Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 10, 2017 | Jun. 30, 2016 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Document period end date | Dec. 31, 2016 | ||
Amendment flag | false | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,016 | ||
Current fiscal year end date | --12-31 | ||
Entity central index key | 1,135,185 | ||
Entity current reporting status | Yes | ||
Entity filer category | Large Accelerated Filer | ||
Entity registrant name | ATLAS AIR WORLDWIDE HOLDINGS INC | ||
Entity trading symbol | AAWW | ||
Entity voluntary filers | No | ||
Entity well known seasoned issuer | Yes | ||
Entity public float | $ 1,053.1 | ||
Entity common stock shares outstanding | 25,126,608 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current Assets | ||
Cash and cash equivalents | $ 123,890 | $ 425,950 |
Short-term investments | 4,313 | 5,098 |
Restricted cash | 14,360 | 12,981 |
Accounts receivable, net of allowance | 166,486 | 164,308 |
Prepaid maintenance | 4,418 | 6,052 |
Prepaid expenses and other current assets | 44,603 | 37,548 |
Total current assets | 358,070 | 651,937 |
Property and Equipment | ||
Flight equipment | 3,886,714 | 3,687,248 |
Ground equipment | 68,688 | 58,487 |
Less: accumulated depreciation | (568,946) | (450,217) |
Flight equipment modifications in progress | 154,226 | 39,678 |
Property and equipment, net | 3,540,682 | 3,335,196 |
Other Assets | ||
Long-term investments and accrued interest | 27,951 | 37,604 |
Deferred costs and other assets | 204,647 | 81,183 |
Intangible assets, net and goodwill | 116,029 | 58,483 |
Total Assets | 4,247,379 | 4,164,403 |
Current Liabilities | ||
Accounts payable | 59,543 | 93,278 |
Accrued liabilities | 320,887 | 293,138 |
Current portion of long-term debt and capital lease | 184,748 | 161,811 |
Total current liabilities | 565,178 | 548,227 |
Other Liabilities | ||
Long-term debt | 1,666,663 | 1,739,496 |
Deferred taxes | 298,165 | 286,928 |
Financial instruments and other liabilities | 200,035 | 135,569 |
Total other liabilities | 2,164,863 | 2,161,993 |
Equity | ||
Preferred stock | 0 | 0 |
Common stock | 296 | 290 |
Additional paid-in-capital | 657,082 | 625,244 |
Treasury stock, at cost | (183,119) | (171,844) |
Accumulated other comprehensive loss | (4,993) | (6,063) |
Retained earnings | 1,048,072 | 1,006,556 |
Total stockholders' equity | 1,517,338 | 1,454,183 |
Total Liabilities and Equity | $ 4,247,379 | $ 4,164,403 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Consolidated Balance Sheets | ||
Allowance for doubtful accounts receivable | $ 997 | $ 1,247 |
Consolidated Balance Sheets Sha
Consolidated Balance Sheets Shares (Parentheticals) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 |
Consolidated Balance Sheets | ||
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 | 50,000,000 |
Common stock shares issued | 29,633,605 | 28,955,445 |
Common stock shares outstanding | 25,017,242 | 24,636,651 |
Treasury stock shares | 4,616,363 | 4,318,794 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Total Operating Revenue | |||
Operating Revenue | $ 1,839,627 | $ 1,822,659 | $ 1,799,198 |
Operating Expenses | |||
Salaries, wages and benefits | 424,332 | 351,372 | 311,143 |
Aircraft fuel | 275,113 | 333,390 | 404,263 |
Maintenance, materials and repairs | 206,106 | 202,337 | 203,567 |
Depreciation and amortization | 148,876 | 128,740 | 120,793 |
Aircraft rent | 146,110 | 145,031 | 140,390 |
Travel | 127,748 | 102,755 | 79,199 |
Passenger and ground handling services | 89,657 | 83,185 | 86,820 |
Navigation fees, landing fees and other rent | 78,441 | 99,345 | 131,138 |
Loss (gain) on disposal of aircraft | (11) | 1,538 | 14,679 |
Special charge | 10,140 | 17,388 | 15,114 |
Transaction-related expenses | 22,071 | 0 | 0 |
Other | 142,733 | 234,073 | 116,120 |
Total Operating Expenses | 1,671,316 | 1,699,154 | 1,623,226 |
Operating Income | 168,311 | 123,505 | 175,972 |
Non-operating Expenses (Income) | |||
Interest income | (5,532) | (12,554) | (18,480) |
Interest expense | 84,650 | 96,756 | 104,252 |
Capitalized interest | (3,313) | (1,027) | (453) |
Loss on early extinguishment of debt | 132 | 69,728 | 0 |
Gain on investments | 0 | (13,439) | 0 |
Unrealized loss on financial instruments | (2,888) | 0 | 0 |
Other expense (income), net | 70 | 1,261 | 1,104 |
Total Non-operating (Expenses) Income | (78,895) | (140,725) | (86,423) |
Income (loss) from continuing operations before income taxes | 89,416 | (17,220) | 89,549 |
Income tax expense (benefit) | 46,791 | (24,506) | (12,678) |
Income (loss) from continuing operations, net of taxes | 42,625 | 7,286 | 102,227 |
Less: Loss from discontinued operations, net of taxes | (1,109) | 0 | 0 |
Net Income | 41,516 | 7,286 | 102,227 |
Less: Net income (loss) attributable to noncontrolling interests | 0 | 0 | (4,530) |
Net Income Attributable to Common Stockholders | $ 41,516 | $ 7,286 | $ 106,757 |
Earnings per share from continuing operations: | |||
Basic | $ 1.72 | $ 0.29 | $ 4.26 |
Diluted | 1.7 | 0.29 | 4.25 |
Loss per share from discontinued operations: | |||
Basic | (0.04) | 0 | 0 |
Diluted | (0.04) | 0 | 0 |
Earnings per share: | |||
Basic | 1.67 | 0.29 | 4.26 |
Diluted | $ 1.65 | $ 0.29 | $ 4.25 |
Weighted average shares: | |||
Basic | 24,843 | 24,833 | 25,031 |
Diluted | 25,120 | 25,018 | 25,127 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Other Comprehensive Income (Loss) | |||
Net Income | $ 41,516 | $ 7,286 | $ 102,227 |
Interest rate derivatives: | |||
Net change in fair value | 0 | 0 | (251) |
Reclassification to interest expense | 1,770 | 6,129 | 2,724 |
Income tax expense | (700) | (2,277) | (1,022) |
Foreign currency translation: | |||
Translation adjustment | 0 | (343) | (168) |
Accumulated Postretirement Benefit Obligation: | |||
Other comprehensive income | 1,070 | 3,509 | 1,283 |
Comprehensive Income | 42,586 | 10,795 | 103,510 |
Less: Comprehensive loss attributable to noncontrolling interests | 0 | 0 | (4,352) |
Comprehensive Income Attributable to Common Stockholders | $ 42,586 | $ 10,795 | $ 107,862 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Operating Activities: | |||
Income (loss) from continuing operations, net of taxes | $ 42,625 | $ 7,286 | $ 102,227 |
Less: Loss from discontinued operations, net of taxes | (1,109) | 0 | 0 |
Net Income | 41,516 | 7,286 | 102,227 |
Adjustments to reconcile Net Income to net cash provided by operating activities: | |||
Depreciation and amortization | 168,721 | 147,604 | 138,324 |
Accretion of debt securities discount | (1,277) | (4,651) | (7,947) |
Provision for allowance for doubtful accounts | 508 | 171 | 643 |
Special charge, net of cash payments | 10,140 | 16,351 | 12,013 |
Loss on early extinguishment of debt | 132 | 69,728 | 0 |
Unrealized gain on financial instruments | 2,888 | 0 | 0 |
Loss (gain) on disposal of aircraft | (11) | 1,538 | 14,679 |
Deferred taxes | 47,381 | (25,898) | (12,714) |
Stock-based compensation expense | 32,724 | 16,181 | 13,606 |
Changes in: | |||
Accounts receivable | 22,974 | 2,016 | (21,070) |
Prepaid expenses, current assets and other assets | (29,455) | 23,171 | 23,605 |
Accounts payable and accrued liabilities | (64,059) | 119,390 | 9,779 |
Net cash provided by operating activities | 232,182 | 372,887 | 273,145 |
Investing Activities: | |||
Capital expenditures | (46,717) | (45,040) | (24,920) |
Payments for flight equipment and modifications | (316,993) | (227,048) | (519,399) |
Acquisition of business, net of cash acquired | (105,392) | 0 | 0 |
Proceeds from investments | 11,714 | 80,302 | 3,728 |
Proceeds from disposal of aircraft | 0 | 25,441 | 0 |
Net cash used for investing activities | (457,388) | (166,345) | (540,591) |
Financing Activities: | |||
Proceeds from debt issuance | 103,492 | 568,033 | 572,552 |
Customer maintenance reserves received | 15,105 | 16,148 | 17,555 |
Customer maintenance reserves paid | 0 | (3,801) | 0 |
Proceeds from sale of warrants | 0 | 36,290 | 0 |
Payments for convertible note hedges | 0 | 52,903 | 0 |
Proceeds from stock option exercises | 0 | 1,193 | 69 |
Purchase of treasury stock | (11,275) | (26,522) | (19,496) |
Excess tax benefit from stock-based compensation expense | 390 | 555 | 8 |
Payment of debt extinguishment costs | 0 | (36,054) | 0 |
Payment of debt issuance costs | (4,034) | (14,509) | (17,117) |
Payments of debt | (179,153) | (568,923) | (301,550) |
Net cash used for financing activities | (75,475) | (80,493) | 252,021 |
Net increase (decrease) in cash and cash equivalents | (300,681) | 126,049 | (15,425) |
Cash cash equivalents and restricted cash at the beginning period | 438,931 | 312,882 | 328,307 |
Cash and cash equivalents and restricted cash at the end of period | 138,250 | 438,931 | 312,882 |
Non-cash Investing and Financing Activities: | |||
Acquisition of flight equipment included in Accounts payable and accrued liabilities | 14,345 | 33,294 | 29,087 |
Acquisition of flight equipment under capital lease | 10,800 | 0 | 0 |
Disposition of aircraft included in accounts receivable | $ 0 | $ 0 | $ 5,072 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Total Stockholders' Equity | Noncontrolling Interest |
Balance at Dec. 31, 2013 | $ 1,322,125 | $ 282 | $ (125,826) | $ 561,481 | $ (10,677) | $ 892,513 | $ 1,317,773 | $ 4,352 |
Net Income | 102,227 | 0 | 0 | 0 | 0 | 106,757 | 106,757 | (4,530) |
Other comprehensive income | 1,283 | 0 | 0 | 0 | 1,105 | 0 | 1,105 | 178 |
Stock option and restricted stock compensation | 13,606 | 0 | 0 | 13,606 | 0 | 0 | 13,606 | 0 |
Purchase of shares of treasury stock | (19,496) | 0 | (19,496) | 0 | 0 | 0 | (19,496) | 0 |
Exercise of employee stock options | 69 | 0 | 0 | 69 | 0 | 0 | 69 | 0 |
Issuance of shares of restricted stock | 0 | 4 | 0 | (4) | 0 | 0 | 0 | 0 |
Tax benefit (expense) on restricted stock and stock options | (2,019) | 0 | 0 | (2,019) | 0 | 0 | (2,019) | 0 |
Balance at Dec. 31, 2014 | 1,417,795 | 286 | (145,322) | 573,133 | (9,572) | 999,270 | 1,417,795 | 0 |
Net Income | 7,286 | 0 | 0 | 0 | 0 | 7,286 | 7,286 | 0 |
Other comprehensive income | 3,509 | 0 | 0 | 0 | 3,509 | 0 | 3,509 | 0 |
Stock option and restricted stock compensation | 16,181 | 0 | 0 | 16,181 | 0 | 0 | 16,181 | 0 |
Purchase of shares of treasury stock | (26,522) | 0 | (26,522) | 0 | 0 | 0 | (26,522) | 0 |
Exercise of employee stock options | 1,193 | 0 | 0 | 1,193 | 0 | 0 | 1,193 | 0 |
Issuance of shares of restricted stock | 0 | 4 | 0 | (4) | 0 | 0 | 0 | 0 |
Equity component of convertible notes, net of tax | 32,234 | 0 | 0 | 32,234 | 0 | 0 | 32,234 | 0 |
Purchase of convertible note hedges, net of tax | 33,837 | 0 | 0 | 33,837 | 0 | 0 | 33,837 | 0 |
Issuance of warrants | 36,290 | 0 | 0 | 36,290 | 0 | 0 | 36,290 | 0 |
Tax benefit (expense) on restricted stock and stock options | 54 | 0 | 0 | 54 | 0 | 0 | 54 | 0 |
Balance at Dec. 31, 2015 | 1,454,183 | 290 | (171,844) | 625,244 | (6,063) | 1,006,556 | 1,454,183 | 0 |
Net Income | 41,516 | 0 | 0 | 0 | 0 | 41,516 | 41,516 | 0 |
Other comprehensive income | 1,070 | 0 | 0 | 0 | 1,070 | 0 | 1,070 | 0 |
Stock option and restricted stock compensation | 32,724 | 0 | 0 | 32,724 | 0 | 0 | 32,724 | 0 |
Purchase of shares of treasury stock | 11,275 | 0 | 11,275 | 0 | 0 | 0 | 11,275 | 0 |
Issuance of shares of restricted stock | 0 | (6) | 0 | 6 | 0 | 0 | 0 | 0 |
Tax benefit (expense) on restricted stock and stock options | (880) | 0 | 0 | (880) | 0 | 0 | (880) | 0 |
Balance at Dec. 31, 2016 | $ 1,517,338 | $ 296 | $ (183,119) | $ 657,082 | $ (4,993) | $ 1,048,072 | $ 1,517,338 | $ 0 |
Consolidated Statements of Sto9
Consolidated Statements of Stockholders' Equity (Parentheticals) - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Consolidated Statements of Stockholders Equity | |||
Purchase of shares of treasury stock | 297,569 | 565,352 | 591,858 |
Exercise of employee stock options | 0 | 25,373 | 2,500 |
Issuance of shares of restricted stock | 678,160 | 368,912 | 358,447 |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Dec. 31, 2016 | |
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 Atlas Air, Inc. (“Atlas”) and Southern Air Holdings, Inc. (“Southern Air”) . Southern Air was acquired on April 7, 2016 (see Note 4). AAWW is also the parent company of several subsidiaries related to our dry leasing services (collectively referred to as “Titan”). AAWW 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. Noncon trolling interests represents the interest not owned by us and is recorded for consolidated entities in which we own less than 100% of the interest. Intercompany accounts and transactions have been eliminated . We account for investments in entities under the equity method of accounting when we hold between 20% and 50% ownership in the entity and exercise significant influence or when we are not the primary beneficiary of a variable interest entity. 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”), as well as those through which we provide crew, maintenance and insurance, but not the aircraft (“CMI”); (ii) cargo and passenger charter services (“Charter”); and (iii) dry leasing aircraft and engines (“Dry Leasing” or “Dry Lease”) . Except for per share data, all dollar amounts are in thousands unless otherwise noted. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Significant Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires us to make estimates and judgments that affect the amounts reported in these financial statements and the related disclosures. Actual results may differ from those estimates. Estimates are used in determining, among other items, asset lives and residual values, cash flows for impairment analysi s, heavy maintenance costs, income tax accounting, business combinations , intangible assets, warrants, contingent liabilities (including, but not limited to litigation accruals) , valuation allowances (including, but not limited to, those rela ted to receivables, expendable parts inventory and deferred taxes), stock-based compensation and self-insurance employee benefit accruals. Revenue Recognition Revenue from ACMI and CMI contracts is typically recognized as the block hours are operated on behalf of a customer during a given month, as defined contractually, based on flight departure. The time interval between when an aircraft departs the terminal until it arrives at the destination terminal is measured in hours and called a “Block Hour”. I f a customer flies below a minimum contracted Block Hour guarantee, the contracted minimum revenue amounts are recognized as revenue. We recognize revenue for Charter upon flight departure. We record Dry Lease rental income on a straight-line basis over t he term of the operating lease. In limited cases, leases provide for additional rentals based on usage, which is recorded as revenue as it is earned under the terms of the lease. Usage is calculated based on hourly usage or number of flights operated, de pending on the lease agreement, and is typically reported monthly by the lessee. Rentals received but unearned under the lease agreements are recorded in deferred revenue and included in Accrued liabilities until earned. Customer maintenance reserves are amounts received under our Dry Leases that are subject to reimbursement to the lessee upon the completion of qualifying maintenance work on the specific Dry Leased aircraft and are included in Accrued liabilities. We defer revenue recognition until the en d of the lease, when we are able to finalize the amount, if any, to be reimbursed to the customer. The Company recognizes revenue for management and administrative support services when the services are provided. Cash and Cash Equivalents Cash and cash equivalents include cash on hand, demand deposits and other cash investments that are highly liquid in nature and have original maturities of three months or less at acquisition. Short-t erm Investments Short-term investments are primarily comprised of certificates of deposit, current portions of debt securities and money market funds. Restricted Cash Cash that is restricted under secured aircraft debt agreements, whereby it can only be used to make pri ncipal and interest payments on the related debt secured by those aircraft, is classified as Restricted cash. Accounts Receivable We perform a monthly evaluation of our accounts receivable and establish an allowance for doubtful accounts based on our best estimate of probable credit losses resulting from the inability or unwillingness of our customers to make required payments. Account balances are charged off against the allowance when we determine that the receivable will not be recovered. Escrow Deposit s and Letters of Credit We had $ 5.0 million as of December 31, 2016 and $ 3.9 million as of December 31, 2015 , for certain deposits required in the normal course of business for various items including, but not limited to, surety an d customs bonds, airfield privileges, judicial deposits, insurance and cash pledged under standby letters of credit related to collateral. These amounts are included in Deposits and other assets. Expendable Parts Expendable parts, materials and supplies f or flight equipment are carried at average acquisition costs and are included in Prepaid expenses and other current assets. When used in operations, they are charged to maintenance expense. Allowances for excess and obsolescence for expendable parts expe cted to be on hand at the date aircraft are retired from service are provided over the estimated useful lives of the related air frames and engines. These allowances are based on management estimates, which are subject to change as conditions in the busine ss evolve. T he net book value of expendable parts inventory was $ 24.2 million as of December 31, 2016 and $ 18.1 million at December 31, 2015 , net of allowances for obsolescence of $ 22.3 million at December 31, 2016 and $ 19.7 million at December 31, 2015 . Property and Equipment We record property and equipment at cost and depreciate these assets to their estimated residual values on a straight-line basis over their estimated useful lives or average remaining fleet lives. We review these assumptions at least annually and adjust depreciation on a prospective basis. Expenditures for major additions, improvements and flight equipment modifications are generally capitalized and depreciated over the shorter of the estimated life of the improvement, the modified assets’ remaining life or remaining lease term. Most of our flight equipment is specifically pledged as collateral for our indebtedness. The est imated useful lives of our property and equipment are as follows: Range Flight equipment 3 to 40 years Computer software and equipment 3 to 5 years Ground handling equipment and other 3 to 5 years Depreciation expense related to property and equipment was $ 141.5 million in 2016 , $ 122.2 million in 2015 and $ 114.0 million in 2014 . The net book value of flight equipment on dry lease to customers was $ 936.0 million as of December 31, 2016 and $ 887.9 million as of December 31, 2015 . The accumulated depreciation for flight equipment on dry lease to customers was $ 99.8 million as of December 31, 2016 and $ 64.5 million as of December 31, 2015 . Rotable parts are recorded in Property and equipment, net, and are depreciated over their average remaining fleet lives and written off when they are determin ed to be beyond economic repair. The net book value of rotable parts inventory was $ 142.7 million as of December 31, 2016 and $ 125.6 million as of December 31, 2015 . Capitalized Interest on Flight Equipment Modifications in Prog ress Interest on funds used to finance the acquisition of flight equipment up to the date the asset is ready for its intended use is capitalized and included in the cost of the asset. Included in capitalized interest is the interest paid on the purchase d eposit borrowings directly associated with the acquisition of flight equipment. The remainder of capitalized interest recorded on the acquisition of flight equipment is determined by taking the weighted average cost of funds associated with our other debt and applying it against the amounts paid as purchase deposits. Goodwill Goodwill represents the excess of an acquisition’s purchase price over the fair value of the identifiable net assets acquired and liabilities assumed. Goodwill is not amortized, but tested for impairment annually during the fourth quarter of each year, or more frequently if certain events or circumstances indicate that an impairment loss may have been incurred. We may elect to perform a qualitative analysis on the reporting unit t hat has goodwill to determine whether it is more likely than not that fair value of the reporting unit is less than its carrying value. If the qualitative analysis indicates that it is more likely than not that the fair value of a reporting unit is less t han its carrying amount, or if we elect not to perform a qualitative analysis, we perform a quantitative analysis to determine whether a goodwill impairment exists. If the goodwill’s carrying value exceeds its fair value calculated using the quantitative approach, an impairment charge is recorded for the difference in fair value and carrying value. Fair value is determined using a discounted cash flow analysis based on key assumptions including, but not limited to, ( i ) a projection of revenues, expenses a nd other cash flows; (ii) terminal period revenue growth and cash flows ; and (iii) an assumed discount rate. The total amount of goodwill was $ 40.4 million, which is included in Intangible assets, net and goodwill , and Prepaid expense and other current assets in the consolidated balance sheets a s of December 31, 2016 (see Notes 4 and 6). D uring the fourth quarter of 2016 , we performed a quantitative analysis and determined that goodwill was not impaired. Impairment of Long-Lived Assets We record impairment charges on long-lived assets when events and circumstances indicate that the assets may be impaired, the undiscounted cash flows estimated to be generated by those assets are less than the associated carrying amount and the net book value of the assets exceeds the associated estimated fair value. For flight equipment and finite-lived intangibles used in our ACMI and Charter segments, assets are grouped at the operating fleet level for impairment testing. For flight equipment and finite-lived intangibles used in our Dry Leasing segment, assets are tested on an individual basis for impairment. For assets classified as held for sale, an impairment is recognized when the fair value less the cost to sell the asset is less than its carrying amount. In developing estimates for flight equipment and cash fl ows, we use external appraisals and other industry data for the various equipment types, anticipated utilization of the assets, revenue generated, associated costs and length of service . Long-term Investments Long-term investments consist of debt securiti es, including accrued interest, for which management has the intent and ability to hold to maturity. These investments are classified as held-to-maturity and are reported at amortized cost. Interest on debt securities and accretion of discounts using the effective interest method are included in Interest income. Variable Interest Entities and Off-Balance Sheet Arrangements We hold a 50% interest in GATS GP (BVI) Ltd. (“GATS”), a joint venture with an unrelated third party. The purpose of the joint ventur e is to purchase rotable parts and provide repair services for those parts, primarily for our 747-8F aircraft. The joint venture is a variable interest entity and we have not consolidated GATS because we are not the primary beneficiary as we do not exerci se financial control . Our investment in GATS was $ 22.2 million as of December 31, 2016 and $ 20.7 million as of December 31, 2015 and our maximum exposure to losses from the entity is limited to our investment, which is composed p rimarily of rotable inventory parts. GATS does not have any third-party debt obligations. We had Accounts payable to GATS of $ 2.4 million as of December 31, 2016 and $ 2.3 million as of December 31, 2015 . A portion of our operating a ircraft are owned or effectively owned and leased through trusts established specifically to purchase, finance and lease aircraft to us. We have not consolidated any aircraft in the related trusts because we are not the primary beneficiary. Our maximum ex posure under these operating leases is the remaining lease payments, which amounts are reflected in the future lease commitments more fully described in Note 10. Income Taxes Deferred income taxes are recognized for the tax consequences of reporting items in our income tax returns at different times than the items are reflected in our financial statements. These temporary differences result in deferred tax assets and liabilities that are calculated by applying enacted statutory tax rates applicable to fut ure years to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. If necessary, deferred income tax assets are reduced by a valuation allowance to an amount that is