Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 16, 2018 | Jun. 30, 2017 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Document period end date | Dec. 31, 2017 | ||
Amendment flag | false | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,017 | ||
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 | $ 1,138 | ||
Entity common stock shares outstanding | 25,434,788 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current Assets | ||
Cash and cash equivalents | $ 280,809 | $ 123,890 |
Short-term investments | 13,604 | 4,313 |
Restricted cash | 11,055 | 14,360 |
Accounts receivable, net of allowance | 194,478 | 166,486 |
Prepaid maintenance | 13,346 | 4,418 |
Prepaid expenses and other current assets | 74,294 | 44,603 |
Total current assets | 587,586 | 358,070 |
Property and Equipment | ||
Flight equipment | 4,447,097 | 3,886,714 |
Ground equipment | 70,951 | 68,688 |
Less: accumulated depreciation | (701,249) | (568,946) |
Flight equipment modifications in progress | 186,302 | 154,226 |
Property and equipment, net | 4,003,101 | 3,540,682 |
Other Assets | ||
Long-term investments and accrued interest | 15,371 | 27,951 |
Deferred costs and other assets | 242,919 | 204,647 |
Intangible assets, net and goodwill | 106,485 | 116,029 |
Total Assets | 4,955,462 | 4,247,379 |
Current Liabilities | ||
Accounts payable | 65,740 | 59,543 |
Accrued liabilities | 454,843 | 320,887 |
Current portion of long-term debt and capital lease | 218,013 | 184,748 |
Total current liabilities | 738,596 | 565,178 |
Other Liabilities | ||
Long-term debt and capital lease | 2,008,986 | 1,666,663 |
Deferred taxes | 214,694 | 298,165 |
Financial instruments and other liabilities | 203,330 | 200,035 |
Total other liabilities | 2,427,010 | 2,164,863 |
Commitments and contingencies | 0 | 0 |
Stockholders’ Equity | ||
Preferred stock | 0 | 0 |
Common stock | 301 | 296 |
Additional paid-in-capital | 715,735 | 657,082 |
Treasury stock, at cost | (193,732) | (183,119) |
Accumulated other comprehensive loss | (3,993) | (4,993) |
Retained earnings | 1,271,545 | 1,048,072 |
Total stockholders’ equity | 1,789,856 | 1,517,338 |
Total Liabilities and Equity | $ 4,955,462 | $ 4,247,379 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts receivable | $ 1,494 | $ 997 |
Preferred stock par value | $ 1 | $ 1 |
Preferred stock shares authorized | 10,000,000 | 10,000,000 |
Preferred stock shares issued | 0 | 0 |
Common stock par value | $ 0.01 | $ 0.01 |
Common stock shares authorized | 100,000,000 | 100,000,000 |
Common stock shares issued | 30,104,648 | 29,633,605 |
Common stock shares outstanding | 25,292,454 | 25,017,242 |
Treasury stock shares | 4,812,194 | 4,616,363 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Operating Revenue | $ 2,156,460 | $ 1,839,627 | $ 1,822,659 |
Operating Expenses | |||
Salaries, wages and benefits | 456,075 | 424,332 | 351,372 |
Aircraft fuel | 333,046 | 275,113 | 333,390 |
Maintenance, materials and repairs | 273,676 | 206,106 | 202,337 |
Depreciation and amortization | 166,713 | 148,876 | 128,740 |
Travel | 144,699 | 127,748 | 102,755 |
Aircraft rent | 142,945 | 146,110 | 145,031 |
Navigation fees, landing fees and other rent | 116,318 | 78,441 | 99,345 |
Passenger and ground handling services | 107,787 | 89,657 | 83,185 |
Loss (gain) on disposal of aircraft | (31) | (11) | 1,538 |
Special charge | 106 | 10,140 | 17,388 |
Transaction-related expenses | 4,509 | 22,071 | 0 |
Other | 168,643 | 142,733 | 234,073 |
Total Operating Expenses | 1,914,486 | 1,671,316 | 1,699,154 |
Operating Income | 241,974 | 168,311 | 123,505 |
Non-operating Expenses (Income) | |||
Interest income | (6,009) | (5,532) | (12,554) |
Interest expense | 99,687 | 84,650 | 96,756 |
Capitalized interest | (7,389) | (3,313) | (1,027) |
Loss on early extinguishment of debt | 167 | 132 | 69,728 |
Unrealized loss on financial instruments | 12,533 | 2,888 | 0 |
Gain on investments | 0 | 0 | (13,439) |
Other (income) expense | (387) | 70 | 1,261 |
Total Non-operating Expenses (Income) | 98,602 | 78,895 | 140,725 |
Income (loss) from continuing operations before income taxes | 143,372 | 89,416 | (17,220) |
Income tax (benefit) expense | (80,966) | 46,791 | (24,506) |
Income from continuing operations, net of taxes | 224,338 | 42,625 | 7,286 |
Loss from discontinued operations, net of taxes | (865) | (1,109) | 0 |
Net Income | $ 223,473 | $ 41,516 | $ 7,286 |
Earnings per share from continuing operations: | |||
Basic | $ 8.89 | $ 1.72 | $ 0.29 |
Diluted | 8.68 | 1.70 | 0.29 |
Loss per share from discontinued operations: | |||
Basic | (0.03) | (0.04) | 0 |
Diluted | (0.03) | (0.04) | 0 |
Earnings per share: | |||
Basic | 8.85 | 1.67 | 0.29 |
Diluted | $ 8.64 | $ 1.65 | $ 0.29 |
Weighted average shares: | |||
Basic | 25,241 | 24,843 | 24,833 |
Diluted | 25,854 | 25,120 | 25,018 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net Income | $ 223,473 | $ 41,516 | $ 7,286 |
Interest rate derivatives: | |||
Reclassification to interest expense | 1,621 | 1,770 | 6,129 |
Income tax expense | (621) | (700) | (2,277) |
Foreign currency translation: | |||
Translation adjustment | 0 | 0 | (343) |
Other comprehensive income | 1,000 | 1,070 | 3,509 |
Comprehensive Income | $ 224,473 | $ 42,586 | $ 10,795 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Operating Activities: | |||
Income from continuing operations, net of taxes | $ 224,338 | $ 42,625 | $ 7,286 |
Less: Loss from discontinued operations, net of taxes | (865) | (1,109) | 0 |
Net Income | 223,473 | 41,516 | 7,286 |
Adjustments to reconcile Net Income to net cash provided by operating activities: | |||
Depreciation and amortization | 197,463 | 168,721 | 147,604 |
Accretion of debt securities discount | (1,172) | (1,277) | (4,651) |
Provision for allowance for doubtful accounts | 198 | 508 | 171 |
Special charge, net of cash payments | 106 | 10,140 | 16,351 |
Loss on early extinguishment of debt | 167 | 132 | 69,728 |
Unrealized loss on financial instruments | 12,533 | 2,888 | 0 |
Loss (gain) on disposal of aircraft | (31) | (11) | 1,538 |
Deferred taxes | (81,330) | 47,381 | (25,898) |
Stock-based compensation | 22,319 | 32,724 | 16,181 |
Changes in: | |||
Accounts receivable | (33,201) | 22,974 | 2,016 |
Prepaid expenses, current assets and other assets | (67,341) | (29,455) | 23,171 |
Accounts payable and accrued liabilities | 58,535 | (64,059) | 119,390 |
Net cash provided by operating activities | 331,719 | 232,182 | 372,887 |
Investing Activities: | |||
Capital expenditures | (87,555) | (46,717) | (45,040) |
Payments for flight equipment and modifications | (458,464) | (316,993) | (227,048) |
Acquisition of business, net of cash acquired | 0 | (105,392) | 0 |
Proceeds from investments | 4,462 | 11,714 | 80,302 |
Proceeds from disposal of aircraft | 0 | 0 | 25,441 |
Net cash used for investing activities | (541,557) | (457,388) | (166,345) |
Financing Activities: | |||
Proceeds from debt issuance | 620,568 | 103,492 | 568,033 |
Payment of debt issuance costs | (14,664) | (4,034) | (14,509) |
Payments of debt | (207,093) | (179,153) | (568,923) |
Proceeds from revolving credit facility | 150,000 | 0 | 0 |
Payment of revolving credit facility | (150,000) | 0 | 0 |
Customer maintenance reserves and deposits received | 25,784 | 15,105 | 16,148 |
Customer maintenance reserves paid | (18,538) | 0 | (3,801) |
Proceeds from sale of convertible note warrants | 38,148 | 0 | 36,290 |
Payments for convertible note hedges | (70,140) | 0 | (52,903) |
Proceeds from stock option exercises | 0 | 0 | 1,193 |
Purchase of treasury stock | (10,613) | (11,275) | (26,522) |
Excess tax benefit from stock-based compensation | 0 | 390 | 555 |
Payment of debt extinguishment costs | 0 | 0 | (36,054) |
Net cash provided by (used for) financing activities | 363,452 | (75,475) | (80,493) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 153,614 | (300,681) | 126,049 |
Cash, cash equivalents and restricted cash at the beginning of period | 138,250 | 438,931 | 312,882 |
Cash, cash equivalents and restricted cash at the end of period | 291,864 | 138,250 | 438,931 |
Noncash Investing and Financing Activities: | |||
Acquisition of flight equipment included in Accounts payable and accrued liabilities | 68,732 | 14,345 | 33,294 |
Acquisition of flight equipment under capital lease | $ 30,419 | $ 10,800 | $ 0 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Retained Earnings [Member] |
Beginning Balance at Dec. 31, 2014 | $ 1,417,795 | $ 286 | $ (145,322) | $ 573,133 | $ (9,572) | $ 999,270 |
Net Income | 7,286 | 7,286 | ||||
Other comprehensive income | 3,509 | 3,509 | ||||
Stock-based compensation | 16,181 | 16,181 | ||||
Purchase of shares of treasury stock | (26,522) | (26,522) | ||||
Exercise of employee stock options | 1,193 | 1,193 | ||||
Issuance of shares of restricted stock | 4 | (4) | ||||
Equity component of convertible notes, net of tax | 32,234 | 32,234 | ||||
Purchase of convertible note hedges, net of tax | (33,837) | (33,837) | ||||
Issuance of warrants | 36,290 | 36,290 | ||||
Tax benefit (expense) on restricted stock | 54 | 54 | ||||
Ending Balance at Dec. 31, 2015 | 1,454,183 | 290 | (171,844) | 625,244 | (6,063) | 1,006,556 |
Net Income | 41,516 | 41,516 | ||||
Other comprehensive income | 1,070 | 1,070 | ||||
Stock-based compensation | 32,724 | 32,724 | ||||
Purchase of shares of treasury stock | (11,275) | (11,275) | ||||
Issuance of shares of restricted stock | 6 | (6) | ||||
Tax benefit (expense) on restricted stock | (880) | (880) | ||||
Ending Balance at Dec. 31, 2016 | 1,517,338 | 296 | (183,119) | 657,082 | (4,993) | 1,048,072 |
Net Income | 223,473 | 223,473 | ||||
Other comprehensive income | 1,000 | 1,000 | ||||
Stock-based compensation | 22,319 | 22,319 | ||||
Purchase of shares of treasury stock | (10,613) | (10,613) | ||||
Issuance of shares of restricted stock | 5 | (5) | ||||
Equity component of convertible notes, net of tax | 43,256 | 43,256 | ||||
Purchase of convertible note hedges, net of tax | (45,065) | (45,065) | ||||
Issuance of warrants | 38,148 | 38,148 | ||||
Ending Balance at Dec. 31, 2017 | $ 1,789,856 | $ 301 | $ (193,732) | $ 715,735 | $ (3,993) | $ 1,271,545 |
Consolidated Statements of Sto8
Consolidated Statements of Stockholders' Equity (Parentheticals) - shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement Of Stockholders Equity [Abstract] | |||
Purchase of shares of treasury stock | 195,831 | 297,569 | 565,352 |
Exercise of employee stock options | 0 | 25,373 | |
Issuance of shares of restricted stock | 471,043 | 678,160 | 368,912 |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Dec. 31, 2017 | |
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. 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. “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, 2017 | |
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 analysis, heavy maintenance costs, income tax accounting, business combinations, intangible assets, warrants, 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”. If 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 the 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, depending on the lease agreement, and is typically reported monthly by the lessee. 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 end 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-term 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 principal 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 Deposits and Letters of Credit We had $5.1 million as of December 31, 2017 and $5.0 million as of December 31, 2016, for certain deposits required in the normal course of business for various items including, but not limited to, surety and customs bonds, airfield privileges, judicial deposits, insurance and cash pledged under standby letters of credit related to collateral. These amounts are included in Deferred costs and other assets. Expendable Parts Expendable parts, materials and supplies for 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 expected to be on hand at the date aircraft are retired from service are provided over the estimated useful lives of the related airframes and engines. These allowances are based on management estimates, which are subject to change as conditions in the business evolve. The net book value of expendable parts inventory was $34.7 million as of December 31, 2017 and $24.2 million at December 31, 2016, net of allowances for obsolescence of $27.8 million at December 31, 2017 and $22.3 million at December 31, 2016. 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 estimated useful lives of our property and equipment are as follows: Range Flight equipment 30 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 $153.1 million in 2017, $141.5 million in 2016 and $122.2 million in 2015. The net book value of flight equipment on dry lease to customers was $1,270.7 million as of December 31, 2017 and $936.0 million as of December 31, 2016. The accumulated depreciation for flight equipment on dry lease to customers was $152.7 million as of December 31, 2017 and $99.8 million as of December 31, 2016. Rotable parts are recorded in Property and equipment, net, and are depreciated over their average remaining fleet lives and written off when they are determined to be beyond economic repair. The net book value of rotable parts inventory was $184.8 million as of December 31, 2017 and $142.7 million as of December 31, 2016. Capitalized Interest on Flight Equipment Modifications in Progress 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 deposit 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. Goodwill is not deductible for tax purposes. We may elect to perform a qualitative analysis on the reporting unit that 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 than 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 implied fair value calculated using the quantitative approach, an impairment charge is recorded for the difference. 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 and 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 in the consolidated balance sheets as of December 31, 2017 and 2016 (see Notes 4 and 6). During the fourth quarter of 2017, we performed a qualitative 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 flows, 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 securities, 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 venture is to purchase rotable parts and provide repair services for those parts, primarily for our 747-8F aircraft. The joint venture is a . Our investment in GATS was $22.1 million as of December 31, 2017 and $22.2 million as of December 31, 2016 and our maximum exposure to losses from the entity is limited to our investment, which is composed primarily of rotable inventory parts. GATS does not have any third-party debt obligations. We had Accounts payable to GATS of $ million as of December 31, 2017 and $ million as of December 31, 2016. A portion of our operating aircraft 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 exposure 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 future 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. In accordance with recently issued SEC guidance to address the accounting for income tax reform, and based on our interpretation of the U.S. Tax Cuts and Jobs Act, we have recorded provisional income tax benefits in connection with the remeasurement of our U.S. net deferred tax liability. We have not recorded any provisional amount in connection with the one-time deemed repatriation tax on unremitted foreign earnings (see Note 11). The ultimate impact of the U.S. Tax Cuts and Jobs Act may differ from the provisional amounts reflected in our consolidated financial statements due to additional regulatory guidance that may be issued, changes in interpretations and assumptions, additional analysis, and actions we may take as a result. We expect to update these provisional amounts as the analysis is finalized within the one-year measurement period. 