	$ 59	$ (1,314)