determined to be more likely than not recoverable. We must make significant estimates and assumptions about future taxable income and future tax consequences when determining the amount, if any, of the valuation allowance. We have recorded reserves for income taxes that may become payable in future years. Although management believes that its positions taken on income tax matters are reasonable, we have nevertheless established tax reserves in recognition that various taxing authorities may challenge certain of the positions taken by us, potentially resulting in additional liabilities for taxes. Heavy Maintenance Except for engines used on our 747-8F aircraft, we account for heavy maintenance costs for airframes and engines used in our ACMI and Charter segments 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. We account for heavy maintenance costs for airframes and engines used in our Dry Leasing segment and engines used on our 747-8F aircraft using the deferral method. Under this method, we defer the expense recognition of scheduled heavy maintenance events, which are amortized over the estimated period until the next scheduled heavy maintenance event is required. As of December 31, 2016 and December 31, 2015 , deferred maintenance, net was $ 19.1 million and zero, respectively, which was included within Deferred costs and other assets . Dur ing 2016, we deferred maintenance costs of $ 19.6 million and recorded deferred maintenance amortization expense of $ 0.5 million included in depreciation and amortization expense. Prepaid Maintenance Deposits Certain of our aircraft financing agreements require security deposits to our finance providers to ensure that we perform major maintenance as required. These are substantially refundable to us and are, therefore, accounted for as deposits and included in Prepai d maintenance and in Deferred costs and other assets . Such amounts were $ 53.4 million as of December 31, 2016 and $ 47.2 million a t December 31, 2015 . Foreign Currency While most of our revenues are de nominated in U.S. dollars, our results of operations may be exposed to the effect of fluctuations in the U.S. dollar value of foreign currency-denominated operating revenues and expenses. Our largest exposures come from the Brazilian real. We do not curr ently have a foreign currency hedging program related to our foreign currency-denominated transactions. Gains or losses resulting from foreign currency transactions are included within Non-operating expenses (income) . Stock-Based Compensation We have various stock-based compensation plans for certain employees and outside directors, which are described more fully in Note 15. We recognize compensation expense, net of estimated forfeitures, on a straight-line basis over the vesting period for ea ch award based on the fair value on grant date . We estimate grant date fair value for all option grants using the Black-Scholes-Merton option pricing model. We estimate option and restricted stock unit forfeitures at the time of grant and periodically re vise those estimates in subsequent periods if actual forfeitures differ from those estimates. As a result, we record stock-based compensation expense only for those awards that are expected to vest. Legal and Regulatory Matters We are party to legal and regulatory proceedings with respect to a variety of matters. We evaluate the likelihood of an unfavorable outcome of these proceedings each quarter. Our judgments are subjective and are based on the status of the legal or regulatory proceedings, the mer its of our defenses and consultation with legal counsel. Due to the inherent uncertainties of the legal and regulatory proceedings in the multiple jurisdictions in which we operate, our judgments may be different from the actual outcomes. Supplemental Ca sh Flow Information Cash interest paid to lenders is calculated on the face amount of our various debt instruments based on the contractual interest rates in effect during each payment period. The following table summarizes interest and income taxes paid: 2016 2015 2014 Interest paid $ 66,306 $ 75,135 $ 84,265 Income taxes paid, net of refunds $ 1,160 $ (228) $ 1,181 The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows: 2016 2015 Cash and cash equivalents $ 123,890 $ 425,950 Restricted cash 14,360 12,981 Total cash, cash equivalents and restricted cash shown in consolidated statements of cash flows $ 138,250 $ 438,931 Recent Accounting Pronouncements In November 2016, the Financial Accounting Standards Board (“FASB”) amended its accounting guidance for statements of cash flows. Under the amended guidance, restricted cash should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period amounts shown on the statement of cash flows. We early adopted this guidance retrospectively effective December 31, 2016 and its adoption did not have a material impact on our financia l condition, results of operations or cash flows. The amount of restricted cash reclassified to the end-of-period amounts in our statement of cash flows were $ 13.0 million and $ 14.3 million as of December 31, 2015 and 2014, respectively. As a result, net cash used for investing activities increased by $ 1.3 million and decreased by $ 7.8 million for the years ended December 31, 2015 and 2014, respectively. In March 2016, the FASB amended its accounting guidance for share-based compensation. The amended gui dance changes how companies account for certain aspects of share-based payment awards to employees, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows . This amended guidance is effective as of the beginning of 2017, with early adoption permitted. We adopted this guidance on January 1, 2017. Upon adoption of this amended guidance, the excess tax benefit associated with share-based compensation, which is currently recognized within equity, will be reflected within income tax expense (benefit) in our consolidated statements of operations. Additionally, our consolidated statements of cash flows will present such excess tax benefit, which is currently pre sented as a financing activity, as an operating activity. The adoption of this amended guidance is not expected to have a material impact on our financial condition, results of operations or cash flows. In February 2016, the FASB amended its accounting g uidance for leases. The guidance requires a lessee to recognize assets and liabilities on the balance sheet arising from leases with terms greater than twelve months. While lessor accounting guidance is relatively unchanged, certain amendments were made to conform with changes made to lessee accounting and recently released revenue recognition guidance. The new guidance will continue to classify leases as either finance or operating, with classification affecting the pattern of expense and income recogni tion in the statement of operations. It also requires additional quantitative and qualitative disclosures about leasing arrangements. The amended guidance is effective as of the beginning of 2019, with early adoption permitted. While we are still assess ing the impact the amended guidance will have on our financial statements, we expect that recognizing the right-of-use asset and related lease liability will significantly impact our balance sheet. We have developed and are implementing a plan for adopting this amended guidance. In May 2014, the FASB amended its accounting guidance for revenue recognition. Subsequently, the FASB has issued several clarifications and updates. The fundamental principles of the new guidance are that companies should recogn ize revenue in a manner that reflects the timing of the transfer of services to customers and consideration that a company expects to receive for the services provided. It also requires additional disclosures necessary for the financial statement users to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. In August 2015, the FASB deferred the effective date by one year to the beginning of 2018, with early adoption permitted. We plan to a dopt this guidance on its required effective date. While we are still assessing the methods of adoption and impact the amended guidance will have on our financial statements, we expect that an immaterial amount of revenue currently recognized based on fli ght departure will likely be recognized over time as the services are performed. In addition, we expect that revenue related to contracted minimum block hour guarantees under certain ACMI and CMI contracts will likely be recognized in later periods under the amended guidance. We have developed and are implementing a plan for adopting this amended guidance . |
DHL Investment and Polar
DHL Investment and Polar | 12 Months Ended |
Dec. 31, 2016 | |
DHL Investment And Polar [Abstract] | |
DHL Investment And Polar | 3. DHL Investment and Polar DHL Network Operations (USA), Inc. (“DHL”), a subsidiary of Deutsche Post AG (“DP”), holds a 49% equity interest and a 25% voting interest in Polar . Polar is a variable interest entity and we do not consolidate Polar 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 (the “BSA”), Polar provides air cargo capacity to DHL. Atlas and Polar also have a flight services agreement, whereby Atlas is compensated by Polar on a per Block Hour basis, subject to a monthly minimum Block Hour guarantee, at a predetermined rate with the opportunity for performance premiums that escalate annually. Under the flight services agreement, Atlas provides Polar with crew, m aintenance and insurance for the aircraft. Under other separate agreements, we provide aircraft to Polar, and Atlas and Polar supply administrative, sales and ground support services to one another. DP has guaranteed DHL’s (and Polar’s) obligations under the various transaction agreements described above. AAWW has agreed to indemnify DHL for and against various obligations of Polar and its affiliates. Collectively, these agreements are referred to herein as the “DHL Agreements”. The DHL Agreements prov ide us with a minimum guaranteed revenue stream from aircraft that have been dedicated to Polar for DHL and other customers’ freight over the life of the agreements. DHL provides financial support and also assumes the risks and rewards of the operations o f Polar. In accordance with the DHL Agreements, Polar flies for DHL’s transpacific express network and DHL provides financial support and assumes the risks and rewards of the operations of Polar . In addition to transpacific routes, Polar also flies betwee n the Asia Pacific region, the Middle East and Europe on behalf of DHL and other customers. The BSA established DHL’s capacity purchase commitments on Polar flights. DHL has the right to terminate the 20-year BSA at the twelfth and fifteenth anniversaries of commencement, which was October 27, 2008. Either party may terminate for cause (as defined) at any time. With respect to DHL, “cause” includes Polar’s inability to meet certain departure and arrival criteria for an extended period of time and upon cer tain change-of-control events, in which case DHL may be entitled to liquidated damages from Polar. Except for any liquidated damages that we could incur as described above, we do not have any continuing financial exposure to fund debt obligations or opera ting losses of Polar. Combined with Polar , we provide ACMI, CMI, Charter and Dry Leasing services to support DHL’s transpacific express, North American and intra-Asian networks. In addition, we fly between the Asia Pacific region, the Middle East and Euro pe on behalf of DHL and other customers. Atlas also provides incremental charter capacity to Polar and DHL on an ad hoc basis. The following table summarizes the aircraft types, services and number of aircraft provided to DHL as of December 31, 2016: Aircraft Service Total 747-8F ACMI 6 747-400F ACMI 7 777-200LRF CMI 5 767-300 CMI and Dry Leasing 4 767-200 CMI 9 737-400F CMI 5 757-200F Dry Leasing 1 Total 37 The following table summarizes our transactions with Polar: Revenue and Expenses: 2016 2015 2014 Revenue from Polar $ 407,891 $ 399,113 $ 325,053 Ground handling and airport fees paid to Polar $ 1,667 $ 2,019 $ 1,909 Accounts receivable/payable as of December 31: 2016 2015 Receivables from Polar $ 8,161 $ 6,527 Payables to Polar $ 2,019 $ 4,660 Aggregate Carrying Value of Polar Investment as of December 31: 2016 2015 $ 4,870 $ 4,870 |
Southern Air Acquisition
Southern Air Acquisition | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Southern Air Acquisition | 4. Southern Air Acquisition On January 15, 2016, we entered into an Agreement and Plan of Merger to acquire all the outstanding shares of Southern Air (the “ Southern Air Acquisition ”). Southern Air is the parent company of several subsidiaries, including Southern Air Inc. and Florida West International Airways, Inc. (“Florida West”). The Southern Air Acquisition provided us with immediate entry into 777 and 737 aircraft operating platforms, with the potential for developing additional business with existing and new customers of both companies. We believe the platforms provided by these aircraft will augment our ability to offer customers the broadest array of aircraft and operating services for domestic, regional and international applications. Sou thern Air currently flies five 777-200 LR F and five 737-400F aircraft unde r CMI agreements for DHL . The Southern Air Acquisition was completed on April 7, 2016 . Total consideration of $ 105.8 million, net of cash acquired, consisted of the following: Fair value of consideration Cash paid, net of $15,615 cash acquired $ 107,498 Working capital adjustment (2,106) Other adjustments 372 Total consideration $ 105,764 Tangible and identifiable intangible assets acquired and liabilities assumed were recorded at fair value as of the acquisition date. During 2016 , we made certain measurement-period adjustments, including the finalization of the fair value of Florida West, and working capital and other adjustments, that resulted in a net increase to goodwill of $ 4.0 million. The following table summarizes the preliminary amounts recognized for fair values of the assets acquired and liabilities assumed: Estimated Fair Value Accounts receivable, net $ 22,912 Prepaid expenses and other current assets 2,434 Property and equipment 6,355 Intangible assets and goodwill 67,341 Deferred income taxes, net 36,452 Other assets 1,498 Total assets acquired $ 136,992 Accounts payable and accrued liabilities $ 31,228 Total liabilities assumed 31,228 Net assets acquired $ 105,764 The fair values and useful lives assigned to all intangible assets and goodwill are as follows: Estimated Useful Lives Estimated Fair Value Customer relationship 16 years $ 26,280 Trade name 1.5 years 700 Goodwill Indefinite 40,361 Total intangible assets and goodwill $ 67,341 Customer relationship represents the underlying relationship and agreements with DHL. The trade name relates to the Southern Air brand. Goodwill is not deductible for tax purposes and is primarily attributable to the expanded market opportunities expected from combining the service offerings of Southern Air with ours, as well as the employee work force acquired. Southern Air’s results of operations and goodwill are reflected in our ACMI segment. Amortization expense related to Southern Air’s inta ngible assets amounted to $ 1.6 million in 2016. For 2016 , our consolidated results include Southern Air’s operating revenue of $ 79.8 million. For 2016 , we incurred Transaction-related expenses of $ 17.7 million, primarily related to: cert ain compensation costs, including employee termination benefits; professional fees; and integration costs associated with the acquisition. A summary of the employee termination benefit liability, which is expected to be paid by the first quarter of 2018, is as follows: Employee Termination Benefits Transaction-related expenses $ 3,797 Cash payments (2,583) Liability as of December 31, 2016 $ 1,214 The unaudited pro forma operating revenue for 2016 and 2015 was $ 1,866.7 million and $ 1,912.4 million, respectively. This pro forma information has been calculated as if the acquisition had taken place on January 1, 2015 and is not necessarily indicative of the net sales that actually would have been achieved. This information includes adjustments to conform with our accounting policies. The earnings of Southern Air were not material and, accordingly, pro forma and actual earnings information have not been presented. As part of integrating Southern Air, management decided and committed to pursue a plan to sell Florida West. As a result, the financial results for Florida West are presented as a discontinued operation and the assets and liabilities of Florida West are classified as held for sale, since the date of acquisition through Dece mber 31, 2016 . The aggregate carrying value of Florida West’s assets held for sale was insignificant at December 31, 2016 and was included in Prepaid expenses and other current a ssets. In February 2017, management determined that a sale was no longer likely to occur and committed to a plan to wind down the Florida West operations. The wind-down of operations is expected to be completed during the first quarter of 2017. |
Special Charge
Special Charge | 12 Months Ended |
Dec. 31, 2016 | |
Special Charge [Abstract] | |
Special Charge | 5. Special Charge During 2016 and 2015 , we recognized $ 10.1 million of impairment loss es for s ix CF6-80 engines classified as held for sale and $ 8.3 million for five CF6-80 engines classified as held for sale , respectively. D epreciation ceased on the engines. Nine engines were traded in during 2016. The carrying value of t wo CF6-80 engines held for sale at December 31, 2016 was $ 2.8 million and five CF6-80 engines held for sale at December 31, 2015 was $ 7.7 million , which w ere included within Prepaid exp enses and other current assets in the consolidated balance sheets . Two remaining CF6-80 engines classified as held for sale are expected to be sold during 201 7. During 2015, we recognized a charge of $ 7.7 million related to the early termination of high-r ate operating leases for two CF6-80 engines . |
Intangible Assets, Net and Good
Intangible Assets, Net and Goodwill | 12 Months Ended |
Dec. 31, 2016 | |
Intangible Assets, Net and Goodwill [Abstract] | |
Intangible Assets, Net and Goodwill | 6. Intangible A ssets, N et and G oodwill The following table presents our Intangible assets, net and goodwill as of December 31: 2016 2015 Goodwill $ 40,361 $ - Fair value adjustments on operating leases 45,531 45,531 Lease intangible 57,203 57,203 Customer relationship 26,280 - Trade name 700 - Less: accumulated amortization (54,046) (44,251) $ 116,029 $ 58,483 Goodwill is primarily attributable to the expanded market opportunities expected from combining the service offerings of Southern Air with ours, as well as the employee work force acquired. Fair value adjustments on operating leases represent the capitalized discount recorded in prior years to adjust the lease commitments for our 747-400 aircraft to fair market value and are amortized on a straight-line basis over the life of the leases . Lease intangibles resulted from the acquisition of various a ircraft with in-place Dry Leases to customers on a long-term basis and are amortized on a straight-line basis over the life of the leases . Customer relationship represents Southern Air’s underlying relationship and agreements with DHL. The trade name relates to the Southern Air brand. Amortization expense related to intangible assets amounted to $9.8 million in 2016 , $8.9 million in 2015 and $9.4 million in 2014 . The estimated future amortization expense of intangible assets as of December 31, 2016 is as follows: 2017 $ 9,914 2018 9,290 2019 8,590 2020 8,416 2021 8,416 Thereafter 31,042 Total $ 75,668 |
Amazon
Amazon | 12 Months Ended |
Dec. 31, 2016 | |
Warrant abstract | |
Amazon Warrant | 7. Amazon In May 2016, we entered into certain agreements with Amazon.com, Inc. and its subsidiary, Amazon Fulfillment Services, Inc., (collectively “Amazon”), which will involve, among other things, CMI operation of 20 Boeing 767-300 freighter aircraft for Amazon by Atlas, as well as Dry Leasing by Titan . The Dry Leases will have a term of ten years, while the CMI operations will be for seven years (with an option for Amazon to extend the term to a total of ten years). The first aircraft was placed in service during the third quarter of 2016 and the remainder are expected to be placed in service by the end of 2018. In conjunction with these agreements, we granted Amazon a warrant providing the right to acquire up to 20% of our outstanding common shares , after giving effect to the issuance of shares pursuant to the warrants, at an exercise price of $ 37.50 per share. A portion of the warrant, representing the right to purchase 3.75 million shares, vested immediately upon issuance of the warrant and the re mainder of the warrant, representing the right to purchase 3.75 million shares, will vest in increments of 375,000 as the lease and operation of each of the 11 th through 20 th aircraft commences. The warrant will be exercisable in accordance with its terms through 2021 . As of December 31, 2016 , no warrants have been exercised. The agreements also provide incentives for future growth of the relationship as Amazon may increase its business with us. In that regard, we granted Amazon a warrant to acquire up to a n additional 10% of our outstanding common shares , after giving effect to the issuance of shares pursuant to the warrants, for an exercise price of $ 37.50 per share. This warrant to purchase 3.75 million shares will vest in conjunction with payments by Am azon for additional business with us. The warrant will be exercisable in accordance with its terms through 2023 . At a special meeting on September 20, 2016, the Company’s shareholders, by a vote of approximately 99.9% of the votes cast, approved the iss uance of warrants to acquire up to 30% of our outstanding common shares. This approval constituted a change in control, as defined under certain of the Company’s benefit plans. As a result, we recognized $ 23.5 million in expense, including accelerated co mpensation expense for restricted and performance share and cash awards, during 2016 (see Notes 15 and 16) . The share-based portion of the compensation expense was $ 13.3 million. The $ 92.9 million fair value of the vested portion of the warrant issued to Amazon as of May 4, 2016 was recorded as a warrant liability within Financial instruments and o ther l iabilities (the “Amazon Warrant”) . The initial fair value of the warrant was recognized as a customer incentive asset within Deferred costs and other a ssets, net and is being amortized as a reduction of revenue in proportion to the amount of revenue recognized over the terms of the Dry Leases and CMI agreements . During 2016, we amortized $ 0.5 million of the customer incentive asset. The balance of the customer incentive asset , net of amortization, was $ 92.4 million as of December 31, 2016 . The Amazon Warrant liability is marked-to-market at the end of each reporting period with changes in fair value recorded in Other non-operating expenses . We utilize a Monte Carlo simulation approach to estimate the f air v alue of the Amazon W arrant which requires inputs such as our common stock price, the warrant strike price, estimated common stock price volatility and risk-free interest rate, among others. We recogni zed a net unrealized loss of $ 2.9 million on the Amazon Warrant during 2016. The fair value of the Amazon W arrant liability was $ 95.8 million as of December 31, 2016 . |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Accrued Liabilities Tables [Abstract] | |
Accrued Liabilities | 8 . Accrued Liabilities Accrued liabilities consisted of the following as of December 31: 2016 2015 Customer maintenance reserves $ 81,830 $ 70,252 Salaries, wages and benefits 55,063 51,649 Maintenance 54,495 52,070 U.S. class action settlement 35,000 35,000 Aircraft fuel 16,149 12,983 Deferred revenue 10,298 12,702 Other 68,052 58,482 Accrued liabilities $ 320,887 $ 293,138 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt [Abstract] | |