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. Amortization of deferred maintenance expense is included in Depreciation and amortization. The following table provides a summary of Deferred maintenance included within Deferred costs and other assets as of December 31: 2017 2016 Beginning balance, net $ 19,100 $ - Deferred maintenance costs 50,675 19,644 Amortization of deferred maintenance (5,907 ) (544 ) Ending balance, net $ 63,868 $ 19,100 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 Prepaid maintenance and in Deferred costs and other assets. Such amounts were $37.3 million as of December 31, 2017 and $53.4 million at December 31, 2016. Foreign Currency While most of our revenues are denominated 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 currently 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 based on the fair value on grant date We estimate option and restricted stock unit forfeitures at the time of grant and periodically revise 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 merits 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 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: 2017 2016 2015 Interest paid $ 73,872 $ 66,306 $ 75,135 Income taxes paid, net of refunds $ 563 $ 1,160 $ (228 ) The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total shown in the consolidated statements of cash flows: 2017 2016 Cash and cash equivalents $ 280,809 $ 123,890 Restricted cash 11,055 14,360 Total Cash, cash equivalents and restricted cash shown in consolidated statements of cash flows $ 291,864 $ 138,250 Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (“FASB”) amended its accounting guidance for share-based compensation. The amended guidance 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. We adopted this amended guidance on January 1, 2017 on a prospective basis. As a result, we recognized $1.9 million of excess tax benefits during the year ended December 31, 2017 as a reduction of income tax expense in our consolidated statements of operations. Excess tax benefits were previously recognized within equity. Additionally, our consolidated statements of cash flows present such excess tax benefits, which were previously presented as a financing activity, as an operating activity. In February 2016, the FASB amended its accounting guidance for leases. The guidance requires a lessee to recognize assets and liabilities on the balance sheet arising from leases with terms greater than 12 months. While lessor accounting guidance is relatively unchanged, certain amendments were made to conform with changes made to lessee accounting and the amended revenue recognition guidance. The new guidance will continue to classify leases as either finance or operating, with classification affecting the presentation and pattern of expense and income recognition, 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 assessing 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 impact our balance sheet materially. We plan to adopt the new guidance on its required effective date of January 1, 2019 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 recognize 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. The two permitted transition methods under the guidance are the full retrospective approach, under which the guidance is applied to all periods presented, or the modified retrospective approach, under which the guidance is applied only to the most current period presented. We adopted this amended guidance on January 1, 2018 using the modified retrospective approach and we do not believe it will have a material effect on our financial statements. As a result of adoption, revenue recognized under previous guidance based on flight departure will be recognized over time as the services are performed. In addition, revenue under certain ACMI and CMI contracts, such as revenue related to contracted minimum block hour guarantees, will be recognized in later periods, and some revenue adjustments related to meeting or exceeding on-time performance targets will be recognized in earlier periods. |
DHL Investment and Polar
DHL Investment and Polar | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [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 . Under a 20-year blocked space agreement, which began in 2008 (the “BSA”), 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 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 certain 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 operating losses of Polar. Combined with Polar, we provide ACMI, CMI, Charter and Dry Leasing services to support DHL’s transpacific express, North American, intra-Asian, and global networks. In addition, we fly between the Asia Pacific region, the Middle East and Europe on behalf of DHL and other customers. Atlas also provides incremental charter capacity to Polar and DHL from time to time. The following table summarizes the aircraft types, services and number of aircraft provided to DHL as of December 31, 2017: Aircraft Service Total 747-8F ACMI 6 747-400F ACMI 8 777-200LRF CMI 5 767-300 CMI and Dry Leasing 4 767-200 CMI 9 737-400F CMI 5 757-200F Dry Leasing 1 Total 38 The following table summarizes our transactions with Polar: Revenue and Expenses: 2017 2016 2015 Revenue from Polar $ 420,564 $ 407,891 $ 399,113 Ground handling and airport fees to Polar 2,746 1,667 2,019 Accounts receivable/payable as of December 31: 2017 2016 Receivables from Polar $ 9,558 $ 8,161 Payables to Polar 2,751 2,019 Aggregate Carrying Value of Polar Investment as of December 31: 2017 2016 Aggregate Carrying Value of Polar Investment $ 4,870 $ 4,870 |
Southern Air Acquisition
Southern Air Acquisition | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Southern Air Acquisition | 4. Southern Air Acquisition On April 7, 2016, we completed the acquisition of Southern Air and its subsidiaries, including Southern Air Inc. and Florida West International Airways, Inc. (“Florida West”). The acquisition of Southern Air provided us with immediate entry into 777 and 737 aircraft operating platforms, with the potential for developing additional business with existing and new customers. We believe this augments our ability to offer the broadest array of aircraft and services for domestic, regional and international operations. Southern Air currently flies five 777-200LRF and five 737-400F aircraft under CMI agreements for DHL. Total consideration for Southern Air was $105.8 million, net of cash acquired, and 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. The following table summarizes the 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 initial 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 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. For 2016, our consolidated results include Southern Air’s operating revenue of $79.8 million. W e incurred Transaction-related expenses of $4.5 million in 2017, primarily related to professional fees and integration costs, and $17.7 million in 2016, primarily related to: certain compensation costs, including employee termination benefits; professional fees; and integration costs associated with the acquisition. 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 were classified as held for sale, since the date of acquisition through December 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 assets. 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 was completed in March 2017. A summary of the employee termination benefit liabilities, which are expected to be paid by the first quarter of 2018, is as follows: 2017 2016 Beginning balance $ 1,214 $ 3,797 Wind-down expenses 1,990 - Cash payments (3,133 ) (2,583 ) Ending balance $ 71 $ 1,214 |
Special Charge
Special Charge | 12 Months Ended |
Dec. 31, 2017 | |
Aircraft And Aircraft Engines Held For Sale [Abstract] | |
Special Charge | 5. Special Charge During 2016 and 2015, we recognized $10.1 million of impairment losses for six CF6-80 engines classified as held for sale and $8.3 million for five CF6-80 engines classified as held for sale, respectively. Depreciation ceased on the engines. Nine engines were traded in during 2016 and one engine was traded in during 2017. The carrying value of the remaining CF6-80 engine held for sale at December 31, 2017 was $1.3 million, and of the two CF6-80 engines held for sale at December 31, 2016 was $2.8 million, which was included within Prepaid expenses and other current assets in the consolidated balance sheets. The remaining CF6-80 engine classified as held for sale is under contract to be traded in during the first quarter of 2018. During 2015, we recognized a charge of $7.7 million related to the early termination of high-cost operating leases for two CF6-80 engines. |
Intangible Assets, Net and Good
Intangible Assets, Net and Goodwill | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net and Goodwill | 6. Intangible Assets, Net and Goodwill The following table presents our Intangible assets, net and goodwill as of December 31: 2017 2016 Goodwill $ 40,361 $ 40,361 Fair value adjustments on operating leases 45,531 45,531 Lease intangible 54,891 57,203 Customer relationship 26,280 26,280 Trade name 700 700 Less: accumulated amortization (61,278 ) (54,046 ) $ 106,485 $ 116,029 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 Amortization expense related to intangible assets amounted to $9.5 million in 2017, $9.8 million in 2016 and $8.9 million in 2015. The estimated future amortization expense of intangible assets as of December 31, 2017 is as follows: 2018 $ 8,792 2019 8,094 2020 8,047 2021 8,547 2022 8,862 Thereafter 23,782 Total $ 66,124 |
Amazon
Amazon | 12 Months Ended |
Dec. 31, 2017 | |
Warrants And Rights Note Disclosure [Abstract] | |
Amazon | 7. Amazon In May 2016, we entered into certain agreements with Amazon.com, Inc. and its subsidiary, Amazon Fulfillment Services, Inc., (collectively “Amazon”), which 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 have a term of ten years from the commencement of each agreement, while the CMI operations are for seven years from the commencement of each agreement (with an option for Amazon to extend the term to a total of ten years). Between August 2016 and December 2017, we have placed 12 freighter aircraft into service for Amazon and we expect to be operating all 20 before 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. The remainder of the warrant, representing the right to purchase 3.75 million shares, would vest in increments of 375,000 as the lease and operation of each of the 11 th th 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 an 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 would vest in conjunction with payments by Amazon for additional business with us. As of December 31, 2017, no portion of this warrant has vested. Upon vesting, the warrant would become 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 issuance 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 compensation expense for restricted and performance share and cash awards, during 2016. The share-based portion of the compensation expense was $13.3 million. At the time of vesting, the fair value of the vested portion of the warrant issued to Amazon is recorded as a warrant liability within Financial instruments and other liabilities (the “Amazon Warrant”). This initial fair value of the vested portion of the warrant is also recognized as a customer incentive asset within Deferred costs and other assets, net and is amortized as a reduction of revenue in proportion to the amount of revenue recognized over the terms of the Dry Leases and CMI agreements. The following table provides a summary of the customer incentive asset as of December 31: 2017 2016 Beginning balance $ 92,351 $ - Initial value for vested portion of warrant 19,448 92,888 Amortization of customer incentive asset (5,261 ) (537 ) Ending balance $ 106,538 $ 92,351 The Amazon Warrant liability is marked-to-market at the end of each reporting period with changes in fair value recorded in Unrealized loss (gain) on financial instruments. We utilize a Monte Carlo simulation approach to estimate the fair value of the Amazon Warrant 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 recognized a net unrealized loss of $12.5 million and $2.9 million on the Amazon Warrant during 2017 and 2016, respectively. The fair value of the Amazon Warrant liability was $127.8 million as of December 31, 2017 and $95.8 million as of December 31, 2016. |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2017 | |
Accrued Liabilities Current And Noncurrent [Abstract] | |
Accrued Liabilities | 8. Accrued Liabilities Accrued liabilities consisted of the following as of December 31: 2017 2016 Maintenance $ 156,042 $ 54,495 Customer maintenance reserves 89,037 81,830 Salaries, wages and benefits 65,546 55,063 U.S. class action settlement 30,000 35,000 Aircraft fuel 22,196 16,149 Deferred revenue 20,986 10,298 Other 71,036 68,052 Accrued liabilities $ 454,843 $ 320,887 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | 9. Debt Our debt obligations, as of December 31: 2017 2016 Range of Maturity Dates Interest Rates (1) Balance Interest Rates (1) Balance Ex-Im Guaranteed Notes 2021 to 2025 1.89% $ 564,184 1.89% $ 645,537 Term loans and capital leases 2020 to 2032 4.16% 1,145,116 4.34% 1,053,273 Private Placement Facility 2025 to 2026 3.17% 144,539 - - Convertible Notes 2022 to 2024 2.04% 513,500 2.25% 224,500 EETC 2019 7.52% 11,480 7.52% 20,084 Total principal amount of debt and capital leases 2,378,819 1,943,394 Less: unamortized debt discount and issuance costs (151,820 ) (91,983 ) Total debt 2,226,999 1,851,411 Less current portion of debt and capital leases (218,013 ) (184,748 ) Long-term debt $ 2,008,986 $ 1,666,663 (1) Interest rates reflect weighted-average rates as of year-end. 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 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. Term Loans and Capital Leases We have entered into various term loans to finance the purchase of aircraft, passenger-to-freighter conversion of aircraft, and for GEnx engine performance upgrade kits and overhauls. Each term loan requires payment of principal and interest quarterly in arrears. Funds available under each term loan are subject to usual and customary fees, and funds drawn 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. The following table summarizes the terms for each term loan entered into during 2017 (in millions): Issue Face Collateral Original Fixed Interest Date Value Type Term Rate First 2017 Term Loan April 2017 $ 20.1 767-300 91 months 3.02% Second 2017 Term Loan April 2017 21.3 767-300 91 months 3.16% Third 2017 Term Loan May 2017 21.5 767-300 91 months 3.16% Fourth 2017 Term Loan June 2017 21.3 767-300 91 months 3.09% Fifth 2017 Term Loan June 2017 21.7 767-300 91 months 3.11% Sixth 2017 Term Loan June 2017 21.7 767-300 91 months 3.11% Seventh 2017 Term Loan June 2017 18.7 None 58 months 2.17% Eighth 2017 Term Loan July 2017 12.5 767-300 60 months 3.62% Ninth 2017 Term Loan Nov 2017 26.9 None 60 months 2.38% Total $ 185.7 In March 2017, we amended and extended a lease for a 747-400 freighter aircraft to June 2032 at a lower monthly lease payment. As a result of the extension, we determined that the lease qualifies as a capital lease. The present value of the future minimum lease payments was $32.4 million. Private Placement Facility In September 2017, we entered into a debt facility for a total of $145.8 million through private placement to finance the purchase and passenger-to-freighter conversion of six 767-300 freighter aircraft dry leased to Amazon (the “Private Placement Facility”). The Private Placement Facility consists of six separate loans (the “Private Placement Loans”). Each Private Placement Loan is comprised of an equipment note and an equipment term loan, both secured by the cash flows from a 767-300 freighter aircraft dry lease and the underlying aircraft. The equipment notes require payment of principal and interest at a fixed interest rate. The equipment term loans accrue interest, at a fixed rate, which is added to the principal balance outstanding until each equipment note is paid in full. Subsequently, the equipment term loans require payment of principal and interest over the remaining term of the loans. The Private Placement Loans are cross-collateralized, but not cross-defaulted, with each other and, except for certain specified events, are not cross-defaulted with other debt facilities of the Company. In connection with entry into the Private Placement Facility, we have agreed to pay usual and customary commitment and other fees associated with this type of financing. The Private Placement Facility is guaranteed by us and subject to customary covenants and events of default. The following table summarizes the terms for each financing entered into during 2017 under the Private Placement Facility (in millions): Issue Face Collateral Original Fixed Interest Date Value Type Term Rate First 2017 Equipment Note Oct 2017 $ 21.2 Dry Lease and 767-300 87 months 2.93% First 2017 Equipment Term Loan Oct 2017 2.6 Dry Lease and 767-300 103 4.75% Second 2017 Equipment Note Oct 2017 21.4 Dry Lease and 767-300 88 months 2.93% Second 2017 Equipment Term Loan Oct 2017 3.2 Dry Lease and 767-300 107 months 4.75% Third 2017 Equipment Note Oct 2017 21.2 Dry Lease and 767-300 87 months 2.93% Third 2017 Equipment Term Loan Oct 2017 3.0 Dry Lease and 767-300 105 months 4.75% Fourth 2017 Equipment Note Dec 2017 21.2 Dry Lease and 767-300 88 months 2.93% Fourth 2017 Equipment Term Loan Dec 2017 2.9 Dry Lease and 767-300 104 4.87% Fifth 2017 Equipment Note Dec 2017 21.4 Dry Lease and 767-300 89 months 2.93% Fifth 2017 Equipment Term Loan Dec 2017 3.2 Dry Lease and 767-300 107 months 4.87% Sixth 2017 Equipment Note Dec 2017 21.4 Dry Lease and 767-300 88 months 2.93% Sixth 2017 Equipment Term Loan Dec 2017 3.1 Dry Lease and 767-300 106 months 4.94% Total $ 145.8 Convertible Notes In May 2017, we issued $289.0 million aggregate principal amount of convertible senior notes that mature on June 1, 2024 (the “2017 Convertible Notes”) in an underwritten public offering. In June 2015, we issued $224.5 million aggregate principal amount of convertible senior notes that mature on June 1, 2022 (the “2015 Convertible Notes”) in an underwritten public offering. The 2017 Convertible Notes and the 2015 Convertible Notes (collectively, the “Convertible Notes”), are senior