Debt | 9 . Debt Our debt obligations, as of December 31: 2016 2015 Ex-Im Bank guaranteed notes $ 616,892 $ 689,720 Term loans and capital lease 1,037,077 1,013,265 Convertible Notes 177,398 170,300 EETC 20,044 28,022 Total debt 1,851,411 1,901,307 Less current portion of debt and capital lease (184,748) (161,811) Long-term debt $ 1,666,663 $ 1,739,496 At December 31, 2016 and 2015 , we had $ 92.0 million and $ 106.8 million, respectively, of unamortized debt discount s and debt issuance costs, which are presented as a reduction of the carrying amount of outstanding debt . Many of our financing instruments have cross-default provisions and contain limitations on our ability to, among other things, consummate certain asset sales, merge or consolidate with any other person or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of our assets. Description of our Debt Obligations Ex-Im Bank Guaranteed Notes We have issued various notes guaranteed by the Export-Import Bank of the United States (“Ex-Im Bank”), each secured by a mortgage on a 747 -8F or 777-200LRF aircraft (the “Ex-Im Guaranteed Notes”). In connection with the issuance of Ex-Im Guaranteed Notes, we paid usual and customary commitment and other fees associated with this type of financing. In addition, there are customary covenants , events of default and certain operating conditions that we must meet for the Ex-Im Guaranteed Notes. These notes accrue interest at a fixed rate with principal and interest payable quarterly. The following table summarizes the terms and principal balanc es for each note guaranteed by Ex-Im Bank as of December 31 (in millions): Fixed Issue Face Collateral Original Interest Date Value Type Term Rate 2016 2015 2014 Ex-Im Guaranteed Note 2014 $ 140.6 747-8F 134 months 2.67% $ 107.3 $ 118.7 First 2013 Ex-Im Guaranteed Note 2013 143.0 747-8F 144 months 1.83% 104.5 115.7 Second 2013 Ex-Im Guaranteed Note 2013 88.0 777-200LRF 90 months 1.84% 51.4 62.9 First 2012 Ex-Im Guaranteed Note 2012 142.0 747-8F 144 months 2.02% 92.7 104.1 Second 2012 Ex-Im Guaranteed Note 2012 142.7 747-8F 144 months 1.73% 95.8 107.2 Third 2012 Ex-Im Guaranteed Note 2012 142.8 747-8F 144 months 1.56% 95.4 106.9 Fourth 2012 Ex-Im Guaranteed Note 2012 143.2 747-8F 144 months 1.48% 98.4 109.8 $ 645.5 $ 725.3 Term Loans and Capital Lease We have entered into various term loans to finance the acquisition of aircraft. Each term loan requires p ayment of principal and interest quarterly in arrears. Funds available under each term loan agreement are subject to usual and customary fees , and funds drawn under the loan agreements typically bear interest at a fixed rate based on LIBOR, plus a margin. Each facility is guaranteed by us and subject to customary covenants and events of default. In February 2016 , we borrowed $ 14.8 million related to the purchase and conversion of a 767-300BDSF aircraft under an eight-year term loan with a final payment of $ 3.8 million due in February 2024 (the “First 2016 Term Loan”) secured by a mortgage against the aircraft. In June 2016 , we borrowed $ 70.0 million under a five-year term loan with a final payment of $ 30.2 million due in June 2021 (the “Second 2016 Term Loan”). The Second 2016 Term Loan is secured by a mortgage against six spare GEnx engines . In September 2016, we entered into a capital lease, with an option and the intention to purchase, for a 767-300 passenger aircraft which expires in February 2017. I n December 2016, we borrowed $18.7 million under an unsecured five-year term loan due in October 2021 (the “Third 2016 Term Loan”) for GEnx engine performance upgrade kits and overhauls. In October 2015, we refinanced two higher-rate term loans, in the agg regate amount of $195.2 million, with a new lower-rate term loan (the “First 2015 Term Loan”) secured by a mortgage against two 747-8F aircraft. In November 2015, we borrowed $125.0 million under a term loan (the “Second 2015 Term Loan”) secured by a mor tgage against a 747-8F aircraft . The Second 2015 Term Loan is cross-collateralized and cross-defaulted with the First 2015 Term Loan. In Dec ember 2015, we borrowed $23.3 million related to the purchase and conversion of a 767-300BDSF aircraft under a term loan (the “Third 2015 Term Loan”) secured by a mortgage against the aircraft . The following table summarizes the terms and principal balances for each term loan outstanding and t he present value of the future minimum lease payments as of December 31 (in millions): Interest Interest Issue Face Collateral Original Rate Rate at Date Value Type Term Type 2016 2015 2016 2015 Capital Lease 2016 $ 10.8 767-300 5 months Fixed - - $ 10.8 $ - First 2016 Term Loan 2016 14.8 767-300 96 months Fixed 3.19% - 13.8 - Second 2016 Term Loan 2016 70.0 GEnx engines 60 months Fixed 3.12% - 66.1 - Third 2016 Term Loan 2016 18.7 None 60 months Fixed 2.13% - 18.7 - First 2015 Term Loan 2015 195.2 Two 747-8F 97 months Fixed 3.53% 3.53% 177.2 191.7 Second 2015 Term Loan 2015 125.0 747-8F 144 months Fixed 3.96% 3.96% 118.9 125.0 Third 2015 Term Loan 2015 23.3 767-300 96 months Fixed 3.72% 3.72% 21.4 23.3 First 2014 Term Loan 2014 115.0 777-200LRF 114 months Fixed 4.48% 4.48% 94.2 101.7 Second 2014 Term Loan 2014 30.8 777-200LRF 114 months Fixed 7.30% 7.30% 23.1 25.7 Third 2014 Term Loan 2014 115.0 777-200LRF 118 months Fixed 4.57% 4.57% 94.2 101.4 Fourth 2014 Term Loan 2014 29.0 777-200LRF 118 months Fixed 7.29% 7.29% 22.2 24.6 Fifth 2014 Term Loan 2014 115.0 777-200LRF 116 months Fixed 4.51% 4.51% 95.5 102.9 Sixth 2014 Term Loan 2014 27.2 777-200LRF 116 months Fixed 7.35% 7.35% 21.3 23.6 First 2013 Term Loan 2013 119.5 777-200LRF 89 months Variable 3.70% 3.12% 91.0 98.0 Second 2013 Term Loan 2013 110.0 777-200LRF 88 months Fixed 4.18% 4.18% 85.1 93.1 First 2012 Term Loan 2012 35.7 Four 767-300 60 months Fixed 6.91% 6.91% - 8.9 Third 2012 Term Loan 2012 26.0 737-800 84 months Fixed 4.27% 4.27% 11.2 14.8 First 2011 Term Loan 2011 120.3 747-8F 144 months Fixed 6.16% 6.16% 88.6 95.5 $ 1,053.3 $ 1,030.2 Convertible Notes In June 2015, we issued $ 224.5 million aggregate principal amount of convertible senior notes (the “Convertible Notes”) in an underwritten public offering. The Convertible Notes are senior unsecured obligations and accrue interest payable semiannually on June 1 and December 1 of each year at a fixed rate of 2.25%. The Convertible Notes will mature on June 1, 2022, unless earlier converted or repurchased pursuant to their terms. During 2015, we used proceeds from the issuance of the Convertible Notes to refinance higher-rate equipment notes funded by enhanced equipment trust certificates (“EETCs”) related to five 747-400 freighter aircraft owned by us in the aggregate amount of $ 187.8 million. The EETCs had an average cash coupon of 8.1%. In connection with the refinancing, we recogn ized a $ 66.7 million loss on early extinguishment of debt, of which $ 34.0 million was related to debt extinguishment costs paid to the EETC equipment note holders and $ 32.7 million was related to the write-off of the debt discount associated with the EETCs . The debt extinguishment costs paid are reflected as a financing activity in the consolidated statements of cash flows. As a result of this refinancing, we recognized a $ 13.4 million Gain on investments from the early redemption of certain investments r elated to EETCs in 2015 (see Note 12). Each $1,000 of principal of the Convertible Notes will initially be convertible into 13.5036 shares of our common stock, which is equal to an initial conversion price of $ 74.05 per share. The conversion rate will be subject to adjustment upon the occurrence of certain specified events but will not be adjusted for accrued and unpaid interest, except in certain limited circumstances. Upon the occurrence of a “make-whole fundamental change,” we will, in certain circumst ances, increase the conversion rate by a number of additional shares of our common stock for Convertible Notes converted in connection with such “make-whole fundamental change”. Additionally, if we undergo a “fundamental change,” a holder will have the opt ion to require us to repurchase all or a portion of its Convertible Notes for cash at a price equal to 100% of the principal amount of the Convertible Notes being repurchased plus any accrued and unpaid interest through, but excluding, the fundamental chan ge repurchase date. In connection with the offering of the Convertible Notes, we entered into convertible note hedge transactions whereby we have the option to purchase initially (subject to adjustment for certain specified events) a total of 3,031,558 sh ares of our common stock at a price of $ 74.05 per share. The total cost of the convertible note hedge transactions was $ 52.9 million. In addition, we sold warrants to the option counterparties whereby the holders of the warrants have the option to purchas e initially (subject to adjustment for certain specified events) a total of 3,031,558 shares of our common stock at a price of $ 95.01 . We received $ 36.3 million in cash proceeds from the sale of these warrants in 2015. Taken together, the purchase of the convertible note hedges and the sale of warrants are intended to offset any economic dilution from the conversion of the Convertible Notes when the stock price is below $95.01 per share and to effectively increase the overall conversion price from $74.05 to $95.01 per share. However, for purposes of the computation of d iluted earnings per share in accordance with GAAP, dilution will occur when the average share price of our common stock for a given period exceeds the conversion price of the Convertible No tes, which initially is equal to $74.05 per share. The $ 16.6 million net cost incurred in connection with the convertible note hedges and warrants was recorded as a reduction to additional paid-in capital, net of tax, in the consolidated balance sheet. On or after September 1, 2021 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 Convertible Notes. Upon conversion, the 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. Our current intent and policy is to settle conversions with a combination of cash and shares of common stock with the principal amount of the Conv ertible Notes paid in cash. Holders may convert their Convertible Notes at their option at any time prior to September 1, 2021, only under the following circumstances: during any calendar quarter (and only during such calendar quarter) if, for each of at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period ending on, and including, the last trading day of the immediately preceding calendar quarter, the last reported sale price of our common stock for such trading day is equal to or greater than 130% of the conversion price on such trading day; during the five consecutive business day period immediately following any five consecutive trading day period (the “measurement period”) in which, for each trading day of t he measurement period, the trading price per $1,000 principal amount of the Convertible Notes for such trading day was less than 98% of the product of the last reported sale price of our common stock for such trading day and the conversion rate on such tra ding day; or upon the occurrence of specified corporate events. We separately account for the liability and equity components of the Convertible Notes. The carrying amount of the liability component was determined by measuring the fair value of a similar liability that does not have an associated conversion feature, assuming our nonconvertible unsecured debt borrowing rate. The carrying value of the equity component, the conversion option, which is recognized as additional paid-in-capital, net of tax, cr eates a debt discount on the Convertible Notes. The debt discount was determined by deducting the relative fair value of the liability component from the proceeds of the Convertible Notes and is amortized to interest expense using an effective interest ra te of 6.44% over the term of the Convertible Notes. As of December 31, 2016 , the remaining life of the Convertible Notes is 5.4 years. The equity component will not be remeasured as long as it continues to meet the conditions for equity classification. The C onvertible Notes consisted of the following as of December 31: 2016 2015 Liability component: Gross proceeds $ 224,500 $ 224,500 Less: debt discount, net of amortization (42,956) (49,377) Less: debt issuance cost, net of amortization (4,146) (4,823) Net carrying amount $ 177,398 $ 170,300 Equity component (1) $ 52,903 $ 52,903 (1) Included in Additional paid-in capital on the consolidated balance sheet as of December 31, 2016 and 2015. The debt issuance costs related to the issuance of the Convertible Notes were allocated to the liability and equity components based on their relative values, as determined above. Total debt issuance costs were $ 6.8 million, of which $ 5.2 million was allocated to the liability component and $ 1.6 million was allocated to the equity component. The debt issuance costs allocated to the liability component are amortized to interest expense using the effective interest method over the term of the Convertible Notes. The following table presents the amount of interest expense recognized related to the Convertible Notes: For the Years Ended December 31, 2016 December 31, 2015 Contractual interest coupon $ 5,051 $ 2,919 Amortization of debt discount 6,421 3,526 Amortization of debt issuance costs 677 380 Total interest expense recognized $ 12,149 $ 6,825 EETC In 1999 , we issued an EETC secured by a 747-400F aircraft in the amount of $ 109.9 million for an original term of 20 years with interest rates on the underlying equipment notes ranging from 6.88% to 8.77% and an effective interest rate of 7.52%. The balance outstanding on the leveraged lease was $ 20.0 million and $ 28.0 million as of December 31, 2016 and 2015, respectively. Revolving Credit Facility In December 2016, we entered into a three-year $ 150.0 million secured revolving credit facility (t he “Revolver”) for general corporate purposes, including financing the acquisition and conversion of 767 aircraft prior to obtaining permanent financing for the converted aircraft. The Revolver is secured by mortgages against nine 747-400 and five 767-300 aircraft , and related engines. Amounts outstanding under the Revolver are subject to borrowing base calculations, collateral coverage and fixed charge ratios. The Revolver accrues interest monthly at LIBOR plus a margin of 2.25% per annum on the amounts outstanding and 0.4% on the undrawn portion. In connection with entry into the Revolver, we paid usual and customary fees. There were no amounts outstanding and we had $ 150.0 million of unused availability under the Revolver as of December 31, 2016. In January 2017, we drew down $ 100.0 million under the Revolver. Future Cash Payments for Debt and Capital Lease The following table summarizes the cash required to be paid by year and the carrying value of our debt reflecting the terms that were in effect as of December 31, 2016 : 2017 $ 194,169 2018 190,529 2019 189,358 2020 297,435 2021 190,682 Thereafter 881,221 Total debt cash payments 1,943,394 Less: unamortized debt discount and debt issuance costs (91,983) Debt $ 1,851,411 |
Commitments
Commitments | 12 Months Ended |
Dec. 31, 2016 | |
Leases And Aircraft Purchase Commitments [Abstract] | |
Leases and Aircraft Purchase Commitments | 1 0 . Commitments Leveraged Lease Structure In three separate transactions in 1998, 1999 and 2000, we issued EETCs to finance the acquisition of five 747-400F aircraft as leveraged leases. In a leveraged lease, the owner trustee is the owner of record for the aircraft. Wells Fargo Bank Northwest, National Association (“Wells Fargo”) serves as the owner trustee with respect to the leveraged leases in each of our EETC transactions. As the owner trustee of the aircraft, Wells Fargo serves as the lessor of the aircraft under the EETC lease between us and the owner trustee. Wells Fargo also serves as trustee for the beneficial owner of the aircraft, the owner participant. The original owner participant for each aircraft invested (on an equity basis) approximatel y 20% of the original cost of the aircraft. The remaining approximately 80% of the aircraft cost was financed with debt issued by the owner trustee on a nonrecourse basis in the form of equipment notes. The equipment notes were generally issued in three s eries, for each aircraft, designated as Series A, B and C equipment notes. The loans evidenced by the equipment notes were funded by the public offering of EETCs. Like the equipment notes, the EETCs were issued in three series, for each EETC transaction designated as Series A, B and C EETCs. Each series of EETCs was issued by the trustee for separate Atlas pass-through trusts with the same designation as the series of EETCs issued (PTCs”). Each of these pass-through trustees is also the holder and benef icial owner of the equipment notes bearing the same series designation. These leasing entities meet the criteria for variable interest entities. We have not consolidated any of the aircraft-leasing trusts because we are not the primary beneficiary. We ac count for these leases as operating leases and have included them in our minimum annual rental commitments below . Operating Leases The following table summarizes rental expenses in : 2016 2015 2014 Aircraft and engines $ 146,110 $ 145,031 $ 140,390 Purchased capacity, office, vehicles and other $ 23,727 $ 44,228 $ 68,855 As of December 31, 2016 , fifteen of our sixty-one operating aircraft were leased, all , except for one, of which were operating leases , with initial lease term expiration dates ranging from 2017 to 2025 , with an average remaining lease term of 5.7 years. Certain of our operating leases contain renewal options and escalations. In addition, we lease engines under short-term lease agreements on an as-needed basis. We record rent expense on a straight-line basis over the lease term. The following table summarizes our minimum annual rental commitments as of the periods indicated under non-cancelable aircraft , engine , real estate and other operating leases with initial or remaining terms of more than one year, reflecting the terms th at were in effect as of December 31, 2016 : Aircraft and Engine Other Operating Operating Leases Leases Total 2017 $ 131,002 $ 5,848 $ 136,850 2018 130,955 5,875 136,830 2019 140,193 5,273 145,466 2020 135,372 4,875 140,247 2021 145,925 4,419 150,344 Thereafter 177,757 1,780 179,537 Total payments $ 861,204 $ 28,070 $ 889,274 In addition to the aircraft we Dry Lease to customers, Polar subleases aircraft from us that are leased from a third party and are included in the table above under aircraft operating leases. The following table summarizes the contractual amount of minimum income under Dry Leases and the non-cancelable aircraft subleases, reflecting the terms that were in effect as of December 31, 2016 : Dry Lease Sublease Income Income Total 2017 $ 104,970 $ 63,360 $ 168,330 2018 104,023 52,800 156,823 2019 91,957 - 91,957 2020 81,582 - 81,582 2021 63,028 - 63,028 Thereafter 115,187 - 115,187 Total minimum lease receipts $ 560,747 $ 116,160 $ 676,907 Equipment Purchase Commitments As of December 31, 2016 , our estimated payments remaining for flight equipment purchase commitments are $ 248.6 million, of which $ 201.0 million are expected to be made during 2017 . Guarantees and Indemnifications In the ordinary course of business, we enter into numerous leasing and financing arrangements for real estate, equipment, aircraft and engines that have various guarantees included in the contracts. These guarantees are primarily in the form of indemnities. In bo th leasing and financing transactions, we typically indemnify the lessors and any financing parties against tort liabilities that arise out of the use, occupancy, manufacture, design, operation or maintenance of the leased premises or financed aircraft, re gardless of whether these liabilities relate to the negligence of the indemnified parties. Currently, we believe that any future payments required under many of these guarantees or indemnities would be immaterial, as most tort liabilities and related indem nities are covered by insurance (subject to deductibles). However, payments under certain tax indemnities related to certain of our financing arrangements, if applicable, could be material, and would not be covered by insurance, although we believe that t hese payments are not probable. Certain leased premises, such as maintenance and storage facilities, typically include indemnities of such parties for any environmental liability that may arise out of or relate to the use of the leased premises. We also provide standard indemnification agreements to officers and directors in the ordinary course of business. Financings and Guarantees Our financing arrangements typically contain a withholding tax provision that requires us to pay additional amounts to the applicable lender or other financing party, if withholding taxes are imposed on such lender or other financing party as a result of a change in the applicable tax law. These increased costs and withholding tax provisions continue for the entire term of t he applicable transaction and there is no limitation on the maximum additional amount we could be required to pay under such provisions. Any failure to pay amounts due under such provisions generally would trigger an event of default and, in a secured fina ncing transaction, would entitle the lender to foreclose upon the collateral to realize the amount due. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes [Abstract] | |
Income Taxes | 11 . Income Taxes The significant components of the provision for income taxes are as follows: 2016 2015 2014 Current: Federal $ (376) $ 52 $ 607 State and local (298) 48 65 Foreign 84 1,292 (636) Total current expense (590) 1,392 36 Deferred: Federal 46,391 (24,425) (13,332) State and local (1,436) (3,531) 2,271 Foreign 2,426 2,058 (1,653) Total deferred expense (benefit) 47,381 (25,898) (12,714) Total income tax expense (benefit) $ 46,791 $ (24,506) $ (12,678) The domestic and foreign earnings before income taxes are as follows: 2016 2015 2014 Domestic $ 61,006 $ (57,825) $ 73,386 Foreign 28,410 40,605 16,163 Income (loss) before income taxes $ 89,416 $ (17,220) $ 89,549 A reconciliation of differences between the U.S. federal statutory income tax rate and the effective income tax rates is presented as a percent of expense (benefit) as follows : 2016 2015 2014 U.S. federal statutory income tax rate 35.0% (35.0%) 35.0% State and local taxes based on income, net of federal benefit 1.1% (2.0%) 2.2% Change in deferred foreign and state tax rates (2.2%) (12.0%) (4.2%) Nondeductible customer incentive related to Amazon 10.9% 0.0% 0.0% Nondeductible compensation expenses related to Amazon 13.0% 0.0% 0.0% Other nondeductible expenses 4.3% 10.2% 2.2% Extraterritorial income tax benefit 0.0% (23.3%) (38.8%) Tax incentives and additional deductions (0.9%) (4.9%) (3.8%) Favorable resolution of income tax issues 0.0% (13.8%) (1.5%) Tax effect of foreign operations (9.4%) (66.4%) (5.7%) Other 0.5% 4.9% 0.4% Effective income tax rate 52.3% (142.3%) (14.2%) The effective income tax rate for the twelve months ended December 31, 2016 differed from the U.S. federal statutory rate primarily due to a nondeductible customer incentive and to nondeductible compensation expenses resulting from a change in control, as defined under certain of the Company’s benefit plans, both related to the Amazon transaction (see Note 7) . We also generated non-recurring tax benefits from extraterritorial income (“ETI”) in 2015 and 2014 , which reduced our income tax rate in proportion to our income or loss. We indefinitely reinvest the net earnings of certain foreign subsidiaries engaged in our Dry Leasing business, which favorably impacted our effective income tax rate for all three years. At December 31, 2016 , our undistributed net earnings of foreign subsidiaries for which deferred taxes have not been provided were $ 103.7 million, and the unrecognized deferred tax liability associated with these earnings was $ 36.3 million. Deferred tax assets and liabi lities represent the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. The net noncurrent deferred tax asset (liability) was comprised of the following as of December 31: Assets (Liabilities) 2016 2015 Deferred tax assets: Net operating loss carryforwards and credits $ 454,749 $ 437,408 Accrued compensation 17,036 16,523 Accrued legal settlements 25,442 35,909 Aircraft leases 16,109 14,863 Allowance for doubtful accounts - 1,597 Goodwill and other intangibles 15,798 - Interest rate derivatives 3,124 3,825 Long-term debt 3,409 3,827 Obsolescence reserve 7,804 6,723 Stock-based compensation 6,731 5,385 Other 686 1,869 Total deferred tax assets 550,888 527,929 Valuation allowance (49,396) (50,711) Net deferred tax assets $ 501,492 $ 477,218 Deferred tax liabilities: Fixed assets $ (778,905) $ (754,318) Accrued expenses (10) (2,166) Acquisition of EETC debt (4,079) (6,390) Deferred maintenance (6,829) - Incentive related to Amazon (8,614) - Total deferred tax liabilities $ (798,437) $ (762,874) Assets (Liabilities) Deferred taxes included within following 2016 2015 balance sheet line items: Deferred taxes $ (298,165) $ (286,928) Deferred costs and other assets 1,219 1,272 Net deferred tax assets (liabilities) $ (296,946) $ (285,656) As of December 31, 2016 and 2015 , we had U.S. federal tax net operating losses (“NOLs”), net of unrecognized tax benefits and valuation allowances, of approximately $ 991.0 million and $ 951.6 million, respectively, which will expire through 203 6 , if not utilized. The increase in NOLs during 2016 resulted primarily from accelerated tax depreciation and from the acquisition of Southern Air (see Note 4). We had alternative minimum tax credits of $ 4.7 million and $ 5.2 million as of December 31, 2016 and 2015 , respectively, with no expiration date. Additionally, we had foreign NOLs for Hong Kong and Singapore of approximately $ 463.5 million and $ 428.8 million as of December 31, 2016 and 2015 , respectively, with no expiration date. Section 382 of the Internal Revenue Code (the “Code”) imposes an annual limitation on the amount of a corporation’s U .S. federal taxable income that can be offset by NOLs if it experiences an “ownership change”, as defined. We experienced ownership changes, as defined, in 2004 and 2009. Accordingly, the use of our NOLs generated prior to these ownership changes is subj ect to an annual limitation. If certain changes in our ownership occur prospectively, there could be an additional annual limitation on the amount of utilizable carryforwards. On each reporting date, management assesses whether we are more likely than not to realize some or all of our deferred tax assets. After our assessment, we maintain ed a valuation allowance of $ 49.4 million , $ 50.7 million and $ 50.8 million against our deferred tax assets as of December 31, 2016 , 2015 and 2014 , respectively . We recorded a decrease to the valuation allowance of $ 1.3 million during the year ended December 31, 2016 , a nd decreases of $ 0 . 1 million and increase of $ 3 . 0 million during the years ended 2015 and 2014 , respectively . The valuation allowance is attributable to a limitation on NOL utilization resulting from the ownership change under Section 382. Due to this limitation, we expect a portion of our NOLs generated in 2004 and prior years to eventually expire unused. A reconciliation of the beginning and ending unrecognized income tax benefits is as follows: 2016 2015 2014 Beginning balance $ 112,555 $ 109,993 $ 76,679 Additions for tax positions related to the current year 1,587 551 1,614 Additions for tax positions related to prior years - 5,503 32,933 Reductions for tax positions related to prior years (250) (3,492) (1,233) Ending balance $ 113,892 $ 112,555 $ 109,993 If recognized, all of the unrecognized income tax benefits would favorably impact the effective income tax rate. We will maintain a liability for unrecognized income tax benefits until these uncertain positions are resolved or until the expiration of the applicable statute of limitations, if earlier. Our policy is to record tax-related interest expense and penalties, if applicable, as a component of income tax expense. W e recorded no interest benefit in 2016 or 2015 . T he cumulative li ability for tax-related interest was $ 0.1 million a s of December 31, 2016 and December 31, 2015 . We have not recorded any liability for income tax-related penalties, and the tax authorities historically have not assessed any . F or U.S. federal income tax purposes, the 2012 through 2016 income tax years remain subject to examination. We also file income tax returns in multiple states as well as in Hong Kong and Singapore. Generally, the 20 12 through 2016 incom e tax years remain subject to examination in the states where we file. In addition, 2011 through 2016 Singapore income tax years and 2010 through 2016 Hong Kong income tax years are subject to examination. No income tax examinations are in process. |
Financial Instruments
Financial Instruments | 12 Months Ended |
Dec. 31, 2016 | |
Financial Instruments [Abstract] | |
Financial Instruments | 12 . 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 informa tion to measure fair value. The carrying value of Cash and cash equivalents, Short-term investments and Restricted cash is based on cost, which approximates fair value. Long-term investments consist of debt securities for which we have both the ability a nd the intent to hold until maturity. These investments are classified as held-to-maturity and reported at amortized cost. The fair value of our Long-term investments is based on a discounted cash flow analysis using the contractual cash flows of the inv estments and a discount rate derived from unadjusted quoted interest rates for debt securities of comparable risk. Such debt securities represent investments in PTCs related to EE TCs issued by Atlas in 1998, 1999 and 2000. Interest on debt securities and accretion of discounts using the effective interest method are included in Interest income. The fair value of our term loans, notes guaranteed by the Ex- Im Bank and EETCs 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 fair value of the Amazon Warrant is based on a Monte Carlo simulation which requires inputs such as our common stock price, the warrant strike price, estimated common stock price volatility, and risk-free interest rate, among other s. The following tab le summarizes the carrying value , estimated fair value and classification of our financial instruments as of: December 31, 2016 Carrying Value Fair Value Level 1 Level 2 Level 3 Assets Cash and cash equivalents $ 123,890 $ 123,890 $ 123,890 $ - $ - Short-term investments 4,313 4,313 - - 4,313 Restricted cash 14,360 14,360 14,360 - - Long-term investments and accrued interest 27,951 33,161 - - 33,161 $ 170,514 $ 175,724 $ 138,250 $ - $ 37,474 Liabilities Term loans and capital lease $ 1,037,077 $ 1,083,832 $ - $ - $ 1,083,832 Ex-Im Bank guaranteed notes 616,892 632,977 - - 632,977 EETC 20,044 22,935 - - 22,935 Convertible Notes 177,398 228,429 228,429 - - Amazon Warrant 95,775 95,775 - 95,775 - $ 1,947,186 $ 2,063,948 $ 228,429 $ 95,775 $ 1,739,744 December 31, 2015 Carrying Value Fair Value Level 1 Level 2 Level 3 Assets Cash and cash equivalents $ 425,950 $ 425,950 $ 425,950 $ - $ - Short-term investments 5,098 5,098 - - 5,098 Restricted cash 12,981 12,981 12,981 - - Long-term investments and accrued interest 37,604 45,867 - - 45,867 $ 481,633 $ 489,896 $ 438,931 $ - $ 50,965 Liabilities Term loans $ 1,013,265 $ 1,049,785 $ - $ - $ 1,049,785 Ex-Im Bank guaranteed notes 689,720 715,890 - - 715,890 EETC 28,022 30,074 - - 30,074 Convertible Notes 170,300 185,325 185,325 - - $ 1,901,307 $ 1,981,074 $ 185,325 $ - $ 1,795,749 The following table presents the carrying value, gross unrealized gain (loss) and fair value of our long-term investments and accrued interest by contractual maturity as of : December 31, 2016 December 31, 2015 Carrying Value Gross Unrealized Gain (Loss) Fair Value Carrying Value Gross Unrealized Gain (Loss) Fair Value Debt securities Due after one but within five years $ 27,951 $ 5,210 $ 33,161 $ 37,604 $ 8,263 $ 45,867 Total $ 27,951 $ 5,210 $ 33,161 $ 37,604 $ 8,263 $ 45,867 Our Long-term investments include investments in PTCs related to EETCs. During 2015 , we repaid EETCs related to five 747-400 freighter aircraft owned by us using proceeds from the Convertible Notes (see Note 9 ). Following the refinancing, we recognized a $13.4 million Gain on investments resulting from the early redemption of certain PTCs, of which $ 5.7 million was related to the receipt of debt redemption premiums and $ 7.7 m illion was related to the recogniti on of deferred income on the PTCs purchased at a discount that have been repaid. The early redemption of PTCs does not impact our ability or intent to hold the remainder of our PTC investments to maturity. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting | 13 . Segment Reporting Our business is organized into three operating segments based on our service offerings: ACMI, Charter and Dry Leasing. All segments 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 ag gregate our operating segments and , therefore , our operating seg ments are our reportable segments. We use an economic performance metric (“Direct Contribution”) that shows the profitability of each segment after allocation of direct operating and ownership costs. Direct Contribution represents Income (loss) from con tinuing operations before income taxes excluding the following: Special charges, Transaction-related expenses, nonrecurring items, Losses (gains) on the disposal of aircraft, Losses on early extinguishment of debt, Unrealized losses (gains) on financial in struments, Gains on investments 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 corpo rate purposes, interest income on nondebt securities, capitalized interest, foreign exchange gains and losses, other revenue and other non-operating costs. Management allocates the costs attributable to aircraft operation and ownership among the various se gments based on the aircraft type and activity levels in each segment. Depreciation and amortization expense, aircraft rent, maintenance expense, and other aircraft related expenses are allocated to segments based upon aircraft utilization because certain individual aircraft are utilized across segments interchangeably. In addition, certain ownership costs are directly apportioned to the ACMI segment. Other allocation methods are standard activity-based methods that are commonly used in the industry. The ACMI segment provides aircraft, crew, maintenance and insurance services to customers. Also included in the ACMI segment is CMI, whereby we provide crew, maintenance and insurance services but not the aircraft. Under ACMI and CMI contracts, customers ge nerally guarantee a monthly level of operation at a predetermined rate for a defined period of time. The customer bears the commercial revenue risk and the obligation for other direct operating costs, including fuel. The Charter segment provides full- planeload air cargo and passenger aircraft charters to customers, including the U.S. Military Air Mobility Command (the “AMC”), brokers, freight forwarders, direct shippers, airlines, sports teams and fans, and private charter customers. Charter customers generally pay a fixed charter fee and we bear the direct operating costs. The Dry Leasing segment provides for the leasing of aircraft and engines to customers. Other represents revenue for services that are not allocated to any segment, including a dministrative and management support services and flight simulator training. T he following table sets forth Operating Revenue and Direct Contribution for our reportable segments reconciled to Operating Income and Income (loss) from continuing operations before i ncome t axes: For the Years Ended December 31, 2016 2015 2014 Operating Revenue: ACMI $ 834,997 $ 791,442 $ 778,091 Charter 881,991 908,753 906,676 Dry Leasing 105,795 107,218 100,059 Customer incentive asset amortization (537) - - Other 17,381 15,246 14,372 Total Operating Revenue $ 1,839,627 $ 1,822,659 $ 1,799,198 Direct Contribution: ACMI $ 200,563 $ 185,615 $ 200,489 Charter 133,727 124,808 47,245 Dry Leasing 33,114 42,023 33,224 Total Direct Contribution for Reportable Segments 367,404 352,446 280,958 Add back (subtract): Unallocated income and expenses, net (242,768) (294,451) (161,616) Loss on early extinguishment of debt (132) (69,728) - Unrealized loss on financial instruments (2,888) - - Gain on investments - 13,439 - Special charge (10,140) (17,388) (15,114) Transaction-related expenses (22,071) - - Loss (gain) on disposal of aircraft 11 (1,538) (14,679) Income from continuing operations before income taxes 89,416 (17,220) 89,549 Add back (subtract): Interest income (5,532) (12,554) (18,480) Interest expense 84,650 96,756 104,252 Capitalized interest (3,313) (1,027) (453) Loss on early extinguishment of debt 132 69,728 - Unrealized loss on financial instruments 2,888 - - Gain on investments - (13,439) - Other expense 70 1,261 1,104 Operating Income $ 168,311 $ 123,505 $ 175,972 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 AMC and Polar (see Note 3 for further discussion regarding Polar) . No other customer accounted for more than 10.0% of our Total Operating Revenue. Revenue from the AMC was $ 436.1 million in 2016 and $ 418.3 million in 2015 . Accounts receivable from the AMC were $ 9.0 million and $ 26.3 million as of December 31, 2016 and December 31, 2015 , respectively. We have not experienced any credit issues with either of these customers. 2016 2015 2014 Depreciation and amortization expense: ACMI $ 61,630 $ 62,253 $ 56,289 Charter 37,239 27,294 25,286 Dry Leasing 40,164 31,326 31,592 Unallocated 9,843 7,867 7,626 Total Depreciation and Amortization $ 148,876 $ 128,740 $ 120,793 |
Labor and Legal Proceedings
Labor and Legal Proceedings | 12 Months Ended |
Dec. 31, 2016 | |
Labor And Legal Proceedings [Abstract] | |
Labor and Legal Proceedings | 14. Labor and Legal Proceedings Labor Pilots of Atlas and Southern Air, and flight dispatchers of Atlas and Polar are represented by the International Brotherhood of Teamsters (the “IBT”). We have a five-year collective bargaining agreement (“CBA”) with our Atlas pilots, which became amendable in September 2016 and a four-year CBA with the Southern Air pilots, which became amendable in November 2016. We also have a five-year CBA with our Atlas and Polar dispatchers, which becomes amendable in Novembe r 2017. After we completed the acquisition of Southern Air in April 2016, we informed the IBT of our intention to pursue (and we have been pursuing) a complete operational merger of Atlas and Southern Air. Pursuant to the merger provisions in both the Atlas and Southern Air CBAs, joint negotiations for a single CBA for Atlas and Southern Air should commence promptly. Once a seniority list is presented to us by the unions, it triggers an agreed-upon time frame to negotiate a new joint CBA with any unres olved issues submitted to binding arbitration. After the merger process began, the IBT filed an application for mediation with the National Mediation Board (“NMB”) on behalf of the Atlas pilots. We have opposed the mediation application as it is not in a ccordance with the merger provisions in the parties’ existing CBAs, which have a defined and streamlined process for negotiating a joint CBA when a merger occurs, as in the case with the Atlas and Southern Air merger. The NMB conducted a pre-mediation inv estigation in June 2016, which is currently pending. Due to a lack of meaningful progress in such discussions, in February 2017, we filed a lawsuit against the IBT to compel arbitration on the issue of whether the merger provisions in Atlas and Southern A ir's CBAs apply to the bargaining process. We are subject to risks of work interruption or stoppage as permitted by the Railway Labor Act of 1926 (the “Railway Labor Act”) and may incur additional administrative expenses associated with union representatio n of our employees. Matters Related to Alleged Pricing Practices T he Company and Polar Air Cargo, LLC (“Old Polar”), a consolidated subsidiary, were named defendants, along with a number of other cargo carriers, in several class actions in the U.S. arising from allegations about the pricing practices of Old Polar and a number of air cargo carriers. These actions were all centralized in the U.S. District Court for the Eastern District of New York. Polar was later joined as an additional defendant. The con solidated complaint alleged, among other things, that the defendants, including the Company and Old Polar, manipulated the market price for air cargo services sold domestically and abroad through the use of surcharges, in violation of U.S., state, and Euro pean Union antitrust laws. The suit sought treble damages and attorneys’ fees. On January 7, 2016, the Company, Old Polar, and Polar entered into a settlement agreement to settle all claims by participating class members against the Company, Old Polar a nd Polar. T he Company, Polar, and Old Polar deny any wrongdoing, and there is no admission of any wrongdoing in the settlement agreement. Pursuant to the settlement agreement, the Company, Old Polar and Polar have agreed to make installment payments over three years to settle the plaintiffs’ claims, with payments of $ 35.0 million paid on January 15, 2016, $ 35.0 million due on or before January 15, 2017, and $ 30.0 million due on or before January 15, 2018. The U.S. District Court for the Eastern District o f New York issued an order granting preliminary approval of the settlement on January 12, 2016. On October 6, 2016, the final judgment was issued and the settlement was approved. In the United Kingdom, several groups of named claimants have brought suit against British Airways in connection with the same alleged pricing practices at issue in the proceedings described above and are seeking damages allegedly arising from that conduct. British Airways has filed claims in the lawsuit against Old Polar and a number of air cargo carriers for contribution should British Airways be found liable to claimants. Old Polar’s formal statement of defense was filed on March 2, 2015. On October 14, 2015, the U.K. Court of Appeal released decisions favorable to the defen dant and contributory defendants on two matters under appeal. Permission has been sought to appeal the U.K. Court of Appeal's decisions to the U.K. Supreme Court. In December 2015, certain claimants settled with British Airways removing a significant por tion of the claim against British Airways and therefore reducing the potential contribution required by the other airlines, including Old Polar. On December 16, 2015, the European General Court released decisions annulling decisions that the European Comm ission made against the majority of the air cargo carriers. The European Commission did not appeal the General Court decision, but may still reopen its investigation or reissue a revised decision, either of which would have a significant impact on the pro ceedings in the U.K. court. Future procedures, including the pretrial disclosure process, are continuing. We are unable to reasonably predict the outcome of the litigation. In the Netherlands, Stichting Cartel Compensation, successor in interest to clai ms 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 the same pricing practices at issue in the proceedings described above. In response, British Airways, KLM, Martinair , Air France and Lufthansa filed third-party indemnification lawsuits against Old Polar and Polar seeking indemnification in the event the defendants are found to be liable in the m ain proceedings. Old Polar and Polar entered their initial court appearances on September 30, 2015. Various procedural issues are undergoing court review. Like the U.K. proceedings, the Netherlands proceedings are likely to be affected by the European C ommission’s response to the European General Court decisions of December 16, 2015 . We are unable to reasonably predict the outcome of the litigation. If the Company, Old Polar or Polar were to incur an unfavorable outcome in connection with the U.K. or Netherlands proceedings, 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 such matters at this time . Brazilian Cu s toms Claim Old Polar was cited for two alleged customs violations in Sao Paulo, Brazil, relating to shipments of goods dating back to 1999 and 2000. Each claim asserts that goods listed on the flight manifest of two separate Old Polar scheduled service flights were not on board the aircraft upon arrival and therefore were improperly brought into Brazil. The two claims, which also seek unpaid customs duties, taxes and penalties from the date of the alleged infraction, are approximately $ 9.3 million in a ggregate based on December 31, 2016 exchange rates. In both cases, 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. Furthermore, we may seek appropriate indemnity from the shipper in each claim as may be feasible. In the pending claim for one of the cases, we have received an administrative decision dismissing the claim in its entirety, which remains subject to a mandatory appeal b y the Brazil customs authorities. As required to defend such claims, we have made deposits pending resolution of these matters. The balances were $ 5.0 million as of December 31, 2016 and $ 3.8 million as of December 31, 2015 , and are included in Deposits and other assets. We are currently defending these and other Brazilian customs claims and the ultimate disposition of these claims, either individually or in the aggregate, is not expected to materially affect o ur financial condition, results of operations or cash flows. Accruals As of December 31, 2016 , the Company had a remaining accrual of $ 65.0 million related to the U.S. class action settlement that was recognized in 2015. During 2016, the Company recorded a ne t accrual of $ 6.2 million within Other operating expense in the consolidated statement of operations related to pending litigation outside of the U.S. Other We have certain other contingencies incident to the ordinary course of business. Management believes that the ultimate disposition of such other contingencies is not expected to materially affect our financial condition, results of operations or cash flows. |
Stock-Based Compensation Plans
Stock-Based Compensation Plans | 12 Months Ended |
Dec. 31, 2016 | |
Stock-Based Compensation Plans [Abstract] | |
Stock-Based Compensation Plans | 15. Stock-Based and Long-term Incentive Compensation Plans In 2007, our stockholders approved a Long-Term Incentive Plan (the “2007 Plan”). An aggregate of 0.6 million shares of common stock was reserved for issuance to participants under the 2007 Plan. The 2007 Plan provided for stock awards of up to approximately 2.8 million shares of AAWW’s common stock to employees in various forms, inclu ding cash awards and performance cash awards. Stock awards included nonqualified options, incentive stock options, share appreciation rights, restricted shares, restricted share units, performance shares and performance units, dividend equivalents and oth er share-based awards. In 2016, the stockholders approved a revised Long-Term Incentive Plan (the “2016 Plan”), which replaced the 2007 Plan. An aggregate of 0.7 million shares of common stock was reserved for issuance to participants under the 2016 Plan . No new awards have been made under the 2007 Plan since the adoption of the 2016 Plan in May 2016. Awards outstanding under the 2007 Plan will continue to be governed by the terms of that plan and agreements under which they were granted. The 2016 Plan limits the terms of awards to ten years and prohibits the granting of awards more than ten years after the effective date of the 2016 Plan. As of December 31, 2016 , the 2016 Plan had a total of 0.7 milli on shares of common stock available for future award grants to management and members of the board of directors. Including the impact of the change in control as defined under the benefit plan in 2016 (see Note 7), our compensation expense for both plans was $ 30.9 million in 2016 , $ 15.0 million in 2015 and $ 12.5 million in 2014 . Income tax benefit s recognized for share-based c ompensation arrangements w ere $ 8.7 million in 2016 , $ 5.7 million in 2015 and $ 4.0 million in 2014 . The excess cash tax effect classified as a financing cash inflow was a nominal benefit in 2016 , 2015 and 2014 . Non qualified Stock Options The portion of the 2016 Plan and the 2007 Plan applicable to employees is administered by the compensation committee of the board of directors, which also establishes the terms of the awards. Nonqualified stock options, which have not been granted since 2 007, vest over a three or four year period and expire seven to ten years from the date of grant. While nonqualified stock options may be granted at any price, they have never been granted with an exercise price less than the fair market value of the stock on the date of grant. A summary of our options as of December 31, 2016 and changes during the year then ended is presented below: Number of Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Outstanding as of December 31, 2015 34,700 $ 58.41 Granted - - Exercised (30,200) 58.34 Forfeited, net of adjustments - - Outstanding as of December 31, 2016 4,500 $ 58.89 - $ - Exercisable as of December 31, 2016 4,500 $ 58.89 - $ - The total intrinsic value of options exercised in 2016 and 2015 was nominal and t he cash received was zero and $ 1.2 million, respectively . No options were exercised in 2014 . As of December 31, 2016 , there was no unrecognized compensation cost related to non-vested stock options granted and all options have vested. Restricted Share Awards Restricted shares granted vest and are expensed over one-, three- or four- year periods. Restricted sh are awards have been granted in both shares and units. As of December 31, 2016 , a total of 3.5 million restricted shares have been granted under the 2007 and 2016 Plans. All shares were valued at their fair market value on the d ate of issuance. Unrecognized compensation cost as of December 31, 2016 is $ 18.9 million and will be recognized over the remaining weighted average life of 2.1 years. A summary of our restricted shares as of December 31, 2016 and changes during the year then ended are presented below: Weighted-Average Restricted Share Awards Number of Shares Grant-Date Fair Value Unvested as of December 31, 2015 840,879 $ 40.52 Granted 428,314 36.10 Vested (522,994) 37.84 Forfeited (16,053) 38.54 Unvested as of December 31, 2016 730,146 $ 39.89 The total fair value of shares vested on various vesting dates was $ 19.8 million in 2016 , $ 13.7 million in 2015 and $ 11.3 million in 2014 . Weighted average grant date fair value was $ 47.10 in 2015 and $ 33.21 in 2014 . Performance Share and Performance Cash Awards Performance share and performance cash awards granted are expensed over three years, which generally is the requisite service period. Awards generally become vested if (1) we achieve certain specifie d p erformance levels compared with predetermined performance thresholds during a three-year period starting in the grant year and ending on December 31 three years later, and (2) the employee remains employed by us through the determination date which can be no later than four months following the end of the Performance Period. Partial vesting may occur for certain employee terminations. As a result of a change in control as defined under the benefit plan (see Note 7), the performance levels are deemed to be achieved for all performance share and performance cash awards outstanding as of December 31, 2016 . Performance share awards have been granted to employees in shares and units. All performance share and performance cash awards are valued at their fair ma rket value on the date of grant. The estimated compensation expense recognized for performance share and performance cash awards are net of estimated forfeitures. We assess the performance levels in the first quarter of each year for the prior year. We review the results, adjust the estimated performance level and record any change to compensation cost. As of December 31, 2016 , a total of 1.7 million performance shares have been granted. Unrecognized compensation cost as of December 31, 2016 is $ 8.3 million and will be recognized over the remaining weighted average life of 1.7 years. For the performance cash awards , we had accr uals of $ 13.1 million as of December 31, 2016 and $ 4.0 million as of December 31, 2015 in Other liabilities. Including the impact of the change in control as defined under the benefit plan in 2016, w e recognized compensation e xpense associated with the performance cash awards totaling $ 13.9 million in 2016 , $ 1.6 million in 2015 and $ 1.3 milli on in 2014 . A summary of our performance shares as of December 31, 2016 and changes during the year then ended are presented below: Weighted-Average Performance Share Awards Number of Shares Grant-Date Fair Value Unvested as of December 31, 2015 334,692 $ 23.85 Granted 494,894 37.21 Vested (151,719) 38.32 Forfeited (101,701) 47.76 Unvested as of December 31, 2016 576,166 $ 27.30 The total fair value of shares vested on various vesting dates in 2016 was $ 5.8 million, $ 3.7 million in 2015 and $ 7.0 in 2014 . Weighted average grant date fair value was $ 47.48 in 2015 and $ 32.2 in 2014 . |