unsecured obligations and accrue interest payable semiannually on June 1 and December 1 of each year. The Convertible Notes are due on their respective maturity dates, unless earlier converted or repurchased pursuant to their respective terms. The following table lists certain key terms for the Convertible Notes: 2017 Convertible Note 2015 Convertible Note Fixed interest rate 1.88 % 2.25 % Earliest conversion date September 1, 2023 September 1, 2021 Initial conversion price per share $ 61.08 $ 74.05 Conversion rate (shares for each $1,000 of principal) 16.3713 13.5036 We used the majority of the net proceeds from the 2017 Convertible Notes in May 2017 to repay $150.0 million then outstanding under our revolving credit facility and to fund the cost of the convertible note hedges described below. During 2015, we used the majority of the proceeds from the 2015 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 recognized 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 related to EETCs in 2015 (see Note 12). The Convertible Notes will initially be convertible into shares of our common stock based on the respective conversion rates, which are equal to the respective initial conversion prices per share. The conversion rates 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 circumstances, increase the conversion rates by a number of additional shares of our common stock for the Convertible Notes converted in connection with such “make-whole fundamental change”. Additionally, if we undergo a “fundamental change,” holders will have the option to require us to repurchase all or a portion of their 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 change repurchase date. In connection with the offerings of the Convertible Notes, we entered into convertible note hedge transactions whereby we have the option to purchase a certain number of shares of our common stock at a fixed price per share. In addition, we sold warrants to the option counterparties whereby the holders of the warrants have the option to purchase a certain number of shares of our common stock at a fixed price per share. The following table summarizes the convertible note hedges and related warrants: 2017 Convertible Note 2015 Convertible Note Convertible Note Hedges: Number of shares (1) 4,731,306 3,031,558 Initial price per share $ 61.08 $ 74.05 Cost of hedge $ 70,140 $ 52,903 Convertible Note Warrants: Number of shares (1) 4,731,306 3,031,558 Initial price per share $ 92.20 $ 95.01 Proceeds from sale of warrants $ 38,148 $ 36,290 (1) Taken together, the purchases of the convertible note hedges and the sales of the warrants are intended to offset any economic dilution from the conversion of each of the Convertible Notes when the stock price is below the exercise price of the respective warrants and to effectively increase the overall conversion prices from $61.08 to $92.20 per share for the 2017 Convertible Notes and from $74.05 to $95.01 per share On or after the earliest conversion date 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, each of 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 amounts of the Convertible Notes paid in cash. Holders may only convert their Convertible Notes at their option at any time prior to the earliest conversion dates, 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 the 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 trading day; or • upon the occurrence of specified corporate events. We separately account for the liability and equity components of convertible notes. The carrying amount of the liability component is 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, creates a debt discount on the convertible notes. The debt discount is 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 rate of 6.14% and 6.44% over the term of the 2017 Convertible Notes and the 2015 Convertible Notes, respectively. The equity components will not be remeasured as long as they continue to meet the conditions for equity classification. 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 for the 2017 Convertible Notes were $7.5 million, of which $5.7 million was allocated to the liability component and $1.8 million was allocated to the equity component. Total debt issuance costs for the 2015 Convertible Notes 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 components are amortized to interest expense using the effective interest method over the term of each of the Convertible Notes. The convertible notes consisted of the following as of December 31: 2017 2016 2017 Convertible Notes 2015 Convertible Notes 2015 Convertible Notes Remaining life in months 77 53 65 Liability component: Gross proceeds $ 289,000 $ 224,500 $ 224,500 Less: debt discount, net of amortization (65,187 ) (36,108 ) (42,956 ) Less: debt issuance cost, net of amortization (5,216 ) (3,445 ) (4,146 ) Net carrying amount $ 218,597 $ 184,947 $ 177,398 Equity component (1) $ 70,140 $ 52,903 $ 52,903 (1) Included in Additional paid-in capital on the consolidated balance sheets. The following table presents the amount of interest expense recognized related to the 2017 Convertible Notes and the 2015 Convertible Notes: For the Year Ended December 31, 2017 December 31, 2016 Contractual interest coupon $ 8,348 $ 5,051 Amortization of debt discount 11,801 6,421 Amortization of debt issuance costs 1,132 677 Total interest expense recognized $ 21,281 $ 12,149 EETC In 1999, we issued an EETC secured by a 747-400F aircraft in the amount of $109.9 million which matures in February 2019 with fixed interest rates on the underlying equipment notes ranging from 6.88% to 8.77% and an effective interest rate of 7.52%. Revolving Credit Facility In December 2016, we entered into a three-year $150.0 million secured revolving credit facility (the “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 at December 31, 2017 and 2016, and we had $139.3 million of unused availability under the Revolver as of December 31, 2017. Future Cash Payments for Debt and Capital Leases The following table summarizes the cash required to be paid by year and the carrying value 2018 $ 230,464 2019 230,537 2020 343,624 2021 238,223 2022 426,789 Thereafter 909,182 Total debt cash payments 2,378,819 Less: unamortized debt discount and issuance costs (151,820 ) Debt $ 2,226,999 |
Commitments
Commitments | 12 Months Ended |
Dec. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments | 10. 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) approximately 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 series, 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, with 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 beneficial 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 account for these leases as operating leases Operating Leases The following table summarizes rental expenses in: 2017 2016 2015 Aircraft and engines $ 142,945 $ 146,110 $ 145,031 Purchased capacity, office, vehicles and other $ 46,817 $ 23,727 $ 44,228 As of December 31, 2017, 15 of our 73 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 that were in effect as of December 31, 2017: Aircraft and Engine Other Operating Operating Leases Leases Total 2018 $ 138,223 $ 7,003 $ 145,226 2019 154,461 6,466 160,927 2020 149,214 5,908 155,122 2021 157,985 4,680 162,665 2022 111,064 1,843 112,907 Thereafter 109,993 27 110,020 Total minimum rental payments $ 820,940 $ 25,927 $ 846,867 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, 2017: Dry Lease Sublease Income Income Total 2018 $ 139,663 $ 52,800 $ 192,463 2019 127,597 - 127,597 2020 117,222 - 117,222 2021 98,668 - 98,668 2022 95,424 - 95,424 Thereafter 219,033 - 219,033 Total minimum lease receipts $ 797,607 $ 52,800 $ 850,407 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 both 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, regardless 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 indemnities 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 these 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 the 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 financing transaction, would entitle the lender to foreclose upon the collateral to realize the amount due. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes The United States enacted the U.S. Tax Cuts and Jobs Act on December 22, 2017. The U.S. Tax Cuts and Jobs Act reduces the U.S. federal corporate income tax rate from 35.0% to 21.0% beginning in 2018, requires companies to pay a one-time deemed repatriation tax on unremitted foreign earnings, repeals the corporate alternative minimum tax, provides full expensing of new and used assets, creates new sources of taxable income and deductions related to foreign operations, repeals or modifies certain deductions and credits, and modifies the use of federal net operating loss carryforwards (“NOLs”). On December 22, 2017, the SEC issued guidance which allows us to record provisional amounts during a measurement period not to extend beyond one year following enactment. As a result of that guidance, and based on our interpretation of the U.S. Tax Cuts and Jobs Act, we have recorded provisional income tax benefits of $130.0 million in connection with the remeasurement of our U.S. net deferred tax liability. We have not recorded any provisional amount in connection with the one-time deemed repatriation tax on unremitted foreign earnings. The ultimate impact of the U.S. Tax Cuts and Jobs Act may differ from the amounts reflected in these financial statements due to additional regulatory guidance that may be issued, changes in interpretations and assumptions, additional analysis, and actions the Company may take as a result. The Company expects to update these provisional amounts as the analysis is finalized within the one-year measurement period. A reconciliation of the provision (benefit) for income taxes applying the statutory federal income tax rate of 35.0% for each of the years ended December 31, is as follows: 2017 2016 2015 Current: Federal $ (133 ) $ (376 ) $ 52 State and local (99 ) (298 ) 48 Foreign 596 84 1,292 Total current expense 364 (590 ) 1,392 Deferred: Federal (87,185 ) 46,391 (24,425 ) State and local 1,868 (1,436 ) (3,531 ) Foreign 3,987 2,426 2,058 Total deferred expense (benefit) (81,330 ) 47,381 (25,898 ) Total income tax expense (benefit) $ (80,966 ) $ 46,791 $ (24,506 ) The domestic and foreign earnings before income taxes are as follows: 2017 2016 2015 Domestic $ 104,321 $ 61,006 $ (57,825 ) Foreign 39,051 28,410 40,605 Income (loss) before income taxes $ 143,372 $ 89,416 $ (17,220 ) 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: 2017 2016 2015 U.S. federal statutory income tax rate 35.0 % 35.0 % (35.0 %) State and local taxes based on income, net of federal benefit 0.3 % 1.10 % (2.0 %) Change in deferred foreign and state tax rates 0.6 % (2.2 %) (12.0 %) Nondeductible customer incentive related to Amazon 5.0 % 10.9 % 0.0 % Nondeductible compensation expenses related to Amazon — 13.0 % 0.0 % Other nondeductible expenses 1.4 % 4.3 % 10.2 % Extraterritorial income tax benefit — — (23.3 %) Tax incentives and additional deductions (0.6 %) (0.9 %) (4.9 %) Favorable resolution of income tax issues — — (13.8 %) Tax effect of foreign operations (7.7 %) (9.4 %) (66.4 %) Impact of U.S. Tax Cuts and Jobs Act (90.7 %) — — Other 0.2 % 0.5 % 4.9 % Effective income tax rate (56.5 %) 52.3 % (142.3 %) The effective income tax rate for the year ended December 31, 2017 differed from the U.S. statutory rate primarily due to the revaluation of our U.S. net deferred tax liability as a result of the U.S. Tax Cuts and Jobs Act, and to a lesser extent, nondeductible changes in the value of the Amazon Warrant liability (see Note 7). In 2016, we recorded a nondeductible customer incentive and 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, which reduced our income tax rate in proportion to our income or loss in that year. Prior to the U.S. Tax Cuts and Jobs Act, we indefinitely reinvested outside of the U.S. the net earnings of our foreign Dry Leasing subsidiaries. Historically, we have not provided for U.S. taxes on the unremitted earnings of foreign subsidiaries that have not been previously taxed because we intended to invest such unremitted earnings indefinitely outside of the U.S. As a result of the U.S. Tax Cuts and Jobs Act, we are assessing our intent to invest such unremitted earnings outside the U.S. It is impracticable to provide for U.S. taxes on these unremitted earnings under the U.S. Tax Cuts and Jobs Act without regulatory guidance and additional analysis. We may repatriate the earnings of our foreign subsidiaries to the extent the associated taxes are insignificant. Deferred tax assets and liabilities 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) 2017 2016 Deferred tax assets: Net operating loss carryforwards and credits $ 345,245 $ 454,749 Accrued compensation 11,514 17,036 Accrued legal settlements 6,596 25,442 Aircraft leases 17,323 16,109 Goodwill and other intangibles 7,267 15,798 Interest rate derivatives 1,532 3,124 Long-term debt 1,923 3,409 Obsolescence reserve 5,734 7,804 Stock-based compensation 3,296 6,731 Other 977 685 Total deferred tax assets 401,407 550,887 Valuation allowance (30,869 ) (49,396 ) Net deferred tax assets $ 370,538 $ 501,491 Deferred tax liabilities: Fixed assets $ (562,210 ) $ (778,905 ) Accrued expenses - (10 ) Acquisition of EETC debt (1,247 ) (4,079 ) Incentive related to Amazon (6,709 ) (6,829 ) Deferred maintenance (14,151 ) (8,614 ) Total deferred tax liabilities $ (584,317 ) $ (798,437 ) Deferred taxes included within following balance sheet line items: Deferred taxes $ (214,694 ) $ (298,165 ) Deferred costs and other assets 915 1,219 Net deferred tax assets (liabilities) $ (213,779 ) $ (296,946 ) As of December 31, 2017 and 2016, we had U.S. NOLs, net of unrecognized tax benefits and valuation allowances, of approximately $1.2 billion and $1.0 billion, respectively, which will expire through 2037, if not utilized. The increase in NOLs during 2017 resulted primarily from accelerated tax depreciation. We had alternative minimum tax credits of $4.5 million and $4.7 million as of December 31, 2017 and 2016, respectively, with no expiration date. Pursuant to the U.S. Tax Cuts and Jobs Act, these credits are refundable on our income tax returns from 2018 through 2021. Additionally, we had foreign NOLs for Hong Kong and Singapore of approximately $465.3 million and $463.5 million as of December 31, 2017 and 2016, respectively, with no expiration date. We participate in an aircraft leasing incentive program in Singapore which entitles us to a reduced tax rate of 10.0% on our Singapore Dry Leasing income. Our participation is set to expire on July 31, 2018 at which time we expect it to be renewed at a further reduced rate of 8.0%. Should the program not be renewed, the tax rate would revert to 17.0%. Either result will have a material impact on our 2018 results. 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. In addition, the acquisition of Southern Air in 2016 (see Note 4) constituted an ownership change for that entity. Accordingly, the use of NOLs generated prior to these ownership changes is subject to an annual limitation. If certain changes in our ownership occur prospectively, there could be an additional annual limitation on the amount of utilizable NOLs. 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 maintained a valuation allowance of $30.9 million and $49.4 million against our deferred tax assets as of December 31, 2017 and 2016, respectively. The valuation allowance decreased by $18.5 million during the year ended December 31, 2017 primarily due to the change in the federal income tax rate under the U.S. Tax Cuts and Jobs Act and by $1.3 million during the year ended December 31, 2016. 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: 2017 2016 2015 Beginning balance $ 113,892 $ 112,555 $ 109,993 Additions for tax positions related to the current year 1,366 1,587 551 Additions for tax positions related to prior years 40 - 5,503 Reductions for tax positions related to prior years (43,581 ) (250 ) (3,492 ) Ending balance $ 71,717 $ 113,892 $ 112,555 The decrease in unrecognized income tax benefits during 2017 for tax positions related to prior years is due to the change in the federal income tax rate under the U.S. Tax Cuts and Jobs Act. 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. We recorded no interest benefit in 2017 or 2016. The cumulative liability for tax-related interest was $0.1 million as of December 31, 2017 and $0.1 million as of December 31, 2016 For U.S. federal income tax purposes, the 2012 through 2017 income tax years remain subject to examination. The Company is currently undergoing a federal income tax examination for the tax year ending 2015 as well as income tax examinations in Illinois and New Jersey. The Company files income tax returns in multiple foreign jurisdictions, primarily in Singapore and Hong Kong. The 2012 through 2017 Singapore income tax years and 2010 through 2017 Hong Kong income tax years are subject to examination. The Company is currently undergoing income tax examinations in Hong Kong for the periods 2010 through 2016. |
Financial Instruments