Profit Sharing, Incentive and R
Profit Sharing, Incentive and Retirement Plans | 12 Months Ended |
Dec. 31, 2016 | |
Profit Sharing, Incentive and Retirement Plans [Abstract] | |
Profit Sharing, Incentive and Retirement Plans | 16. Profit Sharing, Incentive and Retirement Plans Profit Sharing and Incentive Plans We have an annual incentive compensation program for management employees. The program provides for payments to eligible employees based upon our financial performance , service performance and attainment of individual performance goals, among other things. In addition, our profit sharing plan allows IBT-represented Atlas crewmembers to receive payments from the plan based upon Atlas’ financial performan ce. The profit sharing plan is subject to a minimum financial performance threshold. For both plans, we had accru als of $ 22.1 million as of December 31, 2016 and $ 27.0 million a s of December 31, 2015 in Accru ed liabilities. Including the impact of the change in control as defined under the benefit plan in 2016 (see Note 7) , w e recognized compensation expense associated with both plans totaling $ 21.8 million in 2016 , $ 28.5 million in 2015 and $ 21.7 million in 2014 . 401(k) and 401(m) Plans Participants in our retirement plan may contribute a portion of their annual compensation to a 401(k) plan on a pretax basis, subject to aggregate limits under the Code. In addition to 401(k) contributions, participants may contribute a portion of their eligible compensati on to a 401(m) plan on an after- tax basis. O n behalf of participants in the plan who make elective compensation deferrals, we provide a matching contribution subject to certain limitations. Employee contributions in the p lan are vested at all times and our matching contributions are subject to a three-year cliff vesting provision , except for employees who are represented by a collective bargaining agreement and are subject to a three-year graded vesting provision . We recognized compensation expense associa ted with the plan matching contributions totaling $ 10.5 million in 2016 , $ 9.5 million in 2015 and $ 8.5 million in 2014 . |
Stock Repurchase
Stock Repurchase | 12 Months Ended |
Dec. 31, 2016 | |
Treasury Stock [Abstract] | |
Treasury Stock Disclosure | 17 . Stock Repurchase s 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 2008, we established a stock repurchase program authorizing the repurchase of up to $ 100.0 million of our common stock. In November 2013, we annou nced an increase of $ 51.0 million to our stock repurchase program. As of December 31, 2016 , we had repurchased a total of 3,307,911 shares of our common stock for approximately $ 126.0 million under this program, resulting in $ 25.0 million of available authorization remaining. Purchases may be made at our discretion in the form of open market repurchase programs, privately negotiated transactions, accelerated share repurchase programs or a combination of these methods. The actual timing and amount of our repurchases will depend on Company and market conditions. In addition, we repurchased 297,569 and 140,198 s hares of common stock from management, in connection with the vesting of equity awards to pay the statutory tax withholdings of employees , at an average price of $ 37.89 per share in 2016 and $ 46.54 per share in 2015 , and held the shares as treasury shares. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 18. Earnings Per Share Basic earnings per share (“EPS”) represent net income divided by the weighted average number of common shares outstanding during the measurement period. Diluted EPS represent net 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 using the treasury stock method. Anti - dilutive shares related to warrants and stock options that were out of the money and excluded for 2016 were 3.3 million, 2015 were 3.0 million and were de minimis for 2014 . The calculations of basic and diluted EPS were as follows: For the Years Ended December 31, 2016 2015 2014 Numerator: Income from continuing operations, net of taxes $ 42,625 $ 7,286 $ 102,227 Denominator: Basic EPS weighted average shares outstanding 24,843 24,833 25,031 Effect of dilutive stock options and restricted stock 277 185 96 Diluted EPS weighted average shares outstanding 25,120 25,018 25,127 Earnings per share from continuing operations: Basic $ 1.72 $ 0.29 $ 4.08 Diluted $ 1.70 $ 0.29 $ 4.07 Loss per share from discontinued operations: Basic $ (0.04) $ - $ - Diluted $ (0.04) $ - $ - Earnings per share: Basic $ 1.67 $ 0.29 $ 4.08 Diluted $ 1.65 $ 0.29 $ 4.07 Diluted shares reflect the potential dilution that could occur from stock options and restricted shares using the treasury stock method. The calculation of EPS does not include restricted share units and warrants in which performance or market conditions were not satisfied of 7.5 million in 2016 , 0.3 million in 2015 and 0.4 mil lion in 2014 . |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 31, 2016 | |
Accumulated Other Comprehensive Income [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 19 . Accumulated Other Comprehensive Income (Loss) The following table summarizes t he components of Accumulated other comprehensive income (loss): Interest Rate Foreign Currency Derivatives Translation Total Balance as of December 31, 2014 $ (9,924) $ 352 $ (9,572) Reclassification to interest expense 6,129 - 6,129 Translation adjustment - (343) (343) Tax effect (2,277) - (2,277) Balance as of December 31, 2015 (6,072) 9 (6,063) Reclassification to interest expense 1,770 - 1,770 Translation adjustment (700) - (700) Balance as of December 31, 2016 $ (5,002) $ 9 $ (4,993) Interest Rate Derivatives As of December 31, 2016 , there wa s $ 8.1 million of net unamortized realized loss before taxes remaining in Accumulated other comprehensive income (loss) related to forward-starting interest rate swaps terminated in prior years , which had been designated as cash flow hedges to effectively fix the interest rates on two 747-8F financings in 2011 and three 777-200LRF financings in 2014 . The net loss is amortized and reclassified into Interest expense over the remaining life of the r elated debt. Net realized loss reclassified into earnings was $ 1.8 million in 2016 and $ 6.1 million in 2015 . Net realized loss expected to be reclassified into earnings within the next 12 mont hs is $ 1.6 million as of December 31, 2016 . |
Selected Quarterly Financial In
Selected Quarterly Financial Information (unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Selected Quarterly Financial Information (unaudited) [Abstract] | |
Selected Quarterly Financial Information (unaudited) | 20 . Selected Quarterly Financial Information (unaudited) The following tables summarize the 2016 and 2015 quarterly results: First Second Third Fourth 2016* Quarter Quarter Quarter Quarter Total Operating Revenue $418,615 $443,272 $448,015 $529,725 Operating Income 20,057 20,824 25,998 101,432 Income (Loss) from continuing operations, net of taxes 471 20,919 (7,501) 28,736 Loss from discontinued operations, net of taxes - (345) (445) (319) Net Income (Loss) $471 $20,574 $(7,946) $28,417 Earnings (Loss) per share from continuing operations: Basic $0.02 $0.84 $(0.30) $1.15 Diluted** $0.02 $(0.26) $(0.30) $1.12 Loss per share from discontinued operations: Basic $- $(0.01) $(0.02) $(0.01) Diluted $- $(0.01) $(0.02) $(0.01) Earnings (Loss) per share: Basic $0.02 $0.83 $(0.32) $1.14 Diluted** $0.02 $(0.28) $(0.32) $1.11 First Second Third Fourth 2015*** Quarter Quarter Quarter Quarter Total Operating Revenue $444,845 $455,833 $449,904 $472,077 Operating Income (Loss) 56,970 61,284 48,995 (43,744) Income (Loss) from continuing operations, net of taxes 29,232 28,390 (12,754) (37,582) Loss from discontinued operations, net of taxes - - - - Net Income (Loss) $29,232 $28,390 $(12,754) $(37,582) Earnings (Loss) per share from continuing operations: Basic $1.18 $1.13 $(0.51) $(1.53) Diluted $1.17 $1.13 $(0.51) $(1.53) Loss per share from discontinued operations: Basic $- $- $- $- Diluted $- $- $- $- Earnings (Loss) per share: Basic $1.18 $1.13 $(0.51) $(1.53) Diluted $1.17 $1.13 $(0.51) $(1.53) * Included in the first quarter was a special charge of $ 6.6 million . Included in the second quarter were an unrealized gain on financial instruments of $ 26.5 million, transaction-related expenses of $ 16.8 million and an accrual for legal matters of $ 6.7 million. Included in the third quarter were compensation costs related to a change in control as defined under certain benefit plans of $ 26.2 million, transaction-related expenses of $ 3.9 million and an unrealized loss on financial instruments of $ 1.5 million. Included in the fourth quarter were an unrealized loss on financial instruments of $ 27.9 million , a special charge of $ 3.5 million and transaction-related expenses of $ 0.6 million . ** I n 2016, the sum of quarterly diluted EPS amounts di ffers from the full year diluted EPS. The difference primarily relates to the exclusion from the calculation of diluted EPS of an unrealized gain on financial instruments in the second quarter and anti-dilutive shares in the third quarter, both related to the Amazon Warrant. * * * Included in the third quarter was a pretax loss on early extinguishment of debt of $ 66.7 million, a gain on investments of $ 13.4 million and a special charge of $ 7.7 million. Included in the fourth quarter was a pretax charge f or a legal settlement of $ 99.8 million included in Other operating expenses (see Note 14), the reclassification of a derivative loss into earnings of $ 3.7 million, a loss on early extinguishment of debt of $ 3.0 million and a special charge of $ 9.8 million . |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Significant Accounting Policies [Abstract] | |
Use of Estimates Policy | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires us to make estimates and judgments that affect the amounts reported in these financial statements and the related disclosures. Actual results may differ from those estimates. Estimates are used in determining, among other items, asset lives and residual values, cash flows for impairment analysi s, heavy maintenance costs, income tax accounting, business combinations , intangible assets, warrants, contingent liabilities (including, but not limited to litigation accruals) , valuation allowances (including, but not limited to, those rela ted to receivables, expendable parts inventory and deferred taxes), stock-based compensation and self-insurance employee benefit accruals. |
Revenue Recognition Policy | Revenue Recognition Revenue from ACMI and CMI contracts is typically recognized as the block hours are operated on behalf of a customer during a given month, as defined contractually, based on flight departure. The time interval between when an aircraft departs the terminal until it arrives at the destination terminal is measured in hours and called a “Block Hour”. I f a customer flies below a minimum contracted Block Hour guarantee, the contracted minimum revenue amounts are recognized as revenue. We recognize revenue for Charter upon flight departure. We record Dry Lease rental income on a straight-line basis over t he term of the operating lease. In limited cases, leases provide for additional rentals based on usage, which is recorded as revenue as it is earned under the terms of the lease. Usage is calculated based on hourly usage or number of flights operated, de pending on the lease agreement, and is typically reported monthly by the lessee. Rentals received but unearned under the lease agreements are recorded in deferred revenue and included in Accrued liabilities until earned. Customer maintenance reserves are amounts received under our Dry Leases that are subject to reimbursement to the lessee upon the completion of qualifying maintenance work on the specific Dry Leased aircraft and are included in Accrued liabilities. We defer revenue recognition until the en d of the lease, when we are able to finalize the amount, if any, to be reimbursed to the customer. The Company recognizes revenue for management and administrative support services when the services are provided. |
Cash and Cash Equivalents Policy | Cash and Cash Equivalents Cash and cash equivalents include cash on hand, demand deposits and other cash investments that are highly liquid in nature and have original maturities of three months or less at acquisition. |
Short-Term Investments Policy | Short-t erm Investments Short-term investments are primarily comprised of certificates of deposit, current portions of debt securities and money market funds. |
Restricted Cash Policy | Restricted Cash Cash that is restricted under secured aircraft debt agreements, whereby it can only be used to make pri ncipal and interest payments on the related debt secured by those aircraft, is classified as Restricted cash. |
Accounts Receivable Policy | Accounts Receivable We perform a monthly evaluation of our accounts receivable and establish an allowance for doubtful accounts based on our best estimate of probable credit losses resulting from the inability or unwillingness of our customers to make required payments. Account balances are charged off against the allowance when we determine that the receivable will not be recovered. |
Escrow Deposits and Letters of Credit Policy | Escrow Deposit s and Letters of Credit We had $ 5.0 million as of December 31, 2016 and $ 3.9 million as of December 31, 2015 , for certain deposits required in the normal course of business for various items including, but not limited to, surety an d customs bonds, airfield privileges, judicial deposits, insurance and cash pledged under standby letters of credit related to collateral. These amounts are included in Deposits and other assets. |
Expendable Parts Policy | Expendable Parts Expendable parts, materials and supplies f or flight equipment are carried at average acquisition costs and are included in Prepaid expenses and other current assets. When used in operations, they are charged to maintenance expense. Allowances for excess and obsolescence for expendable parts expe cted to be on hand at the date aircraft are retired from service are provided over the estimated useful lives of the related air frames and engines. These allowances are based on management estimates, which are subject to change as conditions in the busine ss evolve. T he net book value of expendable parts inventory was $ 24.2 million as of December 31, 2016 and $ 18.1 million at December 31, 2015 , net of allowances for obsolescence of $ 22.3 million at December 31, 2016 and $ 19.7 million at December 31, 2015 . |
Property and Equipment Policy | Property and Equipment We record property and equipment at cost and depreciate these assets to their estimated residual values on a straight-line basis over their estimated useful lives or average remaining fleet lives. We review these assumptions at least annually and adjust depreciation on a prospective basis. Expenditures for major additions, improvements and flight equipment modifications are generally capitalized and depreciated over the shorter of the estimated life of the improvement, the modified assets’ remaining life or remaining lease term. Most of our flight equipment is specifically pledged as collateral for our indebtedness. The est imated useful lives of our property and equipment are as follows: Range Flight equipment 3 to 40 years Computer software and equipment 3 to 5 years Ground handling equipment and other 3 to 5 years Depreciation expense related to property and equipment was $ 141.5 million in 2016 , $ 122.2 million in 2015 and $ 114.0 million in 2014 . The net book value of flight equipment on dry lease to customers was $ 936.0 million as of December 31, 2016 and $ 887.9 million as of December 31, 2015 . The accumulated depreciation for flight equipment on dry lease to customers was $ 99.8 million as of December 31, 2016 and $ 64.5 million as of December 31, 2015 . Rotable parts are recorded in Property and equipment, net, and are depreciated over their average remaining fleet lives and written off when they are determin ed to be beyond economic repair. The net book value of rotable parts inventory was $ 142.7 million as of December 31, 2016 and $ 125.6 million as of December 31, 2015 . |
Capitalized Interest on Pre-delivery Deposits Policy | Capitalized Interest on Flight Equipment Modifications in Prog ress Interest on funds used to finance the acquisition of flight equipment up to the date the asset is ready for its intended use is capitalized and included in the cost of the asset. Included in capitalized interest is the interest paid on the purchase d eposit borrowings directly associated with the acquisition of flight equipment. The remainder of capitalized interest recorded on the acquisition of flight equipment is determined by taking the weighted average cost of funds associated with our other debt and applying it against the amounts paid as purchase deposits. |
Goodwill Policy | Goodwill Goodwill represents the excess of an acquisition’s purchase price over the fair value of the identifiable net assets acquired and liabilities assumed. Goodwill is not amortized, but tested for impairment annually during the fourth quarter of each year, or more frequently if certain events or circumstances indicate that an impairment loss may have been incurred. We may elect to perform a qualitative analysis on the reporting unit t hat has goodwill to determine whether it is more likely than not that fair value of the reporting unit is less than its carrying value. If the qualitative analysis indicates that it is more likely than not that the fair value of a reporting unit is less t han its carrying amount, or if we elect not to perform a qualitative analysis, we perform a quantitative analysis to determine whether a goodwill impairment exists. If the goodwill’s carrying value exceeds its fair value calculated using the quantitative approach, an impairment charge is recorded for the difference in fair value and carrying value. Fair value is determined using a discounted cash flow analysis based on key assumptions including, but not limited to, ( i ) a projection of revenues, expenses a nd other cash flows; (ii) terminal period revenue growth and cash flows ; and (iii) an assumed discount rate. The total amount of goodwill was $ 40.4 million, which is included in Intangible assets, net and goodwill , and Prepaid expense and other current assets in the consolidated balance sheets a s of December 31, 2016 (see Notes 4 and 6). D uring the fourth quarter of 2016 , we performed a quantitative analysis and determined that goodwill was not impaired. |
Impairment of Long-Lived Assets Policy | Impairment of Long-Lived Assets We record impairment charges on long-lived assets when events and circumstances indicate that the assets may be impaired, the undiscounted cash flows estimated to be generated by those assets are less than the associated carrying amount and the net book value of the assets exceeds the associated estimated fair value. For flight equipment and finite-lived intangibles used in our ACMI and Charter segments, assets are grouped at the operating fleet level for impairment testing. For flight equipment and finite-lived intangibles used in our Dry Leasing segment, assets are tested on an individual basis for impairment. For assets classified as held for sale, an impairment is recognized when the fair value less the cost to sell the asset is less than its carrying amount. In developing estimates for flight equipment and cash fl ows, we use external appraisals and other industry data for the various equipment types, anticipated utilization of the assets, revenue generated, associated costs and length of service . |
Long Term Investments Policy | Long-term Investments Long-term investments consist of debt securiti es, including accrued interest, for which management has the intent and ability to hold to maturity. These investments are classified as held-to-maturity and are reported at amortized cost. Interest on debt securities and accretion of discounts using the effective interest method are included in Interest income. |
Variable Interest Entities and Off-Balance-Sheet Arrangements Policy | Variable Interest Entities and Off-Balance Sheet Arrangements We hold a 50% interest in GATS GP (BVI) Ltd. (“GATS”), a joint venture with an unrelated third party. The purpose of the joint ventur e is to purchase rotable parts and provide repair services for those parts, primarily for our 747-8F aircraft. The joint venture is a variable interest entity and we have not consolidated GATS because we are not the primary beneficiary as we do not exerci se financial control . Our investment in GATS was $ 22.2 million as of December 31, 2016 and $ 20.7 million as of December 31, 2015 and our maximum exposure to losses from the entity is limited to our investment, which is composed p rimarily of rotable inventory parts. GATS does not have any third-party debt obligations. We had Accounts payable to GATS of $ 2.4 million as of December 31, 2016 and $ 2.3 million as of December 31, 2015 . A portion of our operating a ircraft are owned or effectively owned and leased through trusts established specifically to purchase, finance and lease aircraft to us. We have not consolidated any aircraft in the related trusts because we are not the primary beneficiary. Our maximum ex posure under these operating leases is the remaining lease payments, which amounts are reflected in the future lease commitments more fully described in Note 10. |
Income Taxes Policy | Income Taxes Deferred income taxes are recognized for the tax consequences of reporting items in our income tax returns at different times than the items are reflected in our financial statements. These temporary differences result in deferred tax assets and liabilities that are calculated by applying enacted statutory tax rates applicable to fut ure years to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. If necessary, deferred income tax assets are reduced by a valuation allowance to an amount that is determined to be more likely than not recoverable. We must make significant estimates and assumptions about future taxable income and future tax consequences when determining the amount, if any, of the valuation allowance. We have recorded reserves for income taxes that may become payable in future years. Although management believes that its positions taken on income tax matters are reasonable, we have nevertheless established tax reserves in recognition that various taxing authorities may challenge certain of the positions taken by us, potentially resulting in additional liabilities for taxes. |