Financial Instruments | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [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 information 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, maturing within five years, for which we have both the ability and 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 investments 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 EETCs 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. Term loans and notes consist of term loans, Ex-Im Guaranteed Notes, the Private Placement Facility, the Revolver and EETCs. The fair values of these debt instruments 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 others. The following table summarizes the carrying value, estimated fair value and classification of our financial instruments as of: December 31, 2017 Carrying Value Fair Value Level 1 Level 2 Level 3 Assets Cash and cash equivalents $ 280,809 $ 280,809 $ 280,809 $ - $ - Short-term investments 13,604 13,604 - - 13,604 Restricted cash 11,055 11,055 11,055 - - Long-term investments and accrued interest 15,371 18,074 - - 18,074 $ 320,839 $ 323,542 $ 291,864 $ - $ 31,678 Liabilities Term loans and notes $ 1,791,918 $ 1,844,445 $ - $ - $ 1,844,445 Convertible notes (1) 403,544 602,846 602,846 - - Amazon Warrant 127,755 127,755 - 127,755 - $ 2,323,217 $ 2,575,046 $ 602,846 $ 127,755 $ 1,844,445 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 notes $ 1,674,013 $ 1,739,744 $ - $ - $ 1,739,744 Convertible notes (1) 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 (1) Carrying value is net of debt discounts and debt issuance costs. Hedge transactions associated with the Convertible Notes are reflected in additional paid-in-capital (see Note 9). Gross unrealized gains on our long-term investments and accrued interest were $2.7 million at December 31, 2017 and $5.2 million at December 31, 2016 . 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 million was related to the recognition 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, 2017 | |
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 aggregate our operating segments and, therefore, our operating segments 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 continuing 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 instruments, 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 corporate 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 segments 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. 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 generally 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 administrative and management support services and flight simulator training. The following table sets forth Operating Revenue and Direct Contribution for our reportable segments reconciled to Operating Income and Income (loss) from continuing operations before income taxes: For the Years Ended December 31, 2017 2016 2015 Operating Revenue: ACMI $ 988,741 $ 834,997 $ 791,442 Charter 1,034,562 881,991 908,753 Dry Leasing 119,820 105,795 107,218 Customer incentive asset amortization (5,261 ) (537 ) - Other 18,598 17,381 15,246 Total Operating Revenue $ 2,156,460 $ 1,839,627 $ 1,822,659 Direct Contribution: ACMI $ 231,271 $ 200,563 $ 185,615 Charter 151,388 133,727 124,808 Dry Leasing 39,939 33,114 42,023 Total Direct Contribution for Reportable Segments 422,598 367,404 352,446 Unallocated income and expenses, net (261,942 ) (242,768 ) (294,451 ) Loss on early extinguishment of debt (167 ) (132 ) (69,728 ) Unrealized loss on financial instruments (12,533 ) (2,888 ) - Gain on investments - - 13,439 Special charge (106 ) (10,140 ) (17,388 ) Transaction-related expenses (4,509 ) (22,071 ) - Gain (loss) on disposal of aircraft 31 11 (1,538 ) Income (loss) from continuing operations before income taxes 143,372 89,416 (17,220 ) Add back (subtract): Interest income (6,009 ) (5,532 ) (12,554 ) Interest expense 99,687 84,650 96,756 Capitalized interest (7,389 ) (3,313 ) (1,027 ) Loss on early extinguishment of debt 167 132 69,728 Unrealized loss on financial instruments 12,533 2,888 - Gain on investments - - (13,439 ) Other (income) expense (387 ) 70 1,261 Operating Income $ 241,974 $ 168,311 $ 123,505 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, Polar and DHL (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 $496.3 million for 2017, $436.1 million for 2016 and $418.3 million 2015. Revenue from DHL was $262.6 million for 2017, $195.1 million for 2016 and $113.0 million for 2015. We have not experienced any credit issues with either of these customers. 2017 2016 2015 Depreciation and amortization expense: ACMI $ 71,097 $ 61,630 $ 62,253 Charter 36,539 37,239 27,294 Dry Leasing 47,426 40,164 31,326 Unallocated 11,651 9,843 7,867 Total Depreciation and Amortization $ 166,713 $ 148,876 $ 128,740 |
Labor and Legal Proceedings
Labor and Legal Proceedings | 12 Months Ended |
Dec. 31, 2017 | |
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 was extended in April 2017 for an additional four years, making the CBA amendable in November 2021. 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. Further to this process, 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 unresolved 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, and subsequently the IBT filed a similar application on behalf of Southern Air pilots. We have opposed both mediation applications as they are not in accordance with the merger provisions in the parties’ existing CBAs. The Atlas and Southern Air CBAs 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 investigation on the IBT’s Atlas application in June 2016, which is currently pending (along with the IBT’s Southern Air application). Due to a lack of meaningful progress in such merger 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 Air's CBAs apply to the bargaining process. While this lawsuit is pending in the Southern District Court of New York, the Company and the IBT have reached an interim agreement on a process to proceed with negotiations for a new joint CBA. These negotiations commenced on July 6, 2017 and the parties have continued to meet regularly since then and bargain for a new joint CBA. In September 2017, the Company requested the U.S. District Court for the District of Columbia (the “Court”) to issue a preliminary injunction to require the IBT to meet its obligations under the Railway Labor Act of 1926 (the “Railway Labor Act”) and stop the intentional and illegal work slowdowns and service interruptions. In its filing, the Company states that the IBT is engaging in unlawful, concerted work slowdowns to gain leverage in pilot contract negotiations with the Company. The Company sought to have the Court compel the IBT to stop the illegal work actions and return to normal operations. The hearing was completed in early November 2017. In late November 2017, the Court granted the Company’s request to issue a preliminary injunction to require the IBT to meet its obligations under the Railway Labor Act and stop “authorizing, encouraging, permitting, calling, engaging in, or continuing” any illegal pilot slowdown activities, which were intended to gain leverage in pilot contract negotiations with the Company. In addition, the Court ordered the IBT to take affirmative action to prevent and to refrain from continuing any form of interference with the Company’s operations or any other concerted refusal to perform normal pilot operations consistent with its status quo obligations under the Railway Labor Act. We are subject to risks of work interruption or stoppage as permitted by the Railway Labor Act and may incur additional administrative expenses associated with union representation of our employees. Matters Related to Alleged Pricing Practices The 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 consolidated 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 European 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 and Polar. The 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, which was approved by the U.S. District Court for the Eastern District of New York, the Company, Old Polar and Polar have made installment payments over three years to settle the plaintiffs’ claims, with the last payment of $30.0 million in January 2018. 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 defendant and contributory defendants on two matters under appeal. Permission was sought to appeal the U.K. Court of Appeal's decisions to the U.K. Supreme Court and was denied. In December 2015, certain claimants settled with British Airways removing a significant portion 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 Commission made against the majority of the air cargo carriers. The European Commission did not appeal the General Court decision but has, in early 2017, reissued a revised decision to which Old Polar is, again, not an addressee. On April 13, 2017, Old Polar and claimants represented by Hausfeld & Co. LLP (the “Hausfeld Claimants”) entered into a bilateral settlement agreement in relation to the English proceedings (the “Settlement Agreement”). The Settlement Agreement contains a mechanism by which the Hausfeld Claimants will release Old Polar and remove from the English proceedings all claims for damages alleged by the Hausfeld Claimants to be attributable to air cargo purchases from Old Polar (and each of Old Polar’s parents, subsidiaries, affiliates, predecessors, successors, agents and assignees). The amount of the settlement, which is tax deductible and was previously accrued for, was paid during the second quarter of 2017 and did not have a material adverse effect on the Company’s financial condition, results of operations or cash flows. Old Polar remains a contributory defendant in the proceedings and, as such, may be subject to certain continuing evidentiary obligations. In the Netherlands, Stichting Cartel Compensation, successor in interest to claims of various shippers, has filed suit in the district court in Amsterdam against British Airways, KLM, Martinair, Air France, Lufthansa and Singapore Airlines seeking recovery for damages purportedly arising from 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 main proceedings. The Netherlands proceedings are ongoing and, like the U.K. proceedings, are likely to be affected by the European Commission’s revised decision. 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 this proceeding, such outcome may have a material adverse effect on our business, financial condition, results of operations or cash flows. We are unable to reasonably estimate a range of possible loss for this matter at this time. Brazilian Customs Claim Old Polar was cited for 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 $9.2 million in aggregate based on December 31, 2017 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 by the Brazil customs authorities. As required to defend such claims, we have made deposits pending resolution of these matters. The balance was $5.1 million as of December 31, 2017 and $5.0 million as of December 31, 2016, and is included in Deferred costs 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 our financial condition, results of operations or cash flows. Accruals As of December 31, 2017, the Company had an accrual of $30.0 million, which was paid in January 2018, related to the U.S. class action settlement that was recorded in 2015. Other We have certain other contingencies incident to the ordinary course of business. Management does not expect the ultimate disposition of such other contingencies to materially affect our financial condition, results of operations or cash flows. |
Stock-Based and Long-term Incen
Stock-Based and Long-term Incentive Compensation Plans | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based and Long-term Incentive 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, including 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 other 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 0.8 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. 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. 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, 2017, the 2016 Plan had a total of 0.5 million 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 $20.9 million in 2017, $30.9 million in 2016 and $15.0 million in 2015 $ million in 2017, $8.7 million in 2016 and $5.7 million in 2015 Nonqualified Stock Options 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. 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, 2017 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, 2016 4,500 $ 58.89 Granted — — Exercised — — Forfeited, net of adjustments (4,500 ) 58.89 Outstanding as of December 31, 2017 — — — — Exercisable as of December 31, 2017 — — — — The total intrinsic value of options exercised in 2016 and 2015 was nominal and the cash received was zero Restricted Share Awards Restricted shares granted vest and are expensed over one-, three- or four- year periods. Restricted share awards have been granted in both shares and units. As of December 31, 2017 Unrecognized December 31, 2017 A summary of our restricted shares as of December 31, 2017 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, 2016 730,146 $ 39.89 Granted 327,303 54.40 Vested (266,896 ) 38.29 Forfeited (18,396 ) 54.74 Unvested as of December 31, 2017 772,157 $ 44.95 The total fair value of shares vested on various vesting dates was $14.8 million in 2017 in 2016 in 2015 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 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. Full or 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 market value on the date of issuance. 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, 2017, a total of 1.8 million performance shares have been granted. Unrecognized December 31, 2017 A summary of our performance shares as of December 31, 2017 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, 2016 576,166 $ 27.30 Granted 97,205 54.20 Vested (201,324 ) 32.07 Forfeited (17,971 ) 43.03 Unvested as of December 31, 2017 454,076 $ 43.63 The total fair value of shares vested on various vesting dates in 2017 was $10.6 million, $5.8 million in 2016 and $3.7 in 2015. Weighted average grant date fair value was $37.21 in 2016 and $47.48 in 2015. |
Profit Sharing, Incentive and R
Profit Sharing, Incentive and Retirement Plans | 12 Months Ended |
Dec. 31, 2017 | |
Compensation And Retirement Disclosure [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 performance. The profit sharing plan is subject to a minimum financial performance threshold. For both plans, we had accruals of $26.9 million as of December 31, 2017 and $22.1 million as of December 31, 2016 in Accrued liabilities. Including the impact of the change in control as defined under the benefit plan in 2016 (see Note 7), we recognized compensation expense associated with both plans totaling $26.9 million in 2017, $21.8 million in 2016 and $28.5 million in 2015. 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 compensation to a 401(m) plan on an after-tax basis. On behalf of participants in the plan who make elective compensation deferrals, we provide a matching contribution subject to certain limitations. 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. We recognized compensation expense associated with the plan matching contributions totaling $10.9 million in 2017, $10.5 million in 2016 and $9.5 |
Stock Repurchases
Stock Repurchases | 12 Months Ended |
Dec. 31, 2017 | |
Treasury Stock [Abstract] | |
Stock Repurchases | 17. Stock Repurchases We record the repurchase of our shares of common stock at cost based on the settlement date of the transaction. These shares are classified as treasury stock, which is a reduction to stockholders’ equity. Treasury shares are included in authorized and issued shares but excluded from outstanding shares. In 2008, we established a stock repurchase program authorizing the repurchase of up to $100.0 million of our common stock. In November 2013, we announced an increase of $51.0 million to our stock repurchase program. As of December 31, 2017, 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 195,831 and 297,569 shares 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 $54.20 per share in 2017 in 2016, |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 18. Earnings Per Share Basic earnings per share (“EPS”) represents income divided by the weighted average number of common shares outstanding during the measurement period. Diluted EPS represents income divided by the weighted average number of common shares outstanding during the measurement period while also giving effect to all potentially dilutive common shares that were outstanding during the period using the treasury stock method. The calculations of basic and diluted EPS were as follows: For the Years Ended December 31, Numerator: 2017 2016 2015 Income from continuing operations, net of taxes $ 224,338 $ 42,625 $ 7,286 Denominator: Basic EPS weighted average shares outstanding 25,241 24,843 24,833 Effect of dilutive convertible notes 27 - - Effect of dilutive stock options and restricted stock 586 277 185 Diluted EPS weighted average shares outstanding 25,854 25,120 25,018 Earnings per share from continuing operations: Basic $ 8.89 $ 1.72 $ 0.29 Diluted $ 8.68 $ 1.70 $ 0.29 Loss per share from discontinued operations: Basic $ (0.03 ) $ (0.04 ) $ - Diluted $ (0.03 ) $ (0.04 ) $ - Earnings per share: Basic $ 8.85 $ 1.67 $ 0.29 Diluted $ 8.64 $ 1.65 $ 0.29 Anti-dilutive shares related to warrants and stock options that were out of the money and excluded for 2017 were 7.8 million, 2016 were 3.3 million and 2015 were 3.0 million. 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 6.8 million in 2017, 7.5 million in 2016 and 0.3 million in 2015. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 31, 2017 | |