Heavy Maintenance Policy | Heavy Maintenance Except for engines used on our 747-8F aircraft, we account for heavy maintenance costs for airframes and engines used in our ACMI and Charter segments 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. We account for heavy maintenance costs for airframes and engines used in our Dry Leasing segment and engines used on our 747-8F aircraft using the deferral method. Under this method, we defer the expense recognition of scheduled heavy maintenance events, which are amortized over the estimated period until the next scheduled heavy maintenance event is required. As of December 31, 2016 and December 31, 2015 , deferred maintenance, net was $ 19.1 million and zero, respectively, which was included within Deferred costs and other assets . Dur ing 2016, we deferred maintenance costs of $ 19.6 million and recorded deferred maintenance amortization expense of $ 0.5 million included in depreciation and amortization expense. |
Prepaid Maintenance Deposits Policy | Prepaid Maintenance Deposits Certain of our aircraft financing agreements require security deposits to our finance providers to ensure that we perform major maintenance as required. These are substantially refundable to us and are, therefore, accounted for as deposits and included in Prepai d maintenance and in Deferred costs and other assets . Such amounts were $ 53.4 million as of December 31, 2016 and $ 47.2 million a t December 31, 2015 . |
Foreign Currency Policy | Foreign Currency While most of our revenues are de nominated in U.S. dollars, our results of operations may be exposed to the effect of fluctuations in the U.S. dollar value of foreign currency-denominated operating revenues and expenses. Our largest exposures come from the Brazilian real. We do not curr ently have a foreign currency hedging program related to our foreign currency-denominated transactions. Gains or losses resulting from foreign currency transactions are included within Non-operating expenses (income) . |
Stock-Based Compensation Policy | Stock-Based Compensation We have various stock-based compensation plans for certain employees and outside directors, which are described more fully in Note 15. We recognize compensation expense, net of estimated forfeitures, on a straight-line basis over the vesting period for ea ch award based on the fair value on grant date . We estimate grant date fair value for all option grants using the Black-Scholes-Merton option pricing model. We estimate option and restricted stock unit forfeitures at the time of grant and periodically re vise those estimates in subsequent periods if actual forfeitures differ from those estimates. As a result, we record stock-based compensation expense only for those awards that are expected to vest. |
Litigation Accruals Policy | Legal and Regulatory Matters We are party to legal and regulatory proceedings with respect to a variety of matters. We evaluate the likelihood of an unfavorable outcome of these proceedings each quarter. Our judgments are subjective and are based on the status of the legal or regulatory proceedings, the mer its of our defenses and consultation with legal counsel. Due to the inherent uncertainties of the legal and regulatory proceedings in the multiple jurisdictions in which we operate, our judgments may be different from the actual outcomes. |
Supplemental Cash Flow Information | Supplemental Ca sh Flow Information Cash interest paid to lenders is calculated on the face amount of our various debt instruments based on the contractual interest rates in effect during each payment period. The following table summarizes interest and income taxes paid: 2016 2015 2014 Interest paid $ 66,306 $ 75,135 $ 84,265 Income taxes paid, net of refunds $ 1,160 $ (228) $ 1,181 |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In November 2016, the Financial Accounting Standards Board (“FASB”) amended its accounting guidance for statements of cash flows. Under the amended guidance, restricted cash should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period amounts shown on the statement of cash flows. We early adopted this guidance retrospectively effective December 31, 2016 and its adoption did not have a material impact on our financia l condition, results of operations or cash flows. The amount of restricted cash reclassified to the end-of-period amounts in our statement of cash flows were $ 13.0 million and $ 14.3 million as of December 31, 2015 and 2014, respectively. As a result, net cash used for investing activities increased by $ 1.3 million and decreased by $ 7.8 million for the years ended December 31, 2015 and 2014, respectively. In March 2016, the FASB amended its accounting guidance for share-based compensation. The amended gui dance changes how companies account for certain aspects of share-based payment awards to employees, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows . This amended guidance is effective as of the beginning of 2017, with early adoption permitted. We adopted this guidance on January 1, 2017. Upon adoption of this amended guidance, the excess tax benefit associated with share-based compensation, which is currently recognized within equity, will be reflected within income tax expense (benefit) in our consolidated statements of operations. Additionally, our consolidated statements of cash flows will present such excess tax benefit, which is currently pre sented as a financing activity, as an operating activity. The adoption of this amended guidance is not expected to have a material impact on our financial condition, results of operations or cash flows. In February 2016, the FASB amended its accounting g uidance for leases. The guidance requires a lessee to recognize assets and liabilities on the balance sheet arising from leases with terms greater than twelve months. While lessor accounting guidance is relatively unchanged, certain amendments were made to conform with changes made to lessee accounting and recently released revenue recognition guidance. The new guidance will continue to classify leases as either finance or operating, with classification affecting the pattern of expense and income recogni tion in the statement of operations. It also requires additional quantitative and qualitative disclosures about leasing arrangements. The amended guidance is effective as of the beginning of 2019, with early adoption permitted. While we are still assess ing the impact the amended guidance will have on our financial statements, we expect that recognizing the right-of-use asset and related lease liability will significantly impact our balance sheet. We have developed and are implementing a plan for adopting this amended guidance. In May 2014, the FASB amended its accounting guidance for revenue recognition. Subsequently, the FASB has issued several clarifications and updates. The fundamental principles of the new guidance are that companies should recogn ize revenue in a manner that reflects the timing of the transfer of services to customers and consideration that a company expects to receive for the services provided. It also requires additional disclosures necessary for the financial statement users to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. In August 2015, the FASB deferred the effective date by one year to the beginning of 2018, with early adoption permitted. We plan to a dopt this guidance on its required effective date. While we are still assessing the methods of adoption and impact the amended guidance will have on our financial statements, we expect that an immaterial amount of revenue currently recognized based on fli ght departure will likely be recognized over time as the services are performed. In addition, we expect that revenue related to contracted minimum block hour guarantees under certain ACMI and CMI contracts will likely be recognized in later periods under the amended guidance. We have developed and are implementing a plan for adopting this amended guidance . |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Summary Of Significant Accounting Policies Tables [Abstract] | |
Estimated Useful Lives of Property and Equipment | Range Flight equipment 3 to 40 years Computer software and equipment 3 to 5 years Ground handling equipment and other 3 to 5 years |
Supplemental Cash Flow Information | 2016 2015 2014 Interest paid $ 66,306 $ 75,135 $ 84,265 Income taxes paid, net of refunds $ 1,160 $ (228) $ 1,181 |
Cash, cash equivalents and restricted cash | 2016 2015 Cash and cash equivalents $ 123,890 $ 425,950 Restricted cash 14,360 12,981 Total cash, cash equivalents and restricted cash shown in consolidated statements of cash flows $ 138,250 $ 438,931 |
DHL Investment and Polar (Table
DHL Investment and Polar (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
DHL Investment And Polar Tables [Abstract] | |
Related party aircraft [Table Text Block] | Aircraft Service Total 747-8F ACMI 6 747-400F ACMI 7 777-200LRF CMI 5 767-300 CMI and Dry Leasing 4 767-200 CMI 9 737-400F CMI 5 757-200F Dry Leasing 1 Total 37 |
Summary of Our Transactions with Polar | Revenue and Expenses: 2016 2015 2014 Revenue from Polar $ 407,891 $ 399,113 $ 325,053 Ground handling and airport fees paid to Polar $ 1,667 $ 2,019 $ 1,909 Accounts receivable/payable as of December 31: 2016 2015 Receivables from Polar $ 8,161 $ 6,527 Payables to Polar $ 2,019 $ 4,660 Aggregate Carrying Value of Polar Investment as of December 31: 2016 2015 $ 4,870 $ 4,870 |
Southern Air consideration (Tab
Southern Air consideration (Table) | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Fair value of consideration in a business combination | Fair value of consideration Cash paid, net of $15,615 cash acquired $ 107,498 Working capital adjustment (2,106) Other adjustments 372 Total consideration $ 105,764 |
Southern Air acquierd assets an
Southern Air acquierd assets and liabilities (Table) | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Schedule of assets acquired and liabilities assumed | Estimated Fair Value Accounts receivable, net $ 22,912 Prepaid expenses and other current assets 2,434 Property and equipment 6,355 Intangible assets and goodwill 67,341 Deferred income taxes, net 36,452 Other assets 1,498 Total assets acquired $ 136,992 Accounts payable and accrued liabilities $ 31,228 Total liabilities assumed 31,228 Net assets acquired $ 105,764 |
Southern Air intangible assets
Southern Air intangible assets (Table) | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Business combination intangible assets acquired | Estimated Useful Lives Estimated Fair Value Customer relationship 16 years $ 26,280 Trade name 1.5 years 700 Goodwill Indefinite 40,361 Total intangible assets and goodwill $ 67,341 |
Southern Air termination benefi
Southern Air termination benefits (Table) | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Employee termination benefits | Employee Termination Benefits Transaction-related expenses $ 3,797 Cash payments (2,583) Liability as of December 31, 2016 $ 1,214 |
Intangible Assets, net (Tables)
Intangible Assets, net (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Intangible Assets Net Tables [Abstract] | |
Intangible Assets, net | 2016 2015 Goodwill $ 40,361 $ - Fair value adjustments on operating leases 45,531 45,531 Lease intangible 57,203 57,203 Customer relationship 26,280 - Trade name 700 - Less: accumulated amortization (54,046) (44,251) $ 116,029 $ 58,483 |
Estimated Future Amortization Expense of Intangible Assets | 2017 $ 9,914 2018 9,290 2019 8,590 2020 8,416 2021 8,416 Thereafter 31,042 Total $ 75,668 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accrued Liabilities Tables [Abstract] | |
Accrued Liabilities | 2016 2015 Customer maintenance reserves $ 81,830 $ 70,252 Salaries, wages and benefits 55,063 51,649 Maintenance 54,495 52,070 U.S. class action settlement 35,000 35,000 Aircraft fuel 16,149 12,983 Deferred revenue 10,298 12,702 Other 68,052 58,482 Accrued liabilities $ 320,887 $ 293,138 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Tables [Abstract] | |
Debt Obligations | 2016 2015 Ex-Im Bank guaranteed notes $ 616,892 $ 689,720 Term loans and capital lease 1,037,077 1,013,265 Convertible Notes 177,398 170,300 EETC 20,044 28,022 Total debt 1,851,411 1,901,307 Less current portion of debt and capital lease (184,748) (161,811) Long-term debt $ 1,666,663 $ 1,739,496 |
Terms And Balances For Each Note Issued Under The Ex-Im Bank Facility | Fixed Issue Face Collateral Original Interest Date Value Type Term Rate 2016 2015 2014 Ex-Im Guaranteed Note 2014 $ 140.6 747-8F 134 months 2.67% $ 107.3 $ 118.7 First 2013 Ex-Im Guaranteed Note 2013 143.0 747-8F 144 months 1.83% 104.5 115.7 Second 2013 Ex-Im Guaranteed Note 2013 88.0 777-200LRF 90 months 1.84% 51.4 62.9 First 2012 Ex-Im Guaranteed Note 2012 142.0 747-8F 144 months 2.02% 92.7 104.1 Second 2012 Ex-Im Guaranteed Note 2012 142.7 747-8F 144 months 1.73% 95.8 107.2 Third 2012 Ex-Im Guaranteed Note 2012 142.8 747-8F 144 months 1.56% 95.4 106.9 Fourth 2012 Ex-Im Guaranteed Note 2012 143.2 747-8F 144 months 1.48% 98.4 109.8 $ 645.5 $ 725.3 |
Terms And Balances For Each Term Loan Outstanding | Interest Interest Issue Face Collateral Original Rate Rate at Date Value Type Term Type 2016 2015 2016 2015 Capital Lease 2016 $ 10.8 767-300 5 months Fixed - - $ 10.8 $ - First 2016 Term Loan 2016 14.8 767-300 96 months Fixed 3.19% - 13.8 - Second 2016 Term Loan 2016 70.0 GEnx engines 60 months Fixed 3.12% - 66.1 - Third 2016 Term Loan 2016 18.7 None 60 months Fixed 2.13% - 18.7 - First 2015 Term Loan 2015 195.2 Two 747-8F 97 months Fixed 3.53% 3.53% 177.2 191.7 Second 2015 Term Loan 2015 125.0 747-8F 144 months Fixed 3.96% 3.96% 118.9 125.0 Third 2015 Term Loan 2015 23.3 767-300 96 months Fixed 3.72% 3.72% 21.4 23.3 First 2014 Term Loan 2014 115.0 777-200LRF 114 months Fixed 4.48% 4.48% 94.2 101.7 Second 2014 Term Loan 2014 30.8 777-200LRF 114 months Fixed 7.30% 7.30% 23.1 25.7 Third 2014 Term Loan 2014 115.0 777-200LRF 118 months Fixed 4.57% 4.57% 94.2 101.4 Fourth 2014 Term Loan 2014 29.0 777-200LRF 118 months Fixed 7.29% 7.29% 22.2 24.6 Fifth 2014 Term Loan 2014 115.0 777-200LRF 116 months Fixed 4.51% 4.51% 95.5 102.9 Sixth 2014 Term Loan 2014 27.2 777-200LRF 116 months Fixed 7.35% 7.35% 21.3 23.6 First 2013 Term Loan 2013 119.5 777-200LRF 89 months Variable 3.70% 3.12% 91.0 98.0 Second 2013 Term Loan 2013 110.0 777-200LRF 88 months Fixed 4.18% 4.18% 85.1 93.1 First 2012 Term Loan 2012 35.7 Four 767-300 60 months Fixed 6.91% 6.91% - 8.9 Third 2012 Term Loan 2012 26.0 737-800 84 months Fixed 4.27% 4.27% 11.2 14.8 First 2011 Term Loan 2011 120.3 747-8F 144 months Fixed 6.16% 6.16% 88.6 95.5 $ 1,053.3 $ 1,030.2 |
Schedule of Notes | 2016 2015 Liability component: Gross proceeds $ 224,500 $ 224,500 Less: debt discount, net of amortization (42,956) (49,377) Less: debt issuance cost, net of amortization (4,146) (4,823) Net carrying amount $ 177,398 $ 170,300 Equity component (1) $ 52,903 $ 52,903 (1) Included in Additional paid-in capital on the consolidated balance sheet as of December 31, 2016 and 2015. |
Summary of Interest Expense Recognized | For the Years Ended December 31, 2016 December 31, 2015 Contractual interest coupon $ 5,051 $ 2,919 Amortization of debt discount 6,421 3,526 Amortization of debt issuance costs 677 380 Total interest expense recognized $ 12,149 $ 6,825 |
Future Cash Payments For Debt | 2017 $ 194,169 2018 190,529 2019 189,358 2020 297,435 2021 190,682 Thereafter 881,221 Total debt cash payments 1,943,394 Less: unamortized debt discount and debt issuance costs (91,983) Debt $ 1,851,411 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Leases And Aircraft Purchase Commitments Tables [Abstract] | |
Rental Expenses | 2016 2015 2014 Aircraft and engines $ 146,110 $ 145,031 $ 140,390 Purchased capacity, office, vehicles and other $ 23,727 $ 44,228 $ 68,855 |
Minimum Annual Rental Commitments | Aircraft and Engine Other Operating Operating Leases Leases Total 2017 $ 131,002 $ 5,848 $ 136,850 2018 130,955 5,875 136,830 2019 140,193 5,273 145,466 2020 135,372 4,875 140,247 2021 145,925 4,419 150,344 Thereafter 177,757 1,780 179,537 Total payments $ 861,204 $ 28,070 $ 889,274 |
Contractual Amount of Minimum Dry Lease Income | Dry Lease Sublease Income Income Total 2017 $ 104,970 $ 63,360 $ 168,330 2018 104,023 52,800 156,823 2019 91,957 - 91,957 2020 81,582 - 81,582 2021 63,028 - 63,028 Thereafter 115,187 - 115,187 Total minimum lease receipts $ 560,747 $ 116,160 $ 676,907 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes Tables [Abstract] | |
Components of the Provision for Income Taxes | 2016 2015 2014 Current: Federal $ (376) $ 52 $ 607 State and local (298) 48 65 Foreign 84 1,292 (636) Total current expense (590) 1,392 36 Deferred: Federal 46,391 (24,425) (13,332) State and local (1,436) (3,531) 2,271 Foreign 2,426 2,058 (1,653) Total deferred expense (benefit) 47,381 (25,898) (12,714) Total income tax expense (benefit) $ 46,791 $ (24,506) $ (12,678) |
Domestic and Foreign Earnings before Income Taxes | 2016 2015 2014 Domestic $ 61,006 $ (57,825) $ 73,386 Foreign 28,410 40,605 16,163 Income (loss) before income taxes $ 89,416 $ (17,220) $ 89,549 |
Effective Income Tax Rate Reconciliation | 2016 2015 2014 U.S. federal statutory income tax rate 35.0% (35.0%) 35.0% State and local taxes based on income, net of federal benefit 1.1% (2.0%) 2.2% Change in deferred foreign and state tax rates (2.2%) (12.0%) (4.2%) Nondeductible customer incentive related to Amazon 10.9% 0.0% 0.0% Nondeductible compensation expenses related to Amazon 13.0% 0.0% 0.0% Other nondeductible expenses 4.3% 10.2% 2.2% Extraterritorial income tax benefit 0.0% (23.3%) (38.8%) Tax incentives and additional deductions (0.9%) (4.9%) (3.8%) Favorable resolution of income tax issues 0.0% (13.8%) (1.5%) Tax effect of foreign operations (9.4%) (66.4%) (5.7%) Other 0.5% 4.9% 0.4% Effective income tax rate 52.3% (142.3%) (14.2%) |
Deferred Tax Assets (Liabilities) | Assets (Liabilities) 2016 2015 Deferred tax assets: Net operating loss carryforwards and credits $ 454,749 $ 437,408 Accrued compensation 17,036 16,523 Accrued legal settlements 25,442 35,909 Aircraft leases 16,109 14,863 Allowance for doubtful accounts - 1,597 Goodwill and other intangibles 15,798 - Interest rate derivatives 3,124 3,825 Long-term debt 3,409 3,827 Obsolescence reserve 7,804 6,723 Stock-based compensation 6,731 5,385 Other 686 1,869 Total deferred tax assets 550,888 527,929 Valuation allowance (49,396) (50,711) Net deferred tax assets $ 501,492 $ 477,218 Deferred tax liabilities: Fixed assets $ (778,905) $ (754,318) Accrued expenses (10) (2,166) Acquisition of EETC debt (4,079) (6,390) Deferred maintenance (6,829) - Incentive related to Amazon (8,614) - Total deferred tax liabilities $ (798,437) $ (762,874) Assets (Liabilities) Deferred taxes included within following 2016 2015 balance sheet line items: Deferred taxes $ (298,165) $ (286,928) Deferred costs and other assets 1,219 1,272 Net deferred tax assets (liabilities) $ (296,946) $ (285,656) |
Unrecognized Income Tax Benefits | 2016 2015 2014 Beginning balance $ 112,555 $ 109,993 $ 76,679 Additions for tax positions related to the current year 1,587 551 1,614 Additions for tax positions related to prior years - 5,503 32,933 Reductions for tax positions related to prior years (250) (3,492) (1,233) Ending balance $ 113,892 $ 112,555 $ 109,993 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Financial Instruments Tables [Abstract] | |
Carrying Amount, Estimated Fair Value and Classification of Our Financial Instruments | 12 . Financial Instruments December 31, 2016 Carrying Value Fair Value Level 1 Level 2 Level 3 Assets Cash and cash equivalents $ 123,890 $ 123,890 $ 123,890 $ - $ - Short-term investments 4,313 4,313 - - 4,313 Restricted cash 14,360 14,360 14,360 - - Long-term investments and accrued interest 27,951 33,161 - - 33,161 $ 170,514 $ 175,724 $ 138,250 $ - $ 37,474 Liabilities Term loans and capital lease $ 1,037,077 $ 1,083,832 $ - $ - $ 1,083,832 Ex-Im Bank guaranteed notes 616,892 632,977 - - 632,977 EETC 20,044 22,935 - - 22,935 Convertible Notes 177,398 228,429 228,429 - - Amazon Warrant 95,775 95,775 - 95,775 - $ 1,947,186 $ 2,063,948 $ 228,429 $ 95,775 $ 1,739,744 December 31, 2015 Carrying Value Fair Value Level 1 Level 2 Level 3 Assets Cash and cash equivalents $ 425,950 $ 425,950 $ 425,950 $ - $ - Short-term investments 5,098 5,098 - - 5,098 Restricted cash 12,981 12,981 12,981 - - Long-term investments and accrued interest 37,604 45,867 - - 45,867 $ 481,633 $ 489,896 $ 438,931 $ - $ 50,965 Liabilities Term loans $ 1,013,265 $ 1,049,785 $ - $ - $ 1,049,785 Ex-Im Bank guaranteed notes 689,720 715,890 - - 715,890 EETC 28,022 30,074 - - 30,074 Convertible Notes 170,300 185,325 185,325 - - $ 1,901,307 $ 1,981,074 $ 185,325 $ - $ 1,795,749 |
Carrying Value, Gross Unrealized Gain (Loss) and Fair Value of Our Long-term Investments by Contractual Maturity | December 31, 2016 December 31, 2015 Carrying Value Gross Unrealized Gain (Loss) Fair Value Carrying Value Gross Unrealized Gain (Loss) Fair Value Debt securities Due after one but within five years $ 27,951 $ 5,210 $ 33,161 $ 37,604 $ 8,263 $ 45,867 Total $ 27,951 $ 5,210 $ 33,161 $ 37,604 $ 8,263 $ 45,867 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting Tables [Abstract] | |
Operating Revenue and Direct Contribution For Our Reportable Business Segments | For the Years Ended December 31, 2016 2015 2014 Operating Revenue: ACMI $ 834,997 $ 791,442 $ 778,091 Charter 881,991 908,753 906,676 Dry Leasing 105,795 107,218 100,059 Customer incentive asset amortization (537) - - Other 17,381 15,246 14,372 Total Operating Revenue $ 1,839,627 $ 1,822,659 $ 1,799,198 Direct Contribution: ACMI $ 200,563 $ 185,615 $ 200,489 Charter 133,727 124,808 47,245 Dry Leasing 33,114 42,023 33,224 Total Direct Contribution for Reportable Segments 367,404 352,446 280,958 Add back (subtract): Unallocated income and expenses, net (242,768) (294,451) (161,616) Loss on early extinguishment of debt (132) (69,728) - Unrealized loss on financial instruments (2,888) - - Gain on investments - 13,439 - Special charge (10,140) (17,388) (15,114) Transaction-related expenses (22,071) - - Loss (gain) on disposal of aircraft 11 (1,538) (14,679) Income from continuing operations before income taxes 89,416 (17,220) 89,549 Add back (subtract): Interest income (5,532) (12,554) (18,480) Interest expense 84,650 96,756 104,252 Capitalized interest (3,313) (1,027) (453) Loss on early extinguishment of debt 132 69,728 - Unrealized loss on financial instruments 2,888 - - Gain on investments - (13,439) - Other expense 70 1,261 1,104 Operating Income $ 168,311 $ 123,505 $ 175,972 |
Depreciation and Amortization by Reportable Business Segments | 2016 2015 2014 Depreciation and amortization expense: ACMI $ 61,630 $ 62,253 $ 56,289 Charter 37,239 27,294 25,286 Dry Leasing 40,164 31,326 31,592 Unallocated 9,843 7,867 7,626 Total Depreciation and Amortization $ 148,876 $ 128,740 $ 120,793 |
Stock-Based Compensation Plans
Stock-Based Compensation Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Stock Based Compensation Plans Tables [Abstract] | |
Summary of Our Options | Number of Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Outstanding as of December 31, 2015 34,700 $ 58.41 Granted - - Exercised (30,200) 58.34 Forfeited, net of adjustments - - Outstanding as of December 31, 2016 4,500 $ 58.89 - $ - Exercisable as of December 31, 2016 4,500 $ 58.89 - $ - |
Summary of Our Restricted Shares | Weighted-Average Restricted Share Awards Number of Shares Grant-Date Fair Value Unvested as of December 31, 2015 840,879 $ 40.52 Granted 428,314 36.10 Vested (522,994) 37.84 Forfeited (16,053) 38.54 Unvested as of December 31, 2016 730,146 $ 39.89 |
Summary of Our Performance Shares | Weighted-Average Performance Share Awards Number of Shares Grant-Date Fair Value Unvested as of December 31, 2015 334,692 $ 23.85 Granted 494,894 37.21 Vested (151,719) 38.32 Forfeited (101,701) 47.76 Unvested as of December 31, 2016 576,166 $ 27.30 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share Tables [Abstract] | |
Calculations of Basic and Diluted EPS | For the Years Ended December 31, 2016 2015 2014 Numerator: Income from continuing operations, net of taxes $ 42,625 $ 7,286 $ 102,227 Denominator: Basic EPS weighted average shares outstanding 24,843 24,833 25,031 Effect of dilutive stock options and restricted stock 277 185 96 Diluted EPS weighted average shares outstanding 25,120 25,018 25,127 Earnings per share from continuing operations: Basic $ 1.72 $ 0.29 $ 4.08 Diluted $ 1.70 $ 0.29 $ 4.07 Loss per share from discontinued operations: Basic $ (0.04) $ - $ - Diluted $ (0.04) $ - $ - Earnings per share: Basic $ 1.67 $ 0.29 $ 4.08 Diluted $ 1.65 $ 0.29 $ 4.07 |