Accumulated Other Comprehensive Income Loss [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, 2015 $ (6,072 ) $ 9 $ (6,063 ) Reclassification to interest expense 1,770 - 1,770 Tax effect (700 ) - (700 ) Balance as of December 31, 2016 (5,002 ) 9 (4,993 ) Reclassification to interest expense 1,621 - 1,621 Tax effect (621 ) - (621 ) Balance as of December 31, 2017 $ (4,002 ) $ 9 $ (3,993 ) Interest Rate Derivatives As of December 31, 2017, there was $6.5 million of unamortized net realized loss before taxes remaining in Accumulated other comprehensive income (loss) related to terminated forward-starting interest rate swaps, 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 related debt. Net realized losses reclassified into earnings were $1.6 million and $1.8 million for 2017 and 2016, respectively. Net realized losses expected to be reclassified into earnings within the next 12 months are $1.5 million as of December 31, 2017. |
Selected Quarterly Financial In
Selected Quarterly Financial Information (unaudited) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure Abstract | |
Selected Quarterly Financial Information (unaudited) | 20. Selected Quarterly Financial Information (unaudited) The following tables summarize the 2017 and 2016 quarterly results: First Second Third Fourth 2017* Quarter Quarter Quarter Quarter Total Operating Revenue $ 475,394 $ 517,366 $ 535,748 $ 627,952 Operating Income 24,036 58,478 52,712 106,748 Income (Loss) from continuing operations, net of taxes 35 39,044 (24,195 ) 209,454 Income (Loss) from discontinued operations, net of taxes (787 ) (105 ) 33 (6 ) Net Income (Loss) $ (752 ) $ 38,939 $ (24,162 ) $ 209,448 Earnings (Loss) per share from continuing operations: Basic $ 0.00 $ 1.55 $ (0.96 ) $ 8.28 Diluted** $ 0.00 $ 0.92 $ (0.96 ) $ 6.71 Loss per share from discontinued operations: Basic $ (0.03 ) $ (0.00 ) $ 0.00 $ (0.00 ) Diluted $ (0.03 ) $ (0.00 ) $ 0.00 $ (0.00 ) Earnings (Loss) per share: Basic $ (0.03 ) $ 1.54 $ (0.96 ) $ 8.28 Diluted** $ (0.03 ) $ 0.92 $ (0.96 ) $ 6.71 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 * Included in the first, second and third quarters were an unrealized loss on financial instruments of $5.2 million, an unrealized gain on financial instruments of $13.8 million and an unrealized loss on financial instruments of $44.8 million, respectively. Included in the fourth quarter was an income tax benefit of $130.0 million related to the U.S. Tax Cuts and Jobs Act (see Note 11) and an unrealized gain on financial instruments of $23.7 million. ** In 2017, the sum of quarterly diluted EPS amounts differs from the full year diluted EPS. The difference primarily relates to the exclusion from the calculation of diluted EPS of unrealized gains on financial instruments in the second and fourth quarters, and anti-dilutive shares in the third quarter, both related to the Amazon Warrant *** Included in the first quarter was **** In 2016, the sum of quarterly diluted EPS amounts differs 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. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2017 | |
Valuation And Qualifying Accounts [Abstract] | |
Valuation and Qualifying Accounts | Schedule II—Valuation and Qualifying Accounts (in thousands) Additions Description Balance at Beginning of Period Charged to Costs and Expenses Deductions, net of recoveries Balance at End of Period For the Year ended December 31, 2017 Allowances deducted in the balance sheet from the assets to which they apply: Allowance for doubtful accounts $ 997 $ 198 $ 299 $ 1,494 For the Year ended December 31, 2016 Allowances deducted in the balance sheet from the assets to which they apply: Allowance for doubtful accounts $ 1,247 $ 508 $ (758 ) $ 997 For the Year ended December 31, 2015 Allowances deducted in the balance sheet from the assets to which they apply: Allowance for doubtful accounts $ 1,658 $ 171 $ (582 ) $ 1,247 |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
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 analysis, heavy maintenance costs, income tax accounting, business combinations, intangible assets, warrants, |
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”. If 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 the 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, depending on the lease agreement, and is typically reported monthly by the lessee. 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 end 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-term 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 principal 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 Deposits and Letters of Credit We had $5.1 million as of December 31, 2017 and $5.0 million as of December 31, 2016, for certain deposits required in the normal course of business for various items including, but not limited to, surety and customs bonds, airfield privileges, judicial deposits, insurance and cash pledged under standby letters of credit related to collateral. These amounts are included in Deferred costs and other assets. |
Expendable Parts Policy | Expendable Parts Expendable parts, materials and supplies for 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 expected to be on hand at the date aircraft are retired from service are provided over the estimated useful lives of the related airframes and engines. These allowances are based on management estimates, which are subject to change as conditions in the business evolve. The net book value of expendable parts inventory was $34.7 million as of December 31, 2017 and $24.2 million at December 31, 2016, net of allowances for obsolescence of $27.8 million at December 31, 2017 and $22.3 million at December 31, 2016. |
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 estimated useful lives of our property and equipment are as follows: Range Flight equipment 30 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 $153.1 million in 2017, $141.5 million in 2016 and $122.2 million in 2015. The net book value of flight equipment on dry lease to customers was $1,270.7 million as of December 31, 2017 and $936.0 million as of December 31, 2016. The accumulated depreciation for flight equipment on dry lease to customers was $152.7 million as of December 31, 2017 and $99.8 million as of December 31, 2016. Rotable parts are recorded in Property and equipment, net, and are depreciated over their average remaining fleet lives and written off when they are determined to be beyond economic repair. The net book value of rotable parts inventory was $184.8 million as of December 31, 2017 and $142.7 million as of December 31, 2016. |
Capitalized Interest on Flight Equipment Modifications in Progress Policy | Capitalized Interest on Flight Equipment Modifications in Progress 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 deposit 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. Goodwill is not deductible for tax purposes. We may elect to perform a qualitative analysis on the reporting unit that 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 than 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 implied fair value calculated using the quantitative approach, an impairment charge is recorded for the difference. 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 and 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 in the consolidated balance sheets as of December 31, 2017 and 2016 (see Notes 4 and 6). During the fourth quarter of 2017, we performed a qualitative 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 flows, 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 securities, 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 venture is to purchase rotable parts and provide repair services for those parts, primarily for our 747-8F aircraft. The joint venture is a . Our investment in GATS was $22.1 million as of December 31, 2017 and $22.2 million as of December 31, 2016 and our maximum exposure to losses from the entity is limited to our investment, which is composed primarily of rotable inventory parts. GATS does not have any third-party debt obligations. We had Accounts payable to GATS of $ million as of December 31, 2017 and $ million as of December 31, 2016. A portion of our operating aircraft 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 exposure 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 future 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. In accordance with recently issued SEC guidance to address the accounting for income tax reform, and based on our interpretation of the U.S. Tax Cuts and Jobs Act, we have recorded provisional income tax benefits in connection with the remeasurement of our U.S. net deferred tax liability. We have not recorded any provisional amount in connection with the one-time deemed repatriation tax on unremitted foreign earnings (see Note 11). The ultimate impact of the U.S. Tax Cuts and Jobs Act may differ from the provisional amounts reflected in our consolidated financial statements due to additional regulatory guidance that may be issued, changes in interpretations and assumptions, additional analysis, and actions we may take as a result. We expect to update these provisional amounts as the analysis is finalized within the one-year measurement period. |
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. Amortization of deferred maintenance expense is included in Depreciation and amortization. The following table provides a summary of Deferred maintenance included within Deferred costs and other assets as of December 31: 2017 2016 Beginning balance, net $ 19,100 $ - Deferred maintenance costs 50,675 19,644 Amortization of deferred maintenance (5,907 ) (544 ) Ending balance, net $ 63,868 $ 19,100 |
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 Prepaid maintenance and in Deferred costs and other assets. Such amounts were $37.3 million as of December 31, 2017 and $53.4 million at December 31, 2016. |
Foreign Currency Policy | Foreign Currency While most of our revenues are denominated 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 currently 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 based on the fair value on grant date We estimate option and restricted stock unit forfeitures at the time of grant and periodically revise 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 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 merits 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 Cash 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: 2017 2016 2015 Interest paid $ 73,872 $ 66,306 $ 75,135 Income taxes paid, net of refunds $ 563 $ 1,160 $ (228 ) The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total shown in the consolidated statements of cash flows: 2017 2016 Cash and cash equivalents $ 280,809 $ 123,890 Restricted cash 11,055 14,360 Total Cash, cash equivalents and restricted cash shown in consolidated statements of cash flows $ 291,864 $ 138,250 |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (“FASB”) amended its accounting guidance for share-based compensation. The amended guidance 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. We adopted this amended guidance on January 1, 2017 on a prospective basis. As a result, we recognized $1.9 million of excess tax benefits during the year ended December 31, 2017 as a reduction of income tax expense in our consolidated statements of operations. Excess tax benefits were previously recognized within equity. Additionally, our consolidated statements of cash flows present such excess tax benefits, which were previously presented as a financing activity, as an operating activity. In February 2016, the FASB amended its accounting guidance for leases. The guidance requires a lessee to recognize assets and liabilities on the balance sheet arising from leases with terms greater than 12 months. While lessor accounting guidance is relatively unchanged, certain amendments were made to conform with changes made to lessee accounting and the amended revenue recognition guidance. The new guidance will continue to classify leases as either finance or operating, with classification affecting the presentation and pattern of expense and income recognition, 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 assessing 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 impact our balance sheet materially. We plan to adopt the new guidance on its required effective date of January 1, 2019 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 recognize 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. The two permitted transition methods under the guidance are the full retrospective approach, under which the guidance is applied to all periods presented, or the modified retrospective approach, under which the guidance is applied only to the most current period presented. We adopted this amended guidance on January 1, 2018 using the modified retrospective approach and we do not believe it will have a material effect on our financial statements. As a result of adoption, revenue recognized under previous guidance based on flight departure will be recognized over time as the services are performed. In addition, revenue under certain ACMI and CMI contracts, such as revenue related to contracted minimum block hour guarantees, will be recognized in later periods, and some revenue adjustments related to meeting or exceeding on-time performance targets will be recognized in earlier periods. |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Summary Of Significant Accounting Policies Tables [Abstract] | |
Estimated Useful Lives of Property and Equipment | Range Flight equipment 30 to 40 years Computer software and equipment 3 to 5 years Ground handling equipment and other 3 to 5 years |
Schedule of Deferred Maintenance | The following table provides a summary of Deferred maintenance included within Deferred costs and other assets as of December 31: 2017 2016 Beginning balance, net $ 19,100 $ - Deferred maintenance costs 50,675 19,644 Amortization of deferred maintenance (5,907 ) (544 ) Ending balance, net $ 63,868 $ 19,100 |
Supplemental Cash Flow Information | The following table summarizes interest and income taxes paid: 2017 2016 2015 Interest paid $ 73,872 $ 66,306 $ 75,135 Income taxes paid, net of refunds $ 563 $ 1,160 $ (228 ) |
Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total shown in the consolidated statements of cash flows: 2017 2016 Cash and cash equivalents $ 280,809 $ 123,890 Restricted cash 11,055 14,360 Total Cash, cash equivalents and restricted cash shown in consolidated statements of cash flows $ 291,864 $ 138,250 |
DHL Investment and Polar (Table
DHL Investment and Polar (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Summary of Aircraft Types, Services and Number of Aircraft Provided to DHL | The following table summarizes the aircraft types, services and number of aircraft provided to DHL as of December 31, 2017: Aircraft Service Total 747-8F ACMI 6 747-400F ACMI 8 777-200LRF CMI 5 767-300 CMI and Dry Leasing 4 767-200 CMI 9 737-400F CMI 5 757-200F Dry Leasing 1 Total 38 |
Summary of Transactions with Polar | The following table summarizes our transactions with Polar: Revenue and Expenses: 2017 2016 2015 Revenue from Polar $ 420,564 $ 407,891 $ 399,113 Ground handling and airport fees to Polar 2,746 1,667 2,019 Accounts receivable/payable as of December 31: 2017 2016 Receivables from Polar $ 9,558 $ 8,161 Payables to Polar 2,751 2,019 Aggregate Carrying Value of Polar Investment as of December 31: 2017 2016 Aggregate Carrying Value of Polar Investment $ 4,870 $ 4,870 |
Southern Air Acquisition (Table
Southern Air Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisition Consideration | Total consideration for Southern Air was $105.8 million, net of cash acquired, and 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 |
Schedule of Amounts Recognized for Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the 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 |
Schedule of Fair Values and Initial Useful Lives Assigned to Intangible Assets and Goodwill | The fair values and initial 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 |
Summary of Employee Termination Benefit Liabilities | A summary of the employee termination benefit liabilities, which are expected to be paid by the first quarter of 2018, is as follows: 2017 2016 Beginning balance $ 1,214 $ 3,797 Wind-down expenses 1,990 - Cash payments (3,133 ) (2,583 ) Ending balance $ 71 $ 1,214 |
Intangible Assets, Net and Go34