Accumulated Other Comprehensi46
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accumulated Other Comprehensive Income (Loss) Tables [Abstract] | |
Components of Accumulated Other Comprehensive Income (Loss) | Interest Rate Foreign Currency Derivatives Translation Total Balance as of December 31, 2014 $ (9,924) $ 352 $ (9,572) Reclassification to interest expense 6,129 - 6,129 Translation adjustment - (343) (343) Tax effect (2,277) - (2,277) Balance as of December 31, 2015 (6,072) 9 (6,063) Reclassification to interest expense 1,770 - 1,770 Translation adjustment (700) - (700) Balance as of December 31, 2016 $ (5,002) $ 9 $ (4,993) |
Selected Quarterly Financial 47
Selected Quarterly Financial Information (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Selected Quarterly Financial Information Tables [Abstract] | |
Selected Quarterly Financial Information (unaudited) | First Second Third Fourth 2016* Quarter Quarter Quarter Quarter Total Operating Revenue $418,615 $443,272 $448,015 $529,725 Operating Income 20,057 20,824 25,998 101,432 Income (Loss) from continuing operations, net of taxes 471 20,919 (7,501) 28,736 Loss from discontinued operations, net of taxes - (345) (445) (319) Net Income (Loss) $471 $20,574 $(7,946) $28,417 Earnings (Loss) per share from continuing operations: Basic $0.02 $0.84 $(0.30) $1.15 Diluted** $0.02 $(0.26) $(0.30) $1.12 Loss per share from discontinued operations: Basic $- $(0.01) $(0.02) $(0.01) Diluted $- $(0.01) $(0.02) $(0.01) Earnings (Loss) per share: Basic $0.02 $0.83 $(0.32) $1.14 Diluted** $0.02 $(0.28) $(0.32) $1.11 First Second Third Fourth 2015*** Quarter Quarter Quarter Quarter Total Operating Revenue $444,845 $455,833 $449,904 $472,077 Operating Income (Loss) 56,970 61,284 48,995 (43,744) Income (Loss) from continuing operations, net of taxes 29,232 28,390 (12,754) (37,582) Loss from discontinued operations, net of taxes - - - - Net Income (Loss) $29,232 $28,390 $(12,754) $(37,582) Earnings (Loss) per share from continuing operations: Basic $1.18 $1.13 $(0.51) $(1.53) Diluted $1.17 $1.13 $(0.51) $(1.53) Loss per share from discontinued operations: Basic $- $- $- $- Diluted $- $- $- $- Earnings (Loss) per share: Basic $1.18 $1.13 $(0.51) $(1.53) Diluted $1.17 $1.13 $(0.51) $(1.53) |
Basis of Presentation (Detail)
Basis of Presentation (Detail) | Dec. 31, 2016 |
Basis Of Presentation Details [Abstract] | |
Equity interest in PACW | 51.00% |
Voting interest in PACW | 75.00% |
Summary of Significant Account
Summary of Significant Account Policies - Property and Equipment Depreciable Lives (Detail) | 12 Months Ended |
Dec. 31, 2016 | |
Flight equipment | Minimum [Member] | |
Property And Equipment Useful Life Minimum [Abstract] | |
Property and Equipment, depreciable life | 3 years |
Flight equipment | Maximum [Member] | |
Property And Equipment Useful Life Minimum [Abstract] | |
Property and Equipment, depreciable life | 40 years |
Computer software and equipment | Minimum [Member] | |
Property And Equipment Useful Life Minimum [Abstract] | |
Property and Equipment, depreciable life | 3 years |
Computer software and equipment | Maximum [Member] | |
Property And Equipment Useful Life Minimum [Abstract] | |
Property and Equipment, depreciable life | 5 years |
Ground handling equipment and other | Minimum [Member] | |
Property And Equipment Useful Life Minimum [Abstract] | |
Property and Equipment, depreciable life | 3 years |
Ground handling equipment and other | Maximum [Member] | |
Property And Equipment Useful Life Minimum [Abstract] | |
Property and Equipment, depreciable life | 5 years |
Summary of Significant Accoun50
Summary of Significant Account Policies (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Escrow Deposits And Letters Of Credit Details [Abstract] | |||
Escrow deposits and letters of credit | $ 5 | $ 3.9 | |
Expendable Parts Inventory Details [Abstract] | |||
Expendable parts net book value | 24.2 | 18.1 | |
Allowance for expendable obsolescence | 22.3 | 19.7 | |
Property and Equipment [Abstract] | |||
Depreciation expense | 141.5 | 122.2 | $ 114 |
Net book value on flight equipment dry leased to customers | 936 | 887.9 | |
Accumulated depreciation on flight equipment on dry lease | 99.8 | 64.5 | |
Rotable parts inventory, net book value | 142.7 | 125.6 | |
Goodwill [Abstract] | |||
Goodwill total balance | $ 40.4 | ||
Variable Interest Entities And Off Balance Sheet Arrangements Details [Abstract] | |||
Ownership interest in GATS | 50.00% | ||
Investment in GATS | $ 22.2 | 20.7 | |
Payable to GATS | 2.4 | 2.3 | |
Heavy Maintenance [Abstract] | |||
Deferred maintenance net | 19.1 | 0 | |
Deferred maintenance gross | 19.6 | ||
Deferred maintenance amortization expense | 0.5 | ||
Prepaid Maintenance Deposits Details [Abstract] | |||
Prepaid maintenance deposits | $ 53.4 | $ 47.2 |
Summary of Significant Accoun51
Summary of Significant Account Policies - Supplemental Cash Flow Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Interest paid [Abstract] | |||
Interest paid | $ 66,306 | $ 75,135 | $ 84,265 |
Income taxes paid [Abstract] | |||
Income taxes paid, net of refunds | 1,160 | (228) | 1,181 |
Reconciliation of Cash Flow [Abstract] | |||
Cash and cash equivalents | 123,890 | 425,950 | |
Restricted cash | 14,360 | 12,981 | |
Total cash cash equivalents and restricted cash shown in consolidated statements of cash flows | $ 138,250 | $ 438,931 | $ 312,882 |
Recent Accounting Pronouncement
Recent Accounting Pronouncements (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Recently Adopted Accounting Pronouncements [Abstract] | ||
Restricted cash reclassified | $ 13 | $ 14.3 |
Change in net cash used for investing activities | $ 1.3 | $ 7.8 |
DHL Investment and Polar Percen
DHL Investment and Polar Percentages (Detail) | Dec. 31, 2016 |
Dhl Investment And Polar Percentages [Abstract] | |
DHL equity interest in Polar | 49.00% |
DHL voting interest in Polar | 25.00% |
Related Party DHL Aircraft Tabl
Related Party DHL Aircraft Table (Detail) | 12 Months Ended |
Dec. 31, 2016 | |
Service [Member] | |
Aircraft type [Line Items] | |
747-8F | ACMI |
747-400F | ACMI |
777-200LRF | CMI |
767-300 | CMI and Dry Leasing |
767-200 | CMI |
737-400F | CMI |
757-200F | Dry Leasing |
Total Aircraft [Member] | |
Aircraft type [Line Items] | |
747-8F | 6 |
747-400F | 7 |
777-200LRF | 5 |
767-300 | 4 |
767-200 | 9 |
737-400F | 5 |
757-200F | 1 |
Total | 37 |
DHL Investment and Polar Table
DHL Investment and Polar Table (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
DHL Investment and Polar Table Details [Line Items] | |||
Revenue from Polar | $ 407,891 | $ 399,113 | $ 325,053 |
Ground handling and airport fees paid to Polar | 1,667 | 2,019 | $ 1,909 |
Receivables from Polar | 8,161 | 6,527 | |
Payables to Polar | 2,019 | 4,660 | |
Aggregate carrying value of Polar investment | $ 4,870 | $ 4,870 |
Southern Air Holdings Acquisiti
Southern Air Holdings Acquisition (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Business Combinations [Abstract] | |
Name of entity entered into an Agreement and Plan of Merger | Southern Air |
Cash consideration, net of cash acquired | $ 105,764 |
Change in goodwill | $ 4,000 |
Business combination considerat
Business combination consideration Table (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
BusinessCombinationConsiderationTransferredAbstract | |
Cash paid, net of cash acquired | $ 107,498 |
Estimated working capital adjustment | (2,106) |
Estimated other adjustments | 372 |
Total estimated consideration | 105,764 |
Cash acquired from acquisition | $ 15,615 |
Business Combination Acquired N
Business Combination Acquired Net Assets Table (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedLessNoncontrollingInterestAbstract | |
Accounts receivable, net | $ 22,912 |
Prepaid expenses and other current assets | 2,434 |
Property and equipment | 6,355 |
Intangible assets and goodwill | 67,341 |
Deferred income taxes, net | 36,452 |
Other assets | 1,498 |
Total assets acquired | 136,992 |
Accounts payable and accrued liabilities | 31,228 |
Accrued liabilities | 0 |
Total liabilities assumed | 31,228 |
Net assets acquired | $ 105,764 |
Business Combination Intangible
Business Combination Intangibles Table (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedIntangibleAssetsOtherThanGoodwillAbstract | ||
Customer relationship | $ 26,280 | |
Trade name | 700 | $ 0 |
Goodwill | 40,361 | $ 0 |
Total intangible assets and goodwill | $ 67,341 | |
Customer relationship estimated useful life | 16 years | |
Trade name estimated useful life | 1 year 6 months |
Business combination proforma (
Business combination proforma (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
BusinessAcquisitionProFormaInformationAbstract | ||
Amortization expense on intangible assets | $ 1.6 | |
Southern Air's operating revenues | 79.8 | |
Transaction-related expenses | 17.7 | |
Unaudited pro forma operating revenue | $ 1,866.7 | $ 1,912.4 |
Business combination employee t
Business combination employee termination benefits Table (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Business Combinations [Abstract] | |
Transaction-related expenses | $ 3,797 |
Cash payments | (2,583) |
Liability as of ending balance | $ 1,214 |
Special Charge (Detail)
Special Charge (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Special Charge Details [Abstract] | ||
Impairment loss recognized for held for sale assets | $ 10.1 | $ 8.3 |
Carrying value of asset held for sale | $ 2.8 | 7.7 |
Early termination of operating leases for engines | $ 7.7 |
Intangible Assets, net Tables (
Intangible Assets, net Tables (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Intangible Assets Table Details [Abstract] | ||
Goodwill | $ 40,361 | $ 0 |
Fair value adjustment on operating leases | 45,531 | 45,531 |
Lease intangible | 57,203 | 57,203 |
CustomerRelationship | 26,280 | 0 |
Trade name | 700 | 0 |
Less: accumulated amortization | (54,046) | (44,251) |
Intangible assets, net | $ 116,029 | $ 58,483 |
Intangible Assets, net Narrativ
Intangible Assets, net Narrative (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Intangible Assets Amortization Expense Details [Abstract] | |||
Amortization of Intangible Assets | $ 9.8 | $ 8.9 | $ 9.4 |
Intangible Assets, net Future A
Intangible Assets, net Future Amortization Table (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Schedule Of Estimated Amortization Expense Table Details [Abstract] | |
2,017 | $ 9,914 |
2,018 | 9,290 |
2,019 | 8,590 |
2,020 | 8,416 |
2,021 | 8,416 |
Thereafter | 31,042 |
Total | $ 75,668 |
Amazon Narrative (Detail)
Amazon Narrative (Detail) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Sep. 20, 2016 | May 04, 2016 | |
FinancialLiabilitiesFairValueDisclosureAbstract | |||
Right to acquire outstanding common shares | up to 20% of our outstanding common shares | ||
Warrant exercise price | $ 37.5 | ||
Warrant for number of shares vested immediately | 3,750,000 | ||
Warrant to buy number of shares vesting | 3,750,000 | ||
Vesting increments of Amazon warrants | 375,000 | ||
Warrant vesting year | 2,021 | ||
Additional warrant to acquire outstanding shares | up to an additional 10% of our outstanding common shares | ||
Additional warrant exercise price | $ 37.5 | ||
Additional warrant to buy number of shares vesting | 3,750,000 | ||
Additional warrant vesting year | 2,023 | ||
Shareholder approval threshold | 99.90% | ||
Warrant maximum issuance of stocks | 30.00% | ||
Accelerated compensation expense | $ 23.5 | ||
Share-based portion of compensation expense | 13.3 | ||
Fair value of vested warrants | 92.4 | $ 92.9 | |
Amortization of customer incentive | 0.5 | ||
Warrant liablity unrealized (gain) loss | (2.9) | ||
Fair value of warrant liability | $ 95.8 |
Accrued Liabilities (Detail)
Accrued Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Accrued Liabilities Details [Abstract] | ||
Customer maintenance reserves | $ 81,830 | $ 70,252 |
Salaries, wages and benefits | 55,063 | 51,649 |
Maintenance | 54,495 | 52,070 |
Class action settlement | 35,000 | 35,000 |
Aircraft fuel | 16,149 | 12,983 |
Deferred revenue | 10,298 | 12,702 |
Other | 68,052 | 58,482 |
Accrued liabilities | $ 320,887 | $ 293,138 |
Debt Obligations Table (Detail)
Debt Obligations Table (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Debt [Abstract] | ||
Ex-Im Bank guaranteed notes | $ 616,892 | $ 689,720 |
Term loans and capital lease | 1,037,077 | 1,013,265 |
Convertible Notes | 177,398 | 170,300 |
EETC | 20,044 | 28,022 |
Total debt | 1,851,411 | 1,901,307 |
Less current portion of debt and capital lease | 184,748 | 161,811 |
Long-term debt | $ 1,666,663 | $ 1,739,496 |
Debt Monetary (Detail)
Debt Monetary (Detail) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Debt [Abstract] | ||
Unamortized discount related to the fair market value adjustments recorded against debt | $ 92 | $ 106.8 |
Debt (Narrative) (Details)
Debt (Narrative) (Details) | Dec. 31, 2016 |
Debt Instrument [Line Items] | |
Fixed Interest Rate | 2.25% |
Debt Guaranteed Notes (Detail)
Debt Guaranteed Notes (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||
Guaranteed Notes Gross Carrying Value | $ 645.5 | $ 725.3 |
2014 Ex-Im Guaranteed Note | ||
Debt Instrument [Line Items] | ||
Issue Date | 2,014 | |
Guaranteed Note Face Value | $ 140.6 | |
Collateral Aircraft Tail Number | 747-8F | |
Original Term | 134 months | |
Fixed Interest Rate | 2.67% | |
Carrying Value | $ 107.3 | 118.7 |
First 2013 Ex-Im Guaranteed Note | ||
Debt Instrument [Line Items] | ||
Issue Date | 2,013 | |
Guaranteed Note Face Value | $ 143 | |
Collateral Aircraft Tail Number | 747-8F | |
Original Term | 144 months | |
Fixed Interest Rate | 1.83% | |
Carrying Value | $ 104.5 | 115.7 |
Second 2013 Ex-Im Guaranteed Note | ||
Debt Instrument [Line Items] | ||
Issue Date | 2,013 | |
Guaranteed Note Face Value | $ 88 | |
Collateral Aircraft Tail Number | 777-200LRF | |
Original Term | 90 months | |
Fixed Interest Rate | 1.84% | |
Carrying Value | $ 51.4 | 62.9 |
First 2012 Ex-Im Guaranteed Note | ||
Debt Instrument [Line Items] | ||
Issue Date | 2,012 | |
Guaranteed Note Face Value | $ 142 | |
Collateral Aircraft Tail Number | 747-8F | |
Original Term | 144 months | |
Fixed Interest Rate | 2.02% | |
Carrying Value | $ 92.7 | 104.1 |
Second 2012 Ex-Im Guaranteed Note | ||
Debt Instrument [Line Items] | ||
Issue Date | 2,012 | |
Guaranteed Note Face Value | $ 142.7 | |
Collateral Aircraft Tail Number | 747-8F | |
Original Term | 144 months | |
Fixed Interest Rate | 1.73% | |
Carrying Value | $ 95.8 | 107.2 |
Third 2012 Ex-Im Guaranteed Note | ||
Debt Instrument [Line Items] | ||
Issue Date | 2,012 | |
Guaranteed Note Face Value | $ 142.8 | |
Collateral Aircraft Tail Number | 747-8F | |
Original Term | 144 months | |
Fixed Interest Rate | 1.56% | |
Carrying Value | $ 95.4 | 106.9 |
Fourth 2012 Ex-Im Guaranteed Note | ||
Debt Instrument [Line Items] | ||
Issue Date | 2,012 | |
Guaranteed Note Face Value | $ 143.2 | |
Collateral Aircraft Tail Number | 747-8F | |
Original Term | 144 months | |
Fixed Interest Rate | 1.48% | |
Carrying Value | $ 98.4 | $ 109.8 |
Debt Term Loan (Detail)
Debt Term Loan (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Term Loans [Line Items] | ||
Term loan fixed interest rate | 2.25% | |
Capital Lease | ||
Term Loans [Line Items] | ||
Issue Date | 2,016 | |
Term Loan Face Value | $ 10.8 | |
Collateral Aircraft Tail Number | 767-300 | |
Original Term | 5 months | |
Interest Rate Type | Fixed | |
Term loan fixed interest rate | 0.00% | 0.00% |
Carrying Value | $ 10.8 | $ 0 |
First 2016 Term Loan | ||
Term Loans [Line Items] | ||
Issue Date | 2,016 | |
Term Loan Face Value | $ 14.8 | |
Collateral Aircraft Tail Number | 767-300 | |
Original Term | 96 months | |
Interest Rate Type | Fixed | |
Term loan fixed interest rate | 3.19% | 0.00% |
Carrying Value | $ 13.8 | $ 0 |
Second 2016 Term Loan | ||
Term Loans [Line Items] | ||
Issue Date | 2,016 | |
Term Loan Face Value | $ 70 | |
Collateral Aircraft Tail Number | GEnx engines | |
Original Term | 60 months | |
Interest Rate Type | Fixed | |
Term loan fixed interest rate | 3.12% | 0.00% |
Carrying Value | $ 66.1 | $ 0 |
Third 2016 Term Loan | ||
Term Loans [Line Items] | ||
Issue Date | 2,016 | |
Term Loan Face Value | $ 18.7 | |
Collateral Aircraft Tail Number | None | |
Original Term | 60 months | |
Interest Rate Type | Fixed | |
Term loan fixed interest rate | 2.13% | 0.00% |
Carrying Value | $ 18.7 | $ 0 |
First 2015 Term Loan | ||
Term Loans [Line Items] | ||
Issue Date | 2,015 | |
Term Loan Face Value | $ 195.2 | |
Collateral Aircraft Tail Number | Two 747-8F | |
Original Term | 97 months | |
Interest Rate Type | Fixed | |
Term loan fixed interest rate | 3.53% | 3.53% |
Carrying Value | $ 177.2 | $ 191.7 |
Second 2015 Term Loan | ||
Term Loans [Line Items] | ||
Issue Date | 2,015 | |
Term Loan Face Value | $ 125 | |
Collateral Aircraft Tail Number | 747-8F | |
Original Term | 144 months | |
Interest Rate Type | Fixed | |
Term loan fixed interest rate | 3.96% | 3.96% |
Carrying Value | $ 118.9 | $ 125 |
Third 2015 Term Loan | ||
Term Loans [Line Items] | ||
Issue Date | 2,015 | |
Term Loan Face Value | $ 23.3 | |
Collateral Aircraft Tail Number | 767-300 | |
Original Term | 96 months | |
Interest Rate Type | Fixed | |
Term loan fixed interest rate | 3.72% | 3.72% |
Carrying Value | $ 21.4 | $ 23.3 |
First 2014 Term Loan | ||
Term Loans [Line Items] | ||
Issue Date | 2,014 | |
Term Loan Face Value | $ 115 | |
Collateral Aircraft Tail Number | 777-200LRF | |
Original Term | 114 months | |
Interest Rate Type | Fixed | |
Term loan fixed interest rate | 4.48% | 4.48% |
Carrying Value | $ 94.2 | $ 101.7 |
Second 2014 Term Loan | ||
Term Loans [Line Items] | ||
Issue Date | 2,014 | |
Term Loan Face Value | $ 30.8 | |
Collateral Aircraft Tail Number | 777-200LRF | |
Original Term | 114 months | |
Interest Rate Type | Fixed | |
Term loan fixed interest rate | 7.30% | 7.30% |
Carrying Value | $ 23.1 | $ 25.7 |
Third 2014 Term Loan | ||
Term Loans [Line Items] | ||
Issue Date | 2,014 | |
Term Loan Face Value | $ 115 | |
Collateral Aircraft Tail Number | 777-200LRF | |
Original Term | 118 months | |
Interest Rate Type | Fixed | |
Term loan fixed interest rate | 4.57% | 4.57% |
Carrying Value | $ 94.2 | $ 101.4 |
Fourth 2014 Term Loan | ||
Term Loans [Line Items] | ||
Issue Date | 2,014 | |
Term Loan Face Value | $ 29 | |
Collateral Aircraft Tail Number | 777-200LRF | |
Original Term | 118 months | |
Interest Rate Type | Fixed | |
Term loan fixed interest rate | 7.29% | 7.29% |
Carrying Value | $ 22.2 | $ 24.6 |
Fifth 2014 Term Loan | ||
Term Loans [Line Items] | ||
Issue Date | 2,014 | |
Term Loan Face Value | $ 115 | |
Collateral Aircraft Tail Number | 777-200LRF | |
Original Term | 116 months | |
Interest Rate Type | Fixed | |
Term loan fixed interest rate | 4.51% | 4.51% |
Carrying Value | $ 95.5 | $ 102.9 |
Sixth 2014 Term Loan | ||
Term Loans [Line Items] | ||
Issue Date | 2,014 | |
Term Loan Face Value | $ 27.2 | |
Collateral Aircraft Tail Number | 777-200LRF | |
Original Term | 116 months | |
Interest Rate Type | Fixed | |
Term loan fixed interest rate | 7.35% | 7.35% |
Carrying Value | $ 21.3 | $ 23.6 |
First 2013 Term Loan | ||
Term Loans [Line Items] | ||
Issue Date | 2,013 | |
Term Loan Face Value | $ 119.5 | |
Collateral Aircraft Tail Number | 777-200LRF | |
Original Term | 89 months | |
Interest Rate Type | Variable | |
Variable Interest Rate | 3.70% | 3.12% |
Carrying Value | $ 91 | $ 98 |
Second 2013 Term Loan | ||
Term Loans [Line Items] | ||
Issue Date | 2,013 | |
Term Loan Face Value | $ 110 | |
Collateral Aircraft Tail Number | 777-200LRF | |
Original Term | 88 months | |
Interest Rate Type | Fixed | |
Term loan fixed interest rate | 4.18% | 4.18% |
Carrying Value | $ 85.1 | $ 93.1 |
First 2012 Term Loan | ||
Term Loans [Line Items] | ||
Issue Date | 2,012 | |
Term Loan Face Value | $ 35.7 | |
Collateral Aircraft Tail Number | Four 767-300 | |
Original Term | 60 months | |
Interest Rate Type | Fixed | |
Term loan fixed interest rate | 6.91% | 6.91% |
Carrying Value | $ 0 | $ 8.9 |
Third 2012 Term Loan | ||
Term Loans [Line Items] | ||
Issue Date | 2,012 | |
Term Loan Face Value | $ 26 | |
Collateral Aircraft Tail Number | 737-800 | |
Original Term | 84 months | |
Interest Rate Type | Fixed | |
Term loan fixed interest rate | 4.27% | 4.27% |
Carrying Value | $ 11.2 | $ 14.8 |
First 2011 Term Loan | ||
Term Loans [Line Items] | ||
Issue Date | 2,011 | |
Term Loan Face Value | $ 120.3 | |
Collateral Aircraft Tail Number | 747-8F | |
Original Term | 144 months | |
Interest Rate Type | Fixed | |
Term loan fixed interest rate | 6.16% | 6.16% |
Carrying Value | $ 88.6 | $ 95.5 |
Financing Arrangements Addition
Financing Arrangements Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | |||
Convertible notes aggregate principal amount | $ 224,500 | $ 224,500 | |
Debt instrument interest rate | 2.25% | ||
Refinanced enhanced equipment trust certificates (EETCs) | 187,800 | ||
Aggregate amount of EETCs refinanced interest rate | 8.10% | ||
Loss on early extinquishment for EETC | 66,700 | ||
Debt extinguishment costs paid to the EETC equipment note holders | 34,000 | ||
Debt extinguishment write-off of the debt discount | 32,700 | ||
Gain on investments from EETCs | 13,400 | ||
Number of common shares converted upon debt conversion for each $1000 principal amount | 13.5036 | ||
Common stock price per share | $ 74.05 | ||
Warrant option holder to purchase common stock | 3,031,558 | ||
Aggregate amount for convertible hedge | $ 52,900 | ||
Aggregate proceeds from the sale of warrants | 0 | 36,290 | $ 0 |
Net cost incurred as reduction to additional paid-in capital | $ 16,600 | ||
Earliest conversion date | Sep. 1, 2021 | ||
Effective interest rate of debt | 6.44% | ||
Remaining life of notes | 5 years 5 months | ||
Debt issuance costs | 6,800 | ||
Liability issuance costs | 5,200 | ||
Equity issuance costs | $ 1,600 | ||
Warrant [Member] | |||
Debt Instrument [Line Items] | |||
Common stock price per share | $ 95.01 | ||
Warrant option holder to purchase common stock | 3,031,558 |
Financing Arrangements Schedule
Financing Arrangements Schedule of Notes (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Convertible note [Abstract] | ||
Proceeds | $ 224,500 | $ 224,500 |
Less: debt discount, net of amortization | (42,956) | (49,377) |
Less: debt issuance cost, net of amortization | (4,146) | (4,823) |
Net carrying amount | 177,398 | 170,300 |
Equity component | $ 52,903 | $ 52,903 |
Financial Arrangements Summary
Financial Arrangements Summary of Interest Expense Recognized (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Schedule of Interest Expense on Convertible Notes [Abstract] | ||
Contractual interest coupon | $ 5,051 | $ 2,919 |
Amortization of debt discount | 6,421 | 3,526 |
Amortization of debt issuance costs | 677 | 380 |
Total interest expense recognized | $ 12,149 | $ 6,825 |
Debt Leveraged Lease Structure
Debt Leveraged Lease Structure (Detail) - Third 1999 EETC - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
LeveragedLease [Line Items] | ||
Issue Date | 1,999 | |
EETC face value | $ 109.9 | |
Collateral Aircraft Tail Number | 747-400F | |
Original Term | 20 years | |
Fixed Interst Rate Range | 6.88% to 8.77% | |
Fixed Interest Rate | 7.52% | |
Carrying Value | $ 20 | $ 28 |
Revolving Credit Facility (Deta
Revolving Credit Facility (Detail) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended |
Jan. 31, 2017 | Dec. 31, 2016 | |
Debt [Abstract] | ||
Term of revolving credit facility | 3 years | |
Borrowing capacity | $ 150 | |
Revolver collateral | nine 747-400 and five 767-300 aircraft | |
Revolver interest rate description | LIBOR plus a margin of 2.25% per annum | |
Interest rate of undrawn portion | 0.40% | |
Unused availability as of balance sheet date | $ 150 | |
Revolver draw down | $ 100 |
Future Cash Payments for Debt T
Future Cash Payments for Debt Table (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Future Cash Payments for Debt [Abstract] | ||
2,017 | $ 194,169 | |
2,018 | 190,529 | |
2,019 | 189,358 | |
2,020 | 297,435 | |
2,021 | 190,682 | |
Thereafter | 881,221 | |
Total debt cash payments | 1,943,394 | |
Less: debt discount, net of amortization | (91,983) | |
Total debt | $ 1,851,411 | $ 1,901,307 |
Lease and Minimum Purchase Comm
Lease and Minimum Purchase Commitments Table (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Rental Expenses [Abstract] | |||
Aircraft and engines | $ 146,110 | $ 145,031 | $ 140,390 |
Purchase capacity, offices, vehicles and other | 23,727 | $ 44,228 | $ 68,855 |
Aircraft Operating Leases [Member] | |||
Minimum Annual Commitments [Line Items] | |||
2,017 | 131,002 | ||
2,018 | 130,955 | ||
2,019 | 140,193 | ||
2,020 | 135,372 | ||
2,021 | 145,925 | ||