Intangible Assets, Net and Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets, Net and Goodwill | The following table presents our Intangible assets, net and goodwill as of December 31: 2017 2016 Goodwill $ 40,361 $ 40,361 Fair value adjustments on operating leases 45,531 45,531 Lease intangible 54,891 57,203 Customer relationship 26,280 26,280 Trade name 700 700 Less: accumulated amortization (61,278 ) (54,046 ) $ 106,485 $ 116,029 |
Schedule of Estimated Future Amortization Expense of Intangible Assets | The estimated future amortization expense of intangible assets as of December 31, 2017 is as follows: 2018 $ 8,792 2019 8,094 2020 8,047 2021 8,547 2022 8,862 Thereafter 23,782 Total $ 66,124 |
Amazon (Tables)
Amazon (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Warrants And Rights Note Disclosure [Abstract] | |
Summary of the Customer Incentive Asset | The following table provides a summary of the customer incentive asset as of December 31: 2017 2016 Beginning balance $ 92,351 $ - Initial value for vested portion of warrant 19,448 92,888 Amortization of customer incentive asset (5,261 ) (537 ) Ending balance $ 106,538 $ 92,351 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accrued Liabilities Current And Noncurrent [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following as of December 31: 2017 2016 Maintenance $ 156,042 $ 54,495 Customer maintenance reserves 89,037 81,830 Salaries, wages and benefits 65,546 55,063 U.S. class action settlement 30,000 35,000 Aircraft fuel 22,196 16,149 Deferred revenue 20,986 10,298 Other 71,036 68,052 Accrued liabilities $ 454,843 $ 320,887 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Obligations | Our debt obligations, as of December 31: 2017 2016 Range of Maturity Dates Interest Rates (1) Balance Interest Rates (1) Balance Ex-Im Guaranteed Notes 2021 to 2025 1.89% $ 564,184 1.89% $ 645,537 Term loans and capital leases 2020 to 2032 4.16% 1,145,116 4.34% 1,053,273 Private Placement Facility 2025 to 2026 3.17% 144,539 - - Convertible Notes 2022 to 2024 2.04% 513,500 2.25% 224,500 EETC 2019 7.52% 11,480 7.52% 20,084 Total principal amount of debt and capital leases 2,378,819 1,943,394 Less: unamortized debt discount and issuance costs (151,820 ) (91,983 ) Total debt 2,226,999 1,851,411 Less current portion of debt and capital leases (218,013 ) (184,748 ) Long-term debt $ 2,008,986 $ 1,666,663 (1) Interest rates reflect weighted-average rates as of year-end. |
Schedule of Convertible Notes | The convertible notes consisted of the following as of December 31: 2017 2016 2017 Convertible Notes 2015 Convertible Notes 2015 Convertible Notes Remaining life in months 77 53 65 Liability component: Gross proceeds $ 289,000 $ 224,500 $ 224,500 Less: debt discount, net of amortization (65,187 ) (36,108 ) (42,956 ) Less: debt issuance cost, net of amortization (5,216 ) (3,445 ) (4,146 ) Net carrying amount $ 218,597 $ 184,947 $ 177,398 Equity component (1) $ 70,140 $ 52,903 $ 52,903 (1) Included in Additional paid-in capital on the consolidated balance sheets. |
Summary of Convertible Note Hedges and Related Warrants | The following table summarizes the convertible note hedges and related warrants: 2017 Convertible Note 2015 Convertible Note Convertible Note Hedges: Number of shares (1) 4,731,306 3,031,558 Initial price per share $ 61.08 $ 74.05 Cost of hedge $ 70,140 $ 52,903 Convertible Note Warrants: Number of shares (1) 4,731,306 3,031,558 Initial price per share $ 92.20 $ 95.01 Proceeds from sale of warrants $ 38,148 $ 36,290 (1) |
Summary of Interest Expense Recognized | The following table presents the amount of interest expense recognized related to the 2017 Convertible Notes and the 2015 Convertible Notes: For the Year Ended December 31, 2017 December 31, 2016 Contractual interest coupon $ 8,348 $ 5,051 Amortization of debt discount 11,801 6,421 Amortization of debt issuance costs 1,132 677 Total interest expense recognized $ 21,281 $ 12,149 |
Schedule of Future Cash Payments for Debt | The following table summarizes the cash required to be paid by year and the carrying value 2018 $ 230,464 2019 230,537 2020 343,624 2021 238,223 2022 426,789 Thereafter 909,182 Total debt cash payments 2,378,819 Less: unamortized debt discount and issuance costs (151,820 ) Debt $ 2,226,999 |
Term Loans and Capital Lease [Member] | |
Terms And Balances For Financing | The following table summarizes the terms for each term loan entered into during 2017 (in millions): Issue Face Collateral Original Fixed Interest Date Value Type Term Rate First 2017 Term Loan April 2017 $ 20.1 767-300 91 months 3.02% Second 2017 Term Loan April 2017 21.3 767-300 91 months 3.16% Third 2017 Term Loan May 2017 21.5 767-300 91 months 3.16% Fourth 2017 Term Loan June 2017 21.3 767-300 91 months 3.09% Fifth 2017 Term Loan June 2017 21.7 767-300 91 months 3.11% Sixth 2017 Term Loan June 2017 21.7 767-300 91 months 3.11% Seventh 2017 Term Loan June 2017 18.7 None 58 months 2.17% Eighth 2017 Term Loan July 2017 12.5 767-300 60 months 3.62% Ninth 2017 Term Loan Nov 2017 26.9 None 60 months 2.38% Total $ 185.7 |
Private Placement Facility [Member] | |
Terms And Balances For Financing | The following table summarizes the terms for each financing entered into during 2017 under the Private Placement Facility (in millions): Issue Face Collateral Original Fixed Interest Date Value Type Term Rate First 2017 Equipment Note Oct 2017 $ 21.2 Dry Lease and 767-300 87 months 2.93% First 2017 Equipment Term Loan Oct 2017 2.6 Dry Lease and 767-300 103 4.75% Second 2017 Equipment Note Oct 2017 21.4 Dry Lease and 767-300 88 months 2.93% Second 2017 Equipment Term Loan Oct 2017 3.2 Dry Lease and 767-300 107 months 4.75% Third 2017 Equipment Note Oct 2017 21.2 Dry Lease and 767-300 87 months 2.93% Third 2017 Equipment Term Loan Oct 2017 3.0 Dry Lease and 767-300 105 months 4.75% Fourth 2017 Equipment Note Dec 2017 21.2 Dry Lease and 767-300 88 months 2.93% Fourth 2017 Equipment Term Loan Dec 2017 2.9 Dry Lease and 767-300 104 4.87% Fifth 2017 Equipment Note Dec 2017 21.4 Dry Lease and 767-300 89 months 2.93% Fifth 2017 Equipment Term Loan Dec 2017 3.2 Dry Lease and 767-300 107 months 4.87% Sixth 2017 Equipment Note Dec 2017 21.4 Dry Lease and 767-300 88 months 2.93% Sixth 2017 Equipment Term Loan Dec 2017 3.1 Dry Lease and 767-300 106 months 4.94% Total $ 145.8 |
Convertible Notes [Member] | |
Schedule of Convertible Notes | The following table lists certain key terms for the Convertible Notes: 2017 Convertible Note 2015 Convertible Note Fixed interest rate 1.88 % 2.25 % Earliest conversion date September 1, 2023 September 1, 2021 Initial conversion price per share $ 61.08 $ 74.05 Conversion rate (shares for each $1,000 of principal) 16.3713 13.5036 |
Commitments (Tables)
Commitments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Leases And Aircraft Purchase Commitments Tables [Abstract] | |
Summary of Rental Expenses | The following table summarizes rental expenses in: 2017 2016 2015 Aircraft and engines $ 142,945 $ 146,110 $ 145,031 Purchased capacity, office, vehicles and other $ 46,817 $ 23,727 $ 44,228 |
Summary of Minimum Annual Rental Commitments | 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 that were in effect as of December 31, 2017: Aircraft and Engine Other Operating Operating Leases Leases Total 2018 $ 138,223 $ 7,003 $ 145,226 2019 154,461 6,466 160,927 2020 149,214 5,908 155,122 2021 157,985 4,680 162,665 2022 111,064 1,843 112,907 Thereafter 109,993 27 110,020 Total minimum rental payments $ 820,940 $ 25,927 $ 846,867 |
Summary of Contractual Amount of Minimum Dry Lease Income | 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, 2017: Dry Lease Sublease Income Income Total 2018 $ 139,663 $ 52,800 $ 192,463 2019 127,597 - 127,597 2020 117,222 - 117,222 2021 98,668 - 98,668 2022 95,424 - 95,424 Thereafter 219,033 - 219,033 Total minimum lease receipts $ 797,607 $ 52,800 $ 850,407 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Components of the Provision for Income Taxes | A reconciliation of the provision (benefit) for income taxes applying the statutory federal income tax rate of 35.0% for each of the years ended December 31, is as follows: 2017 2016 2015 Current: Federal $ (133 ) $ (376 ) $ 52 State and local (99 ) (298 ) 48 Foreign 596 84 1,292 Total current expense 364 (590 ) 1,392 Deferred: Federal (87,185 ) 46,391 (24,425 ) State and local 1,868 (1,436 ) (3,531 ) Foreign 3,987 2,426 2,058 Total deferred expense (benefit) (81,330 ) 47,381 (25,898 ) Total income tax expense (benefit) $ (80,966 ) $ 46,791 $ (24,506 ) |
Domestic and Foreign Earnings before Income Taxes | The domestic and foreign earnings before income taxes are as follows: 2017 2016 2015 Domestic $ 104,321 $ 61,006 $ (57,825 ) Foreign 39,051 28,410 40,605 Income (loss) before income taxes $ 143,372 $ 89,416 $ (17,220 ) |
Effective Income Tax Rate Reconciliation | 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: 2017 2016 2015 U.S. federal statutory income tax rate 35.0 % 35.0 % (35.0 %) State and local taxes based on income, net of federal benefit 0.3 % 1.10 % (2.0 %) Change in deferred foreign and state tax rates 0.6 % (2.2 %) (12.0 %) Nondeductible customer incentive related to Amazon 5.0 % 10.9 % 0.0 % Nondeductible compensation expenses related to Amazon — 13.0 % 0.0 % Other nondeductible expenses 1.4 % 4.3 % 10.2 % Extraterritorial income tax benefit — — (23.3 %) Tax incentives and additional deductions (0.6 %) (0.9 %) (4.9 %) Favorable resolution of income tax issues — — (13.8 %) Tax effect of foreign operations (7.7 %) (9.4 %) (66.4 %) Impact of U.S. Tax Cuts and Jobs Act (90.7 %) — — Other 0.2 % 0.5 % 4.9 % Effective income tax rate (56.5 %) 52.3 % (142.3 %) |
Deferred Tax Assets (Liabilities) | The net noncurrent deferred tax asset (liability) was comprised of the following as of December 31: Assets (Liabilities) 2017 2016 Deferred tax assets: Net operating loss carryforwards and credits $ 345,245 $ 454,749 Accrued compensation 11,514 17,036 Accrued legal settlements 6,596 25,442 Aircraft leases 17,323 16,109 Goodwill and other intangibles 7,267 15,798 Interest rate derivatives 1,532 3,124 Long-term debt 1,923 3,409 Obsolescence reserve 5,734 7,804 Stock-based compensation 3,296 6,731 Other 977 685 Total deferred tax assets 401,407 550,887 Valuation allowance (30,869 ) (49,396 ) Net deferred tax assets $ 370,538 $ 501,491 Deferred tax liabilities: Fixed assets $ (562,210 ) $ (778,905 ) Accrued expenses - (10 ) Acquisition of EETC debt (1,247 ) (4,079 ) Incentive related to Amazon (6,709 ) (6,829 ) Deferred maintenance (14,151 ) (8,614 ) Total deferred tax liabilities $ (584,317 ) $ (798,437 ) Deferred taxes included within following balance sheet line items: Deferred taxes $ (214,694 ) $ (298,165 ) Deferred costs and other assets 915 1,219 Net deferred tax assets (liabilities) $ (213,779 ) $ (296,946 ) |
Unrecognized Income Tax Benefits | A reconciliation of the beginning and ending unrecognized income tax benefits is as follows: 2017 2016 2015 Beginning balance $ 113,892 $ 112,555 $ 109,993 Additions for tax positions related to the current year 1,366 1,587 551 Additions for tax positions related to prior years 40 - 5,503 Reductions for tax positions related to prior years (43,581 ) (250 ) (3,492 ) Ending balance $ 71,717 $ 113,892 $ 112,555 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Summary of Carrying Value, Estimated Fair Value and Classification of Financial Instruments | The following table summarizes the carrying value, estimated fair value and classification of our financial instruments as of: December 31, 2017 Carrying Value Fair Value Level 1 Level 2 Level 3 Assets Cash and cash equivalents $ 280,809 $ 280,809 $ 280,809 $ - $ - Short-term investments 13,604 13,604 - - 13,604 Restricted cash 11,055 11,055 11,055 - - Long-term investments and accrued interest 15,371 18,074 - - 18,074 $ 320,839 $ 323,542 $ 291,864 $ - $ 31,678 Liabilities Term loans and notes $ 1,791,918 $ 1,844,445 $ - $ - $ 1,844,445 Convertible notes (1) 403,544 602,846 602,846 - - Amazon Warrant 127,755 127,755 - 127,755 - $ 2,323,217 $ 2,575,046 $ 602,846 $ 127,755 $ 1,844,445 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 notes $ 1,674,013 $ 1,739,744 $ - $ - $ 1,739,744 Convertible notes (1) 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 (1) Carrying value is net of debt discounts and debt issuance costs. Hedge transactions associated with the Convertible Notes are reflected in additional paid-in-capital (see Note 9). |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting Tables [Abstract] | |
Operating Revenue and Direct Contribution For Our Reportable Business Segments | The following table sets forth Operating Revenue and Direct Contribution for our reportable segments reconciled to Operating Income and Income (loss) from continuing operations before income taxes: For the Years Ended December 31, 2017 2016 2015 Operating Revenue: ACMI $ 988,741 $ 834,997 $ 791,442 Charter 1,034,562 881,991 908,753 Dry Leasing 119,820 105,795 107,218 Customer incentive asset amortization (5,261 ) (537 ) - Other 18,598 17,381 15,246 Total Operating Revenue $ 2,156,460 $ 1,839,627 $ 1,822,659 Direct Contribution: ACMI $ 231,271 $ 200,563 $ 185,615 Charter 151,388 133,727 124,808 Dry Leasing 39,939 33,114 42,023 Total Direct Contribution for Reportable Segments 422,598 367,404 352,446 Unallocated income and expenses, net (261,942 ) (242,768 ) (294,451 ) Loss on early extinguishment of debt (167 ) (132 ) (69,728 ) Unrealized loss on financial instruments (12,533 ) (2,888 ) - Gain on investments - - 13,439 Special charge (106 ) (10,140 ) (17,388 ) Transaction-related expenses (4,509 ) (22,071 ) - Gain (loss) on disposal of aircraft 31 11 (1,538 ) Income (loss) from continuing operations before income taxes 143,372 89,416 (17,220 ) Add back (subtract): Interest income (6,009 ) (5,532 ) (12,554 ) Interest expense 99,687 84,650 96,756 Capitalized interest (7,389 ) (3,313 ) (1,027 ) Loss on early extinguishment of debt 167 132 69,728 Unrealized loss on financial instruments 12,533 2,888 - Gain on investments - - (13,439 ) Other (income) expense (387 ) 70 1,261 Operating Income $ 241,974 $ 168,311 $ 123,505 |
Depreciation and Amortization by Reportable Business Segments | 2017 2016 2015 Depreciation and amortization expense: ACMI $ 71,097 $ 61,630 $ 62,253 Charter 36,539 37,239 27,294 Dry Leasing 47,426 40,164 31,326 Unallocated 11,651 9,843 7,867 Total Depreciation and Amortization $ 166,713 $ 148,876 $ 128,740 |
Stock-Based and Long-term Inc42
Stock-Based and Long-term Incentive Compensation Plans (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Stock Based Compensation Plans Tables [Abstract] | |
Summary of Our Options | A summary of our options as of December 31, 2017 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, 2016 4,500 $ 58.89 Granted — — Exercised — — Forfeited, net of adjustments (4,500 ) 58.89 Outstanding as of December 31, 2017 — — — — Exercisable as of December 31, 2017 — — — — |
Summary of Our Restricted Shares | A summary of our restricted shares as of December 31, 2017 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, 2016 730,146 $ 39.89 Granted 327,303 54.40 Vested (266,896 ) 38.29 Forfeited (18,396 ) 54.74 Unvested as of December 31, 2017 772,157 $ 44.95 |
Summary of Our Performance Shares | A summary of our performance shares as of December 31, 2017 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, 2016 576,166 $ 27.30 Granted 97,205 54.20 Vested (201,324 ) 32.07 Forfeited (17,971 ) 43.03 Unvested as of December 31, 2017 454,076 $ 43.63 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Calculations of Basic and Diluted EPS | The calculations of basic and diluted EPS were as follows: For the Years Ended December 31, Numerator: 2017 2016 2015 Income from continuing operations, net of taxes $ 224,338 $ 42,625 $ 7,286 Denominator: Basic EPS weighted average shares outstanding 25,241 24,843 24,833 Effect of dilutive convertible notes 27 - - Effect of dilutive stock options and restricted stock 586 277 185 Diluted EPS weighted average shares outstanding 25,854 25,120 25,018 Earnings per share from continuing operations: Basic $ 8.89 $ 1.72 $ 0.29 Diluted $ 8.68 $ 1.70 $ 0.29 Loss per share from discontinued operations: Basic $ (0.03 ) $ (0.04 ) $ - Diluted $ (0.03 ) $ (0.04 ) $ - Earnings per share: Basic $ 8.85 $ 1.67 $ 0.29 Diluted $ 8.64 $ 1.65 $ 0.29 |
Accumulated Other Comprehensi44
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accumulated Other Comprehensive Income Loss [Abstract] | |
Components of 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, 2015 $ (6,072 ) $ 9 $ (6,063 ) Reclassification to interest expense 1,770 - 1,770 Tax effect (700 ) - (700 ) Balance as of December 31, 2016 (5,002 ) 9 (4,993 ) Reclassification to interest expense 1,621 - 1,621 Tax effect (621 ) - (621 ) Balance as of December 31, 2017 $ (4,002 ) $ 9 $ (3,993 ) |
Selected Quarterly Financial 45
Selected Quarterly Financial Information (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure Abstract | |
Summary of Quarterly Financial Information | The following tables summarize the 2017 and 2016 quarterly results: First Second Third Fourth 2017* Quarter Quarter Quarter Quarter Total Operating Revenue $ 475,394 $ 517,366 $ 535,748 $ 627,952 Operating Income 24,036 58,478 52,712 106,748 Income (Loss) from continuing operations, net of taxes 35 39,044 (24,195 ) 209,454 Income (Loss) from discontinued operations, net of taxes (787 ) (105 ) 33 (6 ) Net Income (Loss) $ (752 ) $ 38,939 $ (24,162 ) $ 209,448 Earnings (Loss) per share from continuing operations: Basic $ 0.00 $ 1.55 $ (0.96 ) $ 8.28 Diluted** $ 0.00 $ 0.92 $ (0.96 ) $ 6.71 Loss per share from discontinued operations: Basic $ (0.03 ) $ (0.00 ) $ 0.00 $ (0.00 ) Diluted $ (0.03 ) $ (0.00 ) $ 0.00 $ (0.00 ) Earnings (Loss) per share: Basic $ (0.03 ) $ 1.54 $ (0.96 ) $ 8.28 Diluted** $ (0.03 ) $ 0.92 $ (0.96 ) $ 6.71 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 * Included in the first, second and third quarters were an unrealized loss on financial instruments of $5.2 million, an unrealized gain on financial instruments of $13.8 million and an unrealized loss on financial instruments of $44.8 million, respectively. Included in the fourth quarter was an income tax benefit of $130.0 million related to the U.S. Tax Cuts and Jobs Act (see Note 11) and an unrealized gain on financial instruments of $23.7 million. ** In 2017, the sum of quarterly diluted EPS amounts differs from the full year diluted EPS. The difference primarily relates to the exclusion from the calculation of diluted EPS of unrealized gains on financial instruments in the second and fourth quarters, and anti-dilutive shares in the third quarter, both related to the Amazon Warrant *** Included in the first quarter was **** In 2016, the sum of quarterly diluted EPS amounts differs from the full year diluted EPS. The difference primarily relates to the exclusion from the calculation of diluted EPS of an unrealized gain on financial instruments in the second quarter and anti-dilutive shares in the third quarter, both related to the Amazon Warrant. |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Details) | Apr. 07, 2016 | Dec. 31, 2017 |
Southern Air and Subsidiaries [Member] | ||
Basis Of Presentation [Line Items] | ||
Acquisition completion date | Apr. 7, 2016 | |
Polar [Member] | ||
Basis Of Presentation [Line Items] | ||
Equity interest | 51.00% | |
Voting interest | 75.00% |
Summary of Significant Account
Summary of Significant Account Policies - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Escrow Deposits And Letters Of Credit Details [Abstract] | |||
Escrow deposits and letters of credit | $ 5.1 | $ 5 | |
Expendable Parts Inventory Details [Abstract] | |||
Expendable parts net book value | 34.7 | 24.2 | |
Allowance for expendable obsolescence | 27.8 | 22.3 | |
Property and Equipment [Abstract] | |||
Depreciation expense | 153.1 | 141.5 | $ 122.2 |
Net book value on flight equipment dry leased to customers | 1,270.7 | 936 | |
Accumulated depreciation on flight equipment on dry lease | 152.7 | 99.8 | |
Rotable parts inventory, net book value | 184.8 | 142.7 | |
Goodwill [Abstract] | |||
Goodwill total balance | 40.4 | 40.4 | |
Prepaid Maintenance Deposits Details [Abstract] | |||
Prepaid maintenance deposits | 37.3 | 53.4 | |
Recent Accounting Pronouncements [Abstract] | |||
Amount of excess tax benefits recognition | $ 1.9 | ||
GATS [Member] | |||
Variable Interest Entities And Off Balance Sheet Arrangements Details [Abstract] | |||
Voting interest | 50.00% | ||
Investment in joint venture | $ 22.1 | 22.2 | |
GATS [Member] | |||
Variable Interest Entities And Off Balance Sheet Arrangements Details [Abstract] | |||
Payables to related party | $ 0.4 | $ 2.4 |
Summary of Significant Accoun48
Summary of Significant Account Policies - Property and Equipment Depreciable Lives (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Minimum [Member] | Flight equipment [Member] | |
Property Plant And Equipment [Line Items] | |
Property and Equipment, depreciable life | 30 years |
Minimum [Member] | Computer software and equipment [Member] | |
Property Plant And Equipment [Line Items] | |
Property and Equipment, depreciable life | 3 years |
Minimum [Member] | Ground handling equipment and other [Member] | |
Property Plant And Equipment [Line Items] | |
Property and Equipment, depreciable life | 3 years |
Maximum [Member] | Flight equipment [Member] | |
Property Plant And Equipment [Line Items] | |
Property and Equipment, depreciable life | 40 years |
Maximum [Member] | Computer software and equipment [Member] | |
Property Plant And Equipment [Line Items] | |
Property and Equipment, depreciable life | 5 years |
Maximum [Member] | Ground handling equipment and other [Member] | |
Property Plant And Equipment [Line Items] | |
Property and Equipment, depreciable life | 5 years |
Summary of Significant Accoun49
Summary of Significant Account Policies - Schedule of Deferred Maintenance (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Heavy Maintenance {Abstract} | ||
Beginning balance, net | $ 19,100 | |
Deferred maintenance costs | 50,675 | $ 19,644 |
Amortization of deferred maintenance | (5,907) | (544) |
Ending balance, net | $ 63,868 | $ 19,100 |
Summary of Significant Accoun50
Summary of Significant Account Policies - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Interest paid [Abstract] | |||
Interest paid | $ 73,872 | $ 66,306 | $ 75,135 |
Income taxes paid [Abstract] | |||
Income taxes paid, net of refunds | $ 563 | $ 1,160 | $ (228) |
Summary of Significant Accoun51
Summary of Significant Account Policies - Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 280,809 | $ 123,890 | ||
Restricted cash | 11,055 | 14,360 | ||
Total Cash, cash equivalents and restricted cash shown in consolidated statements of cash flows | $ 291,864 | $ 138,250 | $ 438,931 | $ 312,882 |
DHL Investment and Polar - Addi
DHL Investment and Polar - Additional Information (Details) - DHL [Member] - Polar [Member] | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transaction [Line Items] | |
Equity interest | 49.00% |
Voting interest | 25.00% |
DHL Investment and Polar - Summ
DHL Investment and Polar - Summary of Aircraft Types, Services and Number of Aircraft Provided to DHL (Details) | 12 Months Ended |
Dec. 31, 2017 | |
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 | 8 |
777-200LRF | 5 |
767-300 | 4 |
767-200 | 9 |
737-400F | 5 |
757-200F | 1 |
Total | 38 |
DHL Investment and Polar - Su54
DHL Investment and Polar - Summary of Transactions with Polar (Details) - Polar [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||
Revenue from related party | $ 420,564 | $ 407,891 | $ 399,113 |
Ground handling and airport fees to Polar | 2,746 | 1,667 | $ 2,019 |
Receivables from related party | 9,558 | 8,161 | |
Payables to related party | 2,751 | 2,019 | |
Aggregate Carrying Value of Polar Investment | $ 4,870 | $ 4,870 |
Southern Air Acquisition - Addi
Southern Air Acquisition - Additional Information (Details) - USD ($) | Apr. 07, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||||
Total consideration transferred | $ 105,764,000 | |||
Operating Revenue | $ 2,156,460,000 | $ 1,839,627,000 | $ 1,822,659,000 | |
Transaction-related expenses | 4,509,000 | 22,071,000 | 0 | |
Southern Air and Subsidiaries [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquisition completion date | Apr. 7, 2016 | |||
Total consideration transferred | $ 105,800,000 | |||
Amortization expense on intangible assets | 2,000 | 1,600 | ||
Operating Revenue | 79,800,000 | |||
Transaction-related expenses | $ 4,500,000 | 17,700,000 | ||
Unaudited pro forma operating revenue | $ 1,866,700,000 | $ 1,912,400,000 |
Southern Air Acquisition - Sche
Southern Air Acquisition - Schedule of Business Acquisition Consideration (Details) $ in Thousands | Apr. 07, 2016USD ($) |
Business Combination Consideration Transferred [Abstract] | |
Cash paid, net of cash acquired | $ 107,498 |
Working capital adjustment | (2,106) |
Other adjustments | 372 |
Total consideration | $ 105,764 |
Southern Air Acquisition - Sc57
Southern Air Acquisition - Schedule of Business Acquisition Consideration (Parenthetical) (Details) $ in Thousands | Apr. 07, 2016USD ($) |
Business Combination Consideration Transferred [Abstract] | |
Cash acquired from acquisition | $ 15,615 |
Southern Air Acquisition - Sc58
Southern Air Acquisition - Schedule of Amounts Recognized for Fair Values of Assets Acquired and Liabilities Assumed (Details) $ in Thousands | Apr. 07, 2016USD ($) |
Business Combination Recognized Identifiable Assets Acquired Goodwill And Liabilities Assumed Less Noncontrolling Interest [Abstract] | |
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 Acquisition - Sc59
Southern Air Acquisition - Schedule of Fair Values and Initial Useful Lives Assigned to Intangible Assets and Goodwill (Details) - USD ($) $ in Thousands | Apr. 07, 2016 | Dec. 31, 2017 | Dec. 31, 2016 |
Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Intangible Assets Other Than Goodwill [Abstract] | |||
Customer relationship | $ 26,280 | ||
Trade name | 700 | $ 700 | $ 700 |
Goodwill | 40,361 | $ 40,361 | $ 40,361 |
Total intangible assets and goodwill | $ 67,341 | ||
Customer relationship estimated useful life | 16 years | ||
Trade name estimated useful life | 1 year 6 months |
Southern Air Acquisition - Summ
Southern Air Acquisition - Summary of Employee Termination Benefit Liabilities (Details) - Employee Severance [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Restructuring Cost And Reserve [Line Items] | ||
Beginning balance | $ 1,214 | $ 3,797 |
Wind-down expenses | 1,990 | |
Cash payments | (3,133) | (2,583) |
Ending balance | $ 71 | $ 1,214 |
Special Charge - Additional Inf
Special Charge - Additional Information (Details) - CF6-80 Engines [Member] $ in Millions | 12 Months Ended | ||
Dec. 31, 2017USD ($)Engine | Dec. 31, 2016USD ($)Engine | Dec. 31, 2015USD ($)Engine | |
Impairment Of Aircraft Engines Held For Sale [Line Items] | |||
Number of assets held for sale | Engine | 6 | 5 | |
Number of assets traded | Engine | 1 | 9 | |
Impairment loss recognized for held for sale assets | $ | $ 10.1 | $ 8.3 | |
Early termination of operating leases for engines | $ | $ 7.7 | ||
Number of operating leases | Engine | 2 | ||
Prepaid Expenses and Other Current Assets [Member] | |||
Impairment Of Aircraft Engines Held For Sale [Line Items] | |||
Carrying value of asset held for sale | $ | $ 1.3 | $ 2.8 |
Intangible Assets, Net and Go62
Intangible Assets, Net and Goodwill - Schedule of Intangible Assets, Net and Goodwill (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Apr. 07, 2016 |
Intangible Assets Table Details [Abstract] | |||
Goodwill | $ 40,361 | $ 40,361 | $ 40,361 |
Fair value adjustments on operating leases | 45,531 | 45,531 | |
Lease intangible | 54,891 | 57,203 | |
Customer relationship | 26,280 | 26,280 | |
Trade name | 700 | 700 | $ 700 |
Less: accumulated amortization | (61,278) | (54,046) | |
Intangible assets, net | $ 106,485 | $ 116,029 |
Intangible Assets, Net and Go63
Intangible Assets, Net and Goodwill - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Intangible Assets Amortization Expense Details [Abstract] | |||
Amortization of Intangible Assets | $ 9.5 | $ 9.8 | $ 8.9 |
Intangible Assets, Net and Go64
Intangible Assets, Net and Goodwill - Schedule of Estimated Future Amortization Expense of Intangible Assets (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Schedule Of Estimated Amortization Expense Table Details [Abstract] | |
2,018 | $ 8,792 |
2,019 | 8,094 |
2,020 | 8,047 |
2,021 | 8,547 |
2,022 | 8,862 |
Thereafter | 23,782 |
Total | $ 66,124 |
Amazon - Additional Information
Amazon - Additional Information (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Sep. 20, 2016 | |
Class Of Warrant Or Right [Line Items] | ||||
Right to acquire outstanding common shares | up to 20% of our outstanding common shares | |||
Warrant exercise price | $ 37.50 | |||
Warrant for number of shares vested immediately | 3,750,000 | |||
Warrant to buy number of shares vesting | 750,000 | 3,750,000 | ||
Vesting increments of Amazon warrants | 375,000 | |||
Warrant vesting year | 2,021 | |||
Warrants exercised | 0 | |||
Additional warrant to acquire outstanding shares | up to an additional 10% of our outstanding common shares | |||
Additional warrant exercise price | $ 37.50 | |||
Additional warrant to buy number of shares vesting | 3,750,000 | |||
Portion of warrant vested | 0 | 0 | ||
Additional warrant vesting year | 2,023 | |||
Shareholder approval threshold | 99.90% | |||
Warrant maximum issuance of stocks | 30.00% | |||
Accelerated compensation expense | $ 23,500 | |||
Share-based portion of compensation expense | 13,300 | |||
Warrant liability unrealized loss (gain) | $ 12,500,000 | 2,900,000 | ||
Fair value of warrant liability | $ 127,800,000 | $ 127,800,000 | $ 95,800,000 | |
Maximum [Member] | ||||
Class Of Warrant Or Right [Line Items] | ||||
Warrant providing right to acquire outstanding common shares percentage | 20.00% | |||
Percentage of additional warrant to acquire outstanding common shares | 10.00% | |||
Dry Leases [Member] | ||||
Class Of Warrant Or Right [Line Items] | ||||
Lease term | 10 years | |||
CMI Operation [Member] | ||||
Class Of Warrant Or Right [Line Items] | ||||
Lease term | 7 years |
Amazon - Summary of the Custome
Amazon - Summary of the Customer Incentive Asset (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Warrants And Rights Note Disclosure [Abstract] | ||
Beginning balance | $ 92,351 | |
Initial value for vested portion of warrant | 19,448 | $ 92,888 |
Amortization of customer incentive asset | (5,261) | (537) |
Ending balance | $ 106,538 | $ 92,351 |
Accrued Liabilities - Schedule
Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Accrued Liabilities Current And Noncurrent [Abstract] | ||
Maintenance | $ 156,042 | $ 54,495 |
Customer maintenance reserves | 89,037 | 81,830 |
Salaries, wages and benefits | 65,546 | 55,063 |
U.S. class action settlement | 30,000 | 35,000 |
Aircraft fuel | 22,196 | 16,149 |
Deferred revenue | 20,986 | 10,298 |
Other | 71,036 | 68,052 |
Accrued liabilities | $ 454,843 | $ 320,887 |
Debt - Debt Obligations (Detail
Debt - Debt Obligations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | ||
Debt Instrument [Line Items] | |||
Total principal amount of debt and capital leases | $ 2,378,819 | $ 1,943,394 | |
Less: unamortized debt discount and issuance costs | (151,820) | (91,983) | |
Total debt | 2,226,999 | 1,851,411 | |
Less current portion of debt and capital leases | (218,013) | (184,748) | |
Long-term debt and capital lease | 2,008,986 | 1,666,663 | |
Ex-Im Guaranteed Notes [Member] | |||
Debt Instrument [Line Items] | |||
Ex-Im Guaranteed Notes | $ 564,184 | $ 645,537 | |
Interest Rates | [1] | 1.89% | 1.89% |
Ex-Im Guaranteed Notes [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Range of Maturity Dates | 2,021 | ||
Ex-Im Guaranteed Notes [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Range of Maturity Dates | 2,025 | ||
Term Loans and Capital Lease [Member] | |||
Debt Instrument [Line Items] | |||
Term loans and capital leases | $ 1,145,116 | $ 1,053,273 | |
Interest Rates | [1] | 4.16% | 4.34% |
Term Loans and Capital Lease [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Range of Maturity Dates | 2,020 | ||
Term Loans and Capital Lease [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Range of Maturity Dates | 2,032 | ||
Private Placement Facility [Member] | |||
Debt Instrument [Line Items] | |||
Private Placement Facility | $ 144,539 | ||
Interest Rates | [1] | 3.17% | |
Private Placement Facility [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Range of Maturity Dates | 2,025 | ||
Private Placement Facility [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Range of Maturity Dates | 2,026 | ||
Convertible Notes [Member] | |||
Debt Instrument [Line Items] | |||
Convertible Notes | $ 513,500 | $ 224,500 | |
Interest Rates | [1] | 2.04% | 2.25% |
Convertible Notes [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Range of Maturity Dates | 2,022 | ||
Convertible Notes [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Range of Maturity Dates | 2,024 | ||
EETCs [Member] | |||
Debt Instrument [Line Items] | |||
EETC | $ 11,480 | $ 20,084 | |
Range of Maturity Dates | 2,019 | ||
Interest Rates | [1] | 7.52% | 7.52% |
[1] | Interest rates reflect weighted-average rates as of year-end |
Debt - Schedule of Term Loans (
Debt - Schedule of Term Loans (Details) - Term Loans and Capital Lease [Member] | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Debt Instrument [Line Items] | |
Face Value | $ 185,700,000 |
First 2017 Term Loan [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-04 |
Face Value | $ 20,100,000 |
Collateral Type | 767-300 |
Original Term | 91 months |
Fixed Interest Rate | 3.02% |
Second 2017 Term Loan [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-04 |
Face Value | $ 21,300,000 |
Collateral Type | 767-300 |
Original Term | 91 months |
Fixed Interest Rate | 3.16% |
Third 2017 Term Loan [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-05 |
Face Value | $ 21,500,000 |
Collateral Type | 767-300 |
Original Term | 91 months |
Fixed Interest Rate | 3.16% |
Fourth 2017 Term Loan [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-06 |
Face Value | $ 21,300,000 |
Collateral Type | 767-300 |
Original Term | 91 months |