Thereafter | 177,757 | ||
Total payments | 861,204 | ||
Other Operating Leases [Member] | |||
Minimum Annual Commitments [Line Items] | |||
2,017 | 5,848 | ||
2,018 | 5,875 | ||
2,019 | 5,273 | ||
2,020 | 4,875 | ||
2,021 | 4,419 | ||
Thereafter | 1,780 | ||
Total payments | 28,070 | ||
Total [Member] | |||
Minimum Annual Commitments [Line Items] | |||
2,017 | 136,850 | ||
2,018 | 136,830 | ||
2,019 | 145,466 | ||
2,020 | 140,247 | ||
2,021 | 150,344 | ||
Thereafter | 179,537 | ||
Total payments | $ 889,274 |
Leases and Aircraft Purchase Co
Leases and Aircraft Purchase Commitments Tables (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Minimum income under Dry Leases [Line Items] | |
2,017 | $ 168,330 |
2,018 | 156,823 |
2,019 | 91,957 |
2,020 | 81,582 |
2,021 | 63,028 |
Thereafter | 115,187 |
Total minimum Dry Lease income | 676,907 |
Dry Lease Income [Member] | |
Minimum income under Dry Leases [Line Items] | |
2,017 | 104,970 |
2,018 | 104,023 |
2,019 | 91,957 |
2,020 | 81,582 |
2,021 | 63,028 |
Thereafter | 115,187 |
Total minimum Dry Lease income | 560,747 |
Sublease Income [Member] | |
Minimum income under Dry Leases [Line Items] | |
2,017 | 63,360 |
2,018 | 52,800 |
2,019 | 0 |
2,020 | 0 |
2,021 | 0 |
Thereafter | 0 |
Total minimum Dry Lease income | $ 116,160 |
Leases and Aircraft Purchase 81
Leases and Aircraft Purchase Commitments Narrative (Detail) $ in Millions | Dec. 31, 2016USD ($) |
Leases And Aircraft Purchase Commitments Details [Abstract] | |
Flight equipment purchase commitment | $ 248.6 |
Estimated payments expected to be made | $ 201 |
Income Taxes Tables (Detail)
Income Taxes Tables (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current | |||
Federal | $ (376) | $ 52 | $ 607 |
State and local | (298) | 48 | 65 |
Foreign | 84 | 1,292 | (636) |
Total current expense (benefit) | (590) | 1,392 | 36 |
Deferred | |||
Federal | 46,391 | (24,425) | (13,332) |
State and local | (1,436) | (3,531) | 2,271 |
Foreign | 2,426 | 2,058 | (1,653) |
Total deferred expense (benefit) | 47,381 | (25,898) | (12,714) |
Income tax expense (benefit) | 46,791 | (24,506) | (12,678) |
Domestic and foreign earnings before income taxes | |||
Domestic | 61,006 | (57,825) | 73,386 |
Foreign | 28,410 | 40,605 | 16,163 |
Income (loss) from continuing operations before income taxes | $ 89,416 | $ (17,220) | $ 89,549 |
Reconciliation of differences between the U.S. federal statutory income tax rate and the effective income tax rates | |||
U.S. federal statutory income tax rate | 35.00% | (35.00%) | 35.00% |
State and local taxes based on income, net of federal benefit | 1.10% | (2.00%) | 2.20% |
Change in deferred foreign and state tax rates | (2.20%) | (12.00%) | (4.20%) |
Nondeductible customer incentive related to Amazon | 10.90% | 0.00% | 0.00% |
Nondeductible compensation expenses related to Amazon | 13.00% | 0.00% | 0.00% |
Extraterritorial income tax benefit | 0.00% | (23.30%) | (38.80%) |
Other nondeductible expenses | 4.30% | 10.20% | 2.20% |
Tax incentives and additional deductions | (0.90%) | (4.90%) | (3.80%) |
Favorable resolution of income tax issues | 0.00% | (13.80%) | (1.50%) |
Tax effect of foreign operations | (9.40%) | (66.40%) | (5.70%) |
Other | 0.50% | 4.90% | 0.40% |
Effective income tax rate | 52.30% | (142.30%) | (14.20%) |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning Balance | $ 112,555 | $ 109,993 | $ 76,679 |
Additions for tax positions related to the current year | 1,587 | 551 | 1,614 |
Additions for tax positions related to prior years | 0 | 5,503 | 32,933 |
Reductions for tax positions related to prior years | (250) | (3,492) | (1,233) |
Ending Balance | $ 113,892 | $ 112,555 | $ 109,993 |
Income Taxes Monetary (Detail)
Income Taxes Monetary (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure Narrative Details [Abstract] | |||
Undstributed earnings of foreign subsidiaries for which deferred taxes have not been provided | $ 103.7 | ||
Unrecognized deferred tax liability associated with the earnings of foreign subsidiaries | 36.3 | ||
U.S. Federal tax net operating losses | 991 | $ 951.6 | |
U.S. federal tax credits | 4.7 | 5.2 | |
Foreign NOLs for HK and Singapore | 463.5 | 428.8 | |
Valuation allowance | 49.4 | 50.7 | $ 50.8 |
Adjustment to the valuation allowance | 1.3 | 0.1 | $ 3 |
Unrecognized income tax benefits that would impact the effective income tax rate | 0 | 112.6 | |
Unrecognized tax benefits | 0 | 0 | |
Cumulative liability for tax-related interest | $ 0.1 | $ 0.1 |
Income Taxes Net Deferred Tax T
Income Taxes Net Deferred Tax Table (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Components Of Net Deferred Tax Asset Liability [Abstract] | ||
Net operating loss carryforwards and credits | $ 454,749 | $ 437,408 |
Accrued compensation | 17,036 | 16,523 |
Accrued legal settlements | 25,442 | 35,909 |
Aircraft leases | 16,109 | 14,863 |
Allowance for doubtful accounts | 0 | 1,597 |
Goodwill and other intangibles | 15,798 | 0 |
Interest rate derivatives | 3,124 | 3,825 |
Long-term debt | 3,409 | 3,827 |
Obsolescence Reserve | 7,804 | 6,723 |
Stock-based compensation | 6,731 | 5,385 |
Other | 686 | 1,869 |
Total deferred tax assets | 550,888 | 527,929 |
Valuation allowance | (49,396) | (50,711) |
Net deferred tax assets | 501,492 | 477,218 |
Fixed assets | (778,905) | (754,318) |
Accrued expenses | (10) | (2,166) |
Acquisition of EETC debt | (4,079) | (6,390) |
Deferred maintenance | (6,829) | 0 |
Incentive related to Amazon | (8,614) | 0 |
Total deferred tax liabilities | (798,437) | (762,874) |
Total net deferred tax asset (liability) | (296,946) | (285,656) |
Deferred taxes included within following balance sheet line items: | ||
Deferred taxes | (298,165) | (286,928) |
Deferred costs and other assets | 1,219 | 1,272 |
Total net deferred tax asset (liability) | $ (296,946) | $ (285,656) |
Financial Instruments Fair Valu
Financial Instruments Fair Value Table (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | May 04, 2016 | Dec. 31, 2015 |
Assets | |||
Cash and cash equivalents | $ 123,890 | $ 425,950 | |
Short-term investments | 4,313 | 5,098 | |
Restricted cash | 14,360 | 12,981 | |
Long-term investments and accrued interest | 27,951 | 37,604 | |
Liabilities | |||
Term loans and capital lease | 1,037,077 | 1,013,265 | |
Ex-Im Bank guaranteed notes | 616,892 | 689,720 | |
EETC | 20,044 | 28,022 | |
Convertible Notes | 177,398 | 170,300 | |
Amazon Warrant | 92,400 | $ 92,900 | |
Carrying (Reported) Amount, Fair Value Disclosure [Member] | |||
Assets | |||
Cash and cash equivalents | 123,890 | 425,950 | |
Short-term investments | 4,313 | 5,098 | |
Restricted cash | 14,360 | 12,981 | |
Long-term investments and accrued interest | 27,951 | 37,604 | |
Financial instruments assets | 170,514 | 481,633 | |
Liabilities | |||
Term loans and capital lease | 1,037,077 | 1,013,265 | |
Ex-Im Bank guaranteed notes | 616,892 | 689,720 | |
EETC | 20,044 | 28,022 | |
Convertible Notes | 177,398 | 170,300 | |
Amazon Warrant | 95,775 | ||
Financial instruments liabilities | 1,947,186 | 1,901,307 | |
Estimate of Fair Value, Fair Value Disclosure [Member] | |||
Assets | |||
Cash and cash equivalents | 123,890 | 425,950 | |
Short-term investments | 4,313 | 5,098 | |
Restricted cash | 14,360 | 12,981 | |
Long-term investments and accrued interest | 33,161 | 45,867 | |
Financial instruments assets | 175,724 | 489,896 | |
Liabilities | |||
Term loans and capital lease | 1,083,832 | 1,049,785 | |
Ex-Im Bank guaranteed notes | 632,977 | 715,890 | |
EETC | 22,935 | 30,074 | |
Convertible Notes | 228,429 | 185,325 | |
Amazon Warrant | 95,775 | ||
Financial instruments liabilities | 2,063,948 | 1,981,074 | |
Fair Value, Inputs, Level 1 [Member] | |||
Assets | |||
Cash and cash equivalents | 123,890 | 425,950 | |
Short-term investments | 0 | 0 | |
Restricted cash | 14,360 | 12,981 | |
Long-term investments and accrued interest | 0 | 0 | |
Financial instruments assets | 138,250 | 438,931 | |
Liabilities | |||
Term loans and capital lease | 0 | 0 | |
Ex-Im Bank guaranteed notes | 0 | 0 | |
EETC | 0 | 0 | |
Convertible Notes | 228,429 | 185,325 | |
Amazon Warrant | 0 | ||
Financial instruments liabilities | 228,429 | 185,325 | |
Fair Value, Inputs, Level 2 [Member] | |||
Assets | |||
Cash and cash equivalents | 0 | 0 | |
Short-term investments | 0 | 0 | |
Restricted cash | 0 | 0 | |
Long-term investments and accrued interest | 0 | 0 | |
Financial instruments assets | 0 | 0 | |
Liabilities | |||
Term loans and capital lease | 0 | 0 | |
Ex-Im Bank guaranteed notes | 0 | 0 | |
EETC | 0 | 0 | |
Convertible Notes | 0 | 0 | |
Amazon Warrant | 95,775 | ||
Financial instruments liabilities | 95,775 | 0 | |
Fair Value, Inputs, Level 3 [Member] | |||
Assets | |||
Cash and cash equivalents | 0 | 0 | |
Short-term investments | 4,313 | 5,098 | |
Restricted cash | 0 | 0 | |
Long-term investments and accrued interest | 33,161 | 45,867 | |
Financial instruments assets | 37,474 | 50,965 | |
Liabilities | |||
Term loans and capital lease | 1,083,832 | 1,049,785 | |
Ex-Im Bank guaranteed notes | 632,977 | 715,890 | |
EETC | 22,935 | 30,074 | |
Convertible Notes | 0 | 0 | |
Amazon Warrant | 0 | ||
Financial instruments liabilities | $ 1,739,744 | $ 1,795,749 |
Financial Instruments Contractu
Financial Instruments Contractual Maturity Table (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Debt securities | ||
Due after one but within five years, carrying value | $ 27,951 | $ 37,604 |
Total, carrying value | 27,951 | 37,604 |
Due after one but within five years, gross unrealized gain (loss) | 5,210 | 8,263 |
Total, gross unrealized gain (loss) | 5,210 | 8,263 |
Due after one but within five years, fair value | 33,161 | 45,867 |
Total, fair value | $ 33,161 | $ 45,867 |
Financial Instruments Narrative
Financial Instruments Narrative (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Financial Instruments [Abstract] | |||
Gain on investments | $ 0 | $ (13,439) | $ 0 |
Debt redemption premium | 5,700 | ||
Gain from investment discount | $ 7,700 |
Segment Reporting (Detail)
Segment Reporting (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Total Operating Revenue | |||
ACMI | $ 834,997 | $ 791,442 | $ 778,091 |
Charter | 881,991 | 908,753 | 906,676 |
Dry Leasing | 105,795 | 107,218 | 100,059 |
Customer incentive asset amortization | (537) | 0 | 0 |
Other | 17,381 | 15,246 | 14,372 |
Operating Revenue | 1,839,627 | 1,822,659 | 1,799,198 |
Direct Contribution | |||
ACMI | 200,563 | 185,615 | 200,489 |
Charter | 133,727 | 124,808 | 47,245 |
Dry Leasing | 33,114 | 42,023 | 33,224 |
Total Direct Contribution for Reportable Segments | 367,404 | 352,446 | 280,958 |
Unallocated income and expenses, net | (242,768) | (294,451) | (161,616) |
Loss on early extinguishement of debt | (132) | (69,728) | 0 |
Gain on investments | 0 | (13,439) | 0 |
Special charge | (10,140) | (17,388) | (15,114) |
Unrealized loss on financial instruments | (2,888) | 0 | 0 |
Transaction-related expenses | 22,071 | 0 | 0 |
Loss (gain) on disposal of aircraft | 11 | (1,538) | (14,679) |
Income (loss) from continuing operations before income taxes | 89,416 | (17,220) | 89,549 |
Interest income | (5,532) | (12,554) | (18,480) |
Interest expense | 84,650 | 96,756 | 104,252 |
Capitalized interest | (3,313) | (1,027) | (453) |
Loss on early extinguishment of debt | 132 | 69,728 | 0 |
Gain on investments | 0 | 13,439 | 0 |
Unrealized gain on financial instruments | 2,888 | 0 | 0 |
Other expense (income), net | 70 | 1,261 | 1,104 |
Operating Income | $ 168,311 | $ 123,505 | $ 175,972 |
Segment Reporting Narrative (De
Segment Reporting Narrative (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting Narrative Details [Abstract] | ||
AMC revenue | $ 436.1 | $ 418.3 |
Accounts receivable from the AMC | $ 9 | $ 26.3 |
Segment Reporting Depreciation
Segment Reporting Depreciation (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
SegmentReportingDepreciationAndAmortization[Abstract] | |||
ACMI | $ 61,630 | $ 62,253 | $ 56,289 |
Charter | 37,239 | 27,294 | 25,286 |
Dry Leasing | 40,164 | 31,326 | 31,592 |
Unallocated | 9,843 | 7,867 | 7,626 |
Total depreciation and amortization | $ 148,876 | $ 128,740 | $ 120,793 |
Legal Proceedings (Detail)
Legal Proceedings (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Labor And Legal Proceedings [Abstract] | ||
Legal settlement to be paid in 2016 | $ 35 | |
Legal settlement to be paid in 2017 | 35 | |
Legal settlement to be paid in 2018 | 30 | |
Brazilian claims in the aggregate | 9.3 | |
Amounts on deposit for Brazilian claims included in Deposits and other assets | 5 | $ 3.8 |
Total legal settlement accrued for the U. S. class action | 65 | |
Accrual for pending litigation outside of the U.S. | $ 6.2 |
Stock-Based Compensaton Plans N
Stock-Based Compensaton Plans Narrative (Detail) - USD ($) shares in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Stock Based Compensation Plans Text Details [Abstract] | |||
Shares reserved for issuance under the 2007 LTIP | 0.6 | ||
Number of shares authorized under the 2007 LTIP | 2.8 | ||
2007 LTIP terms | The 2016 Plan limits the terms of awards to ten years and prohibits the granting of awards more than ten years after the effective date of the 2016 Plan. | ||
2016 LTIP number of shares available for future award grants | 0.7 | ||
LTIP compensation expense | $ 30,900,000 | $ 15,000,000 | $ 12,500,000 |
Tax benefit recognized for stock-based compensation arrangements | $ 8,700,000 | 5,700,000 | 4,000,000 |
Excess cash tax benefit | 500,000 | ||
Non-qualified stock options terms | Nonqualified stock options, which have not been granted since 2007, vest over a three or four year period and expire seven to ten years from the date of grant. | ||
Cash received for options exercised | 1,200,000 | ||
Restricted shares vesting period | Restricted shares granted vest and are expensed over one-, three- or four- year periods. | ||
Total restricted shares granted under both plans | 3.5 | ||
Restricted shares unrecognized compensation cost | $ 18,900,000 | ||
Restricted shares remaining weighted average life (in years) | 2 years 1 month | ||
Total fair value, on vesting date, of restricted shares vested | $ 19,800,000 | 13,700,000 | 11,300,000 |
Weighted average grant date fair value of restricted share awards | 47.1 | 33.21 | |
Performance shares vesting period | Performance share and performance cash awards granted are expensed over three years, which generally is the requisite service period. Awards generally become vested if (1) we achieve certain specified performance levels compared with predetermined performance thresholds during a three-year period starting in the grant year and ending on December 31 three years later, and (2) the employee remains employed by us through the determination date which can be no later than four months following the end of the Performance Period. Partial vesting may occur for certain employee terminations. | ||
Total performance shares granted | 1.7 | ||
Performance shares unrecognized compensation cost | $ 8,300,000 | ||
Performance shares remaining weighted average life (in years) | 1 year 8 months | ||
Accrued performance cash awards | $ 13,100,000 | 4,000,000 | |
Performance cash awards expense | 13,900,000 | 1,600,000 | 1,300,000 |
Total fair value, on vesting date, of performance shares vested | $ 5,800,000 | 3,700,000 | 7,000,000 |
Weighted average grant date fair value of performance share awards | $ 47.48 | $ 32.2 |
Stock-Based Compensaton Plans T
Stock-Based Compensaton Plans Tables-Share (Detail) - shares | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Summary Of Restricted Shares [Abstract] | ||
Unvested restricted share awards | 730,146 | 840,879 |
Granted restricted share awards | 428,314 | |
Vested restricted share awards | (522,994) | |
Forfeited restricted share awards | (16,053) | |
Summary Of Options [Abstract] | ||
Options outstanding | 4,500 | 34,700 |
Options granted | 0 | |
Options exercised | (30,200) | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 0 | |
Options exercisable | 4,500 | |
Summary Of Performance Shares [Abstract] | ||
Unvested performance share awards | 576,166 | 334,692 |
Granted performance share awards | 494,894 | |
Vested performance share awards | (151,719) | |
Forfeited performance share awards | (101,701) |
Stock-Based Compensaton Plans94
Stock-Based Compensaton Plans Tables-Per Share (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Summary Of Restricted Shares [Abstract] | |||
Weighted-average grant-date fair value of restricted shares unvested | $ 39.89 | $ 40.52 | |
Weighted-average grant-date fair value of restricted shares granted | 36.1 | 47.1 | $ 33.21 |
Weighted-average grant-date fair value of restricted shares vested | 37.84 | ||
Weighted-average grant-date fair value of restricted shares forfeited | 38.54 | ||
Summary Of Options [Abstract] | |||
Weighted-average exercise price of options outstanding | 58.89 | 58.41 | |
Weighted-average exercise price of options granted | 0 | ||
Weighted-average exercise price of options exercised | 58.34 | ||
Weighted-average exercise price of grants of options forfeited, net of adjustments | 0 | ||
Weighted-average exercise price of options exercisable | 58.89 | ||
Summary Of Performance Shares [Abstract] | |||
Weighted-average grant-date fair value of performance shares unvested | 27.3 | $ 23.85 | |
Weighted-average grant-date fair value of performance shares granted | 37.21 | ||
Weighted-average grant-date fair value of performance shares vested | 38.32 | ||
Weighted-average grant-date fair value of performance shares forfeited | $ 47.76 |
Stock-Based Compensaton Plans95
Stock-Based Compensaton Plans Tables-Aggregate (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Summary Of Options [Abstract] | |
Aggregate intrinsic value of options outstanding | $ 0 |
Aggregate intrinsic value of options exercisable | $ 0 |
Profit Sharing, Incentive and96
Profit Sharing, Incentive and Retirement Plans (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Profit Sharing And Incentive Plans Details [Abstract] | |||
Accrual for profit sharing and incentive plans liabilities | $ 22.1 | $ 27 | |
Profit sharing and incentive plans expense recognized | 21.8 | 28.5 | $ 21.7 |
Retirement Plans Details [Abstract] | |||
401(k) compensation expense | $ 10.5 | $ 9.5 | $ 8.5 |
Profit Sharing, Incentive and97
Profit Sharing, Incentive and Retirement Plans Terms (Detail) | 12 Months Ended |
Dec. 31, 2016 | |
Retirement Plans Terms Details [Abstract] | |
Matching contributions vesting period | Employee contributions in the plan are vested at all times and our matching contributions are subject to a three-year cliff vesting provision, except for employees who are represented by a collective bargaining agreement and are subject to a three-year graded vesting provision. |
Stock Repurchase (Detail)
Stock Repurchase (Detail) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Treasury Stock Details [Abstract] | ||
Amount authorized for the repurchase of common stock | $ 100 | |
Treasury Stock Repurchase Incremental Authorization | $ 51 | |
Shares of treasury stock acquired under the repurchase program | 3,307,911 | |
Cumulative Cost of Treasury Shares Repurchased | $ 126 | |
Treasury Stock Repurchase Remaining Authorization | $ 25 | |
TreasuryStockSharesAcquiredFromMgmtVests | 297,569 | 140,198 |
Average cost per share of treasury stock acquired from management | $ 37.89 | $ 46.54 |
Earnings Per Share Table (Detai
Earnings Per Share Table (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Numerator: | |||||||||||
Income (loss) from continuing operations, net of taxes | $ 42,625 | $ 7,286 | $ 102,227 | ||||||||
Denominator: | |||||||||||
Basic EPS weighted average shares outstanding | 24,843 | 24,833 | 25,031 | ||||||||
Effect of dilutive stock options and restricted stock | 277,000 | 185,000 | 96,000 | ||||||||
Diluted EPS weighted average shares outstanding | 25,120 | 25,018 | 25,127 | ||||||||
Earnings per share from continuing operations: | |||||||||||
Basic | $ 1.15 | $ (0.3) | $ 0.84 | $ 0.02 | $ (1.53) | $ (0.51) | $ 1.13 | $ 1.18 | $ 1.72 | $ 0.29 | $ 4.26 |
Diluted | 1.12 | (0.3) | (0.26) | 0.02 | (1.53) | (0.51) | 1.13 | 1.17 | 1.7 | 0.29 | 4.25 |
IncomeLossFromDiscontinuedOperationsAndDisposalOfDiscontinuedOperationsNetOfTaxPerBasicShareAbstract | |||||||||||
Basic | (0.01) | (0.02) | (0.01) | 0 | 0 | 0 | 0 | 0 | (0.04) | 0 | 0 |
Diluted | (0.01) | (0.02) | (0.01) | 0 | 0 | 0 | 0 | 0 | (0.04) | 0 | 0 |
Earnings per share: | |||||||||||
Basic | 1.14 | (0.32) | 0.83 | 0.02 | (1.53) | (0.51) | 1.13 | 1.18 | 1.67 | 0.29 | 4.26 |
Diluted | $ 1.11 | $ (0.32) | $ (0.28) | $ 0.02 | $ (1.53) | $ (0.51) | $ 1.13 | $ 1.17 | $ 1.65 | $ 0.29 | $ 4.25 |
Earnings Per Share Narrative (D
Earnings Per Share Narrative (Detail) - shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share Details [Abstract] | |||
Anti-dilutive shares related to warrants and stock options that were out of the money | 3.3 | 3 | 0 |
Restricted shares and units in which performance or market conditions were not satisfied | 7.5 | 0.3 | 0.4 |
Accumulated Other Comprehens101
Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Balance | $ (6,063) | $ (9,572) | |
Net change in fair value | 0 | 0 | $ (251) |
Reclassification to interest expense | (1,770) | (6,129) | (2,724) |
Income tax benefit (expense) | 700 | 2,277 | 1,022 |
Balance | (4,993) | (6,063) | (9,572) |
Interest Rate Derivatives | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Balance | (6,072) | (9,924) | |
Reclassification to interest expense | 1,770 | 6,129 | |
Translation adjustment | (700) | 0 | |
Income tax benefit (expense) | 0 | (2,277) | |
Balance | (5,002) | (6,072) | (9,924) |
Foreign Currency Translation | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Balance | 9 | 352 | |
Reclassification to interest expense | 0 | 0 | |
Translation adjustment | 0 | (343) | |
Income tax benefit (expense) | 0 | 0 | |
Balance | 9 | 9 | $ 352 |
Accumulated Other Comprehensive Income (Loss) | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Reclassification to interest expense | 1,770 | 6,129 | |
Translation adjustment | (700) | (343) | |
Income tax benefit (expense) | 0 | $ (2,277) | |
Balance | $ (4,993) |
Accumulated Other Comprehens102
Accumulated Other Comprehensive Income (Loss) Narrative (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Accumulated Other Comprehensive Income Loss Narrative Details [Abstract] | ||
Unamortized realized loss in Accumulated other comprehensive income (loss) related to forward-starting interest rate swaps | $ 8.1 | |
Net realized losses reclassified into earnings | 1.8 | $ 6.1 |
Realized losses related to forward-starting interest rate swaps expected to be reclassified into earnings within the next 12 months | $ 1.6 |
Selected Quarterly Financial103
Selected Quarterly Financial Information (Unaudited) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Selected Quarterly Financial Information Detail [Abstract] | |||||||||||
Total Operating Revenue | $ 529,725 | $ 448,015 | $ 443,272 | $ 418,615 | $ 472,077 | $ 449,904 | $ 455,833 | $ 444,845 | |||
Operating Income | 101,432 | 25,998 | 20,824 | 20,057 | (43,744) | 48,995 | 61,284 | 56,970 | |||
Income (Loss) from continuing opeartions, net of taxes | 28,736 | (7,501) | 20,919 | 471 | (37,582) | (12,754) | 28,390 | 29,232 | |||
Loss from discontinued operations, net of taxes | (319) | (445) | (345) | 0 | 0 | 0 | 0 | 0 | $ (1,109) | $ 0 | $ 0 |
Net Income | $ 28,417 | $ (7,946) | $ 20,574 | $ 471 | $ (37,582) | $ (12,754) | $ 28,390 | $ 29,232 | $ 41,516 | $ 7,286 | $ 102,227 |
Earnings per share from continuing operations: | |||||||||||
Basic | $ 1.15 | $ (0.3) | $ 0.84 | $ 0.02 | $ (1.53) | $ (0.51) | $ 1.13 | $ 1.18 | $ 1.72 | $ 0.29 | $ 4.26 |
Diluted | 1.12 | (0.3) | (0.26) | 0.02 | (1.53) | (0.51) | 1.13 | 1.17 | 1.7 | 0.29 | 4.25 |
Loss per share from discontinued operations: | |||||||||||
Basic | (0.01) | (0.02) | (0.01) | 0 | 0 | 0 | 0 | 0 | (0.04) | 0 | 0 |
Diluted | (0.01) | (0.02) | (0.01) | 0 | 0 | 0 | 0 | 0 | (0.04) | 0 | 0 |
Earnings per share: | |||||||||||
Basic | 1.14 | (0.32) | 0.83 | 0.02 | (1.53) | (0.51) | 1.13 | 1.18 | 1.67 | 0.29 | 4.26 |
Diluted | $ 1.11 | $ (0.32) | $ (0.28) | $ 0.02 | $ (1.53) | $ (0.51) | $ 1.13 | $ 1.17 | $ 1.65 | $ 0.29 | $ 4.25 |
Selected Quarterly Financial104
Selected Quarterly Financial Information (Unaudited) Narrative (Detail) - USD ($) $ in Millions | 3 Months Ended | |||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | |
Selected Quarterly Financial Information Narrative Detail [Abstract] | ||||||
Special Charge | $ 3.5 | $ 6.6 | $ 9.8 | $ 7.7 | ||
Unrealized gain loss on financial instruments | 27.9 | $ 1.5 | $ (26.5) | |||
Transaction-related expenses | $ 0.6 | 3.9 | 16.8 | |||
Accrual for legal matters | $ 6.7 | 99.8 | ||||
Compensation costs related to a change in control | $ 26.2 | |||||
Loss on early extinguishment of debt | 3 | 66.7 | ||||
Gain on investments | $ 13.4 | |||||
Reclassification of a derivative loss into earnings | $ 3.7 |