Fixed Interest Rate | 3.09% |
Fifth 2017 Term Loan [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-06 |
Face Value | $ 21,700,000 |
Collateral Type | 767-300 |
Original Term | 91 months |
Fixed Interest Rate | 3.11% |
Sixth 2017 Term Loan [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-06 |
Face Value | $ 21,700,000 |
Collateral Type | 767-300 |
Original Term | 91 months |
Fixed Interest Rate | 3.11% |
Seventh 2017 Term Loan [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-06 |
Face Value | $ 18,700,000 |
Collateral Type | None |
Original Term | 58 months |
Fixed Interest Rate | 2.17% |
Eighth 2017 Term Loan [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-07 |
Face Value | $ 12,500,000 |
Collateral Type | 767-300 |
Original Term | 60 months |
Fixed Interest Rate | 3.62% |
Ninth 2017 Term Loan [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-11 |
Face Value | $ 26,900,000 |
Collateral Type | None |
Original Term | 60 months |
Fixed Interest Rate | 2.38% |
Debt - Term Loans and Capital L
Debt - Term Loans and Capital Leases - Additional Information (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Lease extended expiration date | 2032-06 | |
Capital lease obligation | $ 32.4 | |
Capital Lease Amended [Member] | ||
Debt Instrument [Line Items] | ||
Issue date | 2017-03 | |
Collateral Type | 747-400 freighter |
Debt - Private Placement Facili
Debt - Private Placement Facility - Additional Information (Details) - Private Placement Facility [Member] | 1 Months Ended |
Sep. 30, 2017USD ($)FreighterAircraft | |
Debt Instrument [Line Items] | |
Debt facility amount | $ | $ 145,800,000 |
Number of freighter aircraft dry leased | FreighterAircraft | 6 |
Debt - Schedule of Financing un
Debt - Schedule of Financing under Private Placement Facility (Details) - Private Placement Facility [Member] | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Debt Instrument [Line Items] | |
Face Value | $ 145,800,000 |
First 2017 Equipment Note [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-10 |
Face Value | $ 21,200,000 |
Collateral Type | Dry Lease and 767-300 |
Original Term | 87 months |
Fixed Interest Rate | 2.93% |
First 2017 Equipment Term Loan [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-10 |
Face Value | $ 2,600,000 |
Collateral Type | Dry Lease and 767-300 |
Original Term | 103 months |
Fixed Interest Rate | 4.75% |
Second 2017 Equipment Note [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-10 |
Face Value | $ 21,400,000 |
Collateral Type | Dry Lease and 767-300 |
Original Term | 88 months |
Fixed Interest Rate | 2.93% |
Second 2017 Equipment Term Loan [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-10 |
Face Value | $ 3,200,000 |
Collateral Type | Dry Lease and 767-300 |
Original Term | 107 months |
Fixed Interest Rate | 4.75% |
Third 2017 Equipment Note [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-10 |
Face Value | $ 21,200,000 |
Collateral Type | Dry Lease and 767-300 |
Original Term | 87 months |
Fixed Interest Rate | 2.93% |
Third 2017 Equipment Term Loan [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-10 |
Face Value | $ 3,000,000 |
Collateral Type | Dry Lease and 767-300 |
Original Term | 105 months |
Fixed Interest Rate | 4.75% |
Fourth 2017 Equipment Note [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-12 |
Face Value | $ 21,200,000 |
Collateral Type | Dry Lease and 767-300 |
Original Term | 88 months |
Fixed Interest Rate | 2.93% |
Fourth 2017 Equipment Term Loan [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-12 |
Face Value | $ 2,900,000 |
Collateral Type | Dry Lease and 767-300 |
Original Term | 104 months |
Fixed Interest Rate | 4.87% |
Fifth 2017 Equipment Note [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-12 |
Face Value | $ 21,400,000 |
Collateral Type | Dry Lease and 767-300 |
Original Term | 89 months |
Fixed Interest Rate | 2.93% |
Fifth 2017 Equipment Term Loan [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-12 |
Face Value | $ 3,200,000 |
Collateral Type | Dry Lease and 767-300 |
Original Term | 107 months |
Fixed Interest Rate | 4.87% |
Sixth 2017 Equipment Note [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-12 |
Face Value | $ 21,400,000 |
Collateral Type | Dry Lease and 767-300 |
Original Term | 88 months |
Fixed Interest Rate | 2.93% |
Sixth 2017 Equipment Term Loan [Member] | |
Debt Instrument [Line Items] | |
Issue Date | 2017-12 |
Face Value | $ 3,100,000 |
Collateral Type | Dry Lease and 767-300 |
Original Term | 106 months |
Fixed Interest Rate | 4.94% |
Debt - Convertible Notes - Addi
Debt - Convertible Notes - Additional Information (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||
May 31, 2017USD ($) | Jun. 30, 2015USD ($) | Dec. 31, 2017USD ($)Day$ / shares | Dec. 31, 2015USD ($) | Dec. 31, 2016USD ($) | |
Debt Instrument [Line Items] | |||||
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 | ||||
Convertible Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, repurchase percentage | 100.00% | ||||
Debt instrument, convertible, threshold trading days | Day | 20 | ||||
Debt instrument, convertible, threshold consecutive trading days | Day | 30 | ||||
Debt instrument, convertible, threshold percentage of stock price trigger | 130.00% | ||||
Debt instrument, convertible, threshold business days | 5 days | ||||
Debt instrument, convertible, threshold consecutive measurement period | 5 days | ||||
Debt instrument, convertible, threshold percentage of stock price trigger in measurement period | 98.00% | ||||
2017 Convertible Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Convertible notes aggregate principal amount | $ 289,000 | $ 289,000 | |||
Debt instrument, maturity date | Jun. 1, 2024 | ||||
Debt instrument, conversion price | $ / shares | $ 61.08 | ||||
Effective interest rate of debt | 6.14% | ||||
Debt issuance costs | $ 7,500 | ||||
Liability issuance costs | 5,700 | ||||
Equity issuance costs | $ 1,800 | ||||
2017 Convertible Notes [Member] | Warrant [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, conversion price | $ / shares | $ 92.20 | ||||
2017 Convertible Notes [Member] | Long-term Debt and Capital Lease [Member] | Revolver [Member] | |||||
Debt Instrument [Line Items] | |||||
Repayment line of credit outstanding balance | $ 150,000 | ||||
2015 Convertible Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Convertible notes aggregate principal amount | $ 224,500 | $ 224,500 | $ 224,500 | ||
Debt instrument, maturity date | Jun. 1, 2022 | ||||
Debt instrument, conversion price | $ / shares | $ 74.05 | ||||
Effective interest rate of debt | 6.44% | ||||
Debt issuance costs | $ 6,800 | ||||
Liability issuance costs | 5,200 | ||||
Equity issuance costs | $ 1,600 | ||||
2015 Convertible Notes [Member] | Warrant [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, conversion price | $ / shares | $ 95.01 |
Debt - Certain Key Terms for Co
Debt - Certain Key Terms for Convertible Note (Details) | 12 Months Ended |
Dec. 31, 2017$ / shares | |
2017 Convertible Notes [Member] | |
Debt Instrument [Line Items] | |
Fixed Interest Rate | 1.88% |
Earliest conversion date | Sep. 1, 2023 |
Initial conversion price per share | $ 61.08 |
Conversion rate (shares for each $1,000 of principal) | 16.3713 |
2015 Convertible Notes [Member] | |
Debt Instrument [Line Items] | |
Fixed Interest Rate | 2.25% |
Earliest conversion date | Sep. 1, 2021 |
Initial conversion price per share | $ 74.05 |
Conversion rate (shares for each $1,000 of principal) | 13.5036 |
Debt - Summary of Convertible N
Debt - Summary of Convertible Note Hedges and Related Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Debt Instrument [Line Items] | ||||
Proceeds from sale of convertible note warrants | $ 38,148 | $ 0 | $ 36,290 | |
2017 Convertible Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Number of shares | [1] | 4,731,306 | ||
Initial price per share | $ 61.08 | |||
Cost of hedge | $ 70,140 | |||
2017 Convertible Notes [Member] | Warrant [Member] | ||||
Debt Instrument [Line Items] | ||||
Number of shares | [1] | 4,731,306 | ||
Initial price per share | $ 92.20 | |||
Proceeds from sale of convertible note warrants | $ 38,148 | |||
2015 Convertible Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Number of shares | [1] | 3,031,558 | ||
Initial price per share | $ 74.05 | |||
Cost of hedge | $ 52,903 | |||
2015 Convertible Notes [Member] | Warrant [Member] | ||||
Debt Instrument [Line Items] | ||||
Number of shares | [1] | 3,031,558 | ||
Initial price per share | $ 95.01 | |||
Proceeds from sale of convertible note warrants | $ 36,290 | |||
[1] | Subject to adjustment for certain specified events |
Debt - Schedule of Convertible
Debt - Schedule of Convertible Notes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017 | Dec. 31, 2016 | May 31, 2017 | Jun. 30, 2015 | ||
Debt Instrument [Line Items] | |||||
Less: debt discount, net of amortization | $ (151,820) | ||||
2017 Convertible Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Remaining life in months | 77 months | ||||
Gross proceeds | $ 289,000 | $ 289,000 | |||
Less: debt discount, net of amortization | (65,187) | ||||
Less: debt issuance cost, net of amortization | (5,216) | ||||
Net carrying amount | 218,597 | ||||
Equity component | [1] | $ 70,140 | |||
2015 Convertible Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Remaining life in months | 53 months | 65 months | |||
Gross proceeds | $ 224,500 | $ 224,500 | $ 224,500 | ||
Less: debt discount, net of amortization | (36,108) | (42,956) | |||
Less: debt issuance cost, net of amortization | (3,445) | (4,146) | |||
Net carrying amount | 184,947 | 177,398 | |||
Equity component | [1] | $ 52,903 | $ 52,903 | ||
[1] | Included in Additional paid-in capital on the consolidated balance sheets. |
Debt - Summary of Interest Expe
Debt - Summary of Interest Expense Recognized (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Short Term Debt [Line Items] | |||
Total interest expense recognized | $ 99,687 | $ 84,650 | $ 96,756 |
Convertible Notes [Member] | |||
Short Term Debt [Line Items] | |||
Contractual interest coupon | 8,348 | 5,051 | |
Amortization of debt discount | 11,801 | 6,421 | |
Amortization of debt issuance costs | 1,132 | 677 | |
Total interest expense recognized | $ 21,281 | $ 12,149 |
Debt - EETC - Additional Inform
Debt - EETC - Additional Information (Details) - EETC [Member] $ in Millions | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Debt Instrument [Line Items] | |
Issue Date | 1,999 |
Face Value | $ 109.9 |
Debt instrument maturity date | 2019-02 |
Collateral Type | 747-400F |
Effective interest rate of debt | 7.52% |
Minimum [Member] | |
Debt Instrument [Line Items] | |
Fixed Interest Rate | 6.88% |
Maximum [Member] | |
Debt Instrument [Line Items] | |
Fixed Interest Rate | 8.77% |
Debt - Revolving Credit Facilit
Debt - Revolving Credit Facility - Additional Information (Details) - Revolver [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Debt Instrument [Line Items] | ||
Term of revolving credit facility | 3 years | |
Borrowing capacity | $ 150,000,000 | |
Revolver collateral | nine 747-400 and five 767-300 aircraft | |
Revolver interest rate description | LIBOR plus a margin of 2.25% per annum | |
Debt Instrument, Basis spread on variable Interest rate | 2.25% | |
Interest rate of undrawn portion | 0.40% | |
Outstanding balance | $ 0 | $ 0 |
Unused availability | $ 139,300,000 |
Debt - Schedule of Future Cash
Debt - Schedule of Future Cash Payments for Debt (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Long Term Debt By Maturity [Abstract] | |
2,018 | $ 230,464 |
2,019 | 230,537 |
2,020 | 343,624 |
2,021 | 238,223 |
2,022 | 426,789 |
Thereafter | 909,182 |
Total debt cash payments | 2,378,819 |
Less: unamortized debt discount and issuance costs | (151,820) |
Debt | $ 2,226,999 |
Commitments - Additional Inform
Commitments - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2017IssuanceSeriesNumber | |
Operating Leased Assets [Line Items] | |
Number of series equipment notes are issued | 3 |
Operating lease average remaining lease term | 5 years 1 month 6 days |
Description of lease agreement | As of December 31, 2017, 15 of our 73 aircraft were under operating leases, with lease term expiration dates ranging from 2020 to 2025 and an average remaining lease term of 5.1 years. |
Minimum [Member] | |
Operating Leased Assets [Line Items] | |
Operating lease expiration year | 2,020 |
Maximum [Member] | |
Operating Leased Assets [Line Items] | |
Operating lease expiration year | 2,025 |
Original owner participant [Member] | |
Operating Leased Assets [Line Items] | |
Percentage of each aircraft cost invested on an equity basis | 20.00% |
Wells Fargo [Member] | |
Operating Leased Assets [Line Items] | |
Percentage of each aircraft cost financed with nonrecourse debt | 80.00% |
Commitments - Summary of Rental
Commitments - Summary of Rental Expenses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Commitments [Abstract] | |||
Aircraft and engines | $ 142,945 | $ 146,110 | $ 145,031 |
Purchased capacity, office, vehicles and other | $ 46,817 | $ 23,727 | $ 44,228 |
Commitments - Summary of Minimu
Commitments - Summary of Minimum Annual Rental Commitments (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Aircraft Operating Leases [Member] | |
Minimum Annual Commitments [Line Items] | |
2,018 | $ 138,223 |
2,019 | 154,461 |
2,020 | 149,214 |
2,021 | 157,985 |
2,022 | 111,064 |
Thereafter | 109,993 |
Total minimum rental payments | 820,940 |
Other Operating Leases [Member] | |
Minimum Annual Commitments [Line Items] | |
2,018 | 7,003 |
2,019 | 6,466 |
2,020 | 5,908 |
2,021 | 4,680 |
2,022 | 1,843 |
Thereafter | 27 |
Total minimum rental payments | 25,927 |
Total [Member] | |
Minimum Annual Commitments [Line Items] | |
2,018 | 145,226 |
2,019 | 160,927 |
2,020 | 155,122 |
2,021 | 162,665 |
2,022 | 112,907 |
Thereafter | 110,020 |
Total minimum rental payments | $ 846,867 |
Commitments - Summary of Contra
Commitments - Summary of Contractual Amount of Minimum Dry Lease Income (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Operating Leased Assets [Line Items] | |
2,018 | $ 192,463 |
2,019 | 127,597 |
2,020 | 117,222 |
2,021 | 98,668 |
2,022 | 95,424 |
Thereafter | 219,033 |
Total minimum lease receipts | 850,407 |
Dry Lease Income [Member] | |
Operating Leased Assets [Line Items] | |
2,018 | 139,663 |
2,019 | 127,597 |
2,020 | 117,222 |
2,021 | 98,668 |
2,022 | 95,424 |
Thereafter | 219,033 |
Total minimum lease receipts | 797,607 |
Sublease Income [Member] | |
Operating Leased Assets [Line Items] | |
2,018 | 52,800 |
2,019 | 0 |
2,020 | 0 |
2,021 | 0 |
2,022 | 0 |
Thereafter | 0 |
Total minimum lease receipts | $ 52,800 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Taxes [Line Items] | |||||
U.S. federal corporate income tax rate | 35.00% | 35.00% | 35.00% | ||
Provisional income tax benefits in connection with remeasurement of U.S. net deferred tax liability | $ 130 | $ 130 | |||
U.S. NOLs | 1,200 | $ 1,200 | $ 1,000 | ||
NOL Expirations | 2,037 | ||||
U.S. federal tax credits | 4.5 | $ 4.5 | 4.7 | ||
Credits refundable on income tax returns period description | Pursuant to the U.S. Tax Cuts and Jobs Act, these credits are refundable on our income tax returns from 2018 through 2021. | ||||
Foreign NOLs for HK and Singapore | 465.3 | $ 465.3 | 463.5 | ||
Aircraft leasing incentive program, reduced tax rate | 10.00% | ||||
Aircraft leasing incentive program participation expire date | Jul. 31, 2018 | ||||
Aircraft leasing incentive program, reduced tax rate upon renewal | 8.00% | ||||
Aircraft leasing incentive program, tax rate if not renewed | 17.00% | ||||
Valuation allowance | 30.9 | $ 30.9 | 49.4 | ||
Adjustment to the valuation allowance primarily due to change in federal income tax rate under U.S. Tax Cuts and Jobs Act | 18.5 | 1.3 | |||
Tax-related interest benefit | 0 | 0 | |||
Cumulative liability for tax-related interest | $ 0.1 | $ 0.1 | $ 0.1 | ||
Income tax examination description | For U.S. federal income tax purposes, the 2012 through 2017 income tax years remain subject to examination. The Company is currently undergoing a federal income tax examination for the tax year ending 2015 as well as income tax examinations in Illinois and New Jersey. The Company files income tax returns in multiple foreign jurisdictions, primarily in Singapore and Hong Kong. The 2012 through 2017 Singapore income tax years and 2010 through 2017 Hong Kong income tax years are subject to examination. The Company is currently undergoing income tax examinations in Hong Kong for the periods 2010 through 2016. | ||||
U.S. Federal [Member] | |||||
Income Taxes [Line Items] | |||||
Income tax examination tax year under examination | 2,015 | ||||
Foreign [Member] | Hong Kong [Member] | Tax Year 2010 [Member] | |||||
Income Taxes [Line Items] | |||||
Income tax examination tax year under examination | 2,010 | ||||
Foreign [Member] | Hong Kong [Member] | Tax Year 2016 [Member] | |||||
Income Taxes [Line Items] | |||||
Income tax examination tax year under examination | 2,016 | ||||
Scenario Forecast [Member] | |||||
Income Taxes [Line Items] | |||||
U.S. federal corporate income tax rate | 21.00% |
Income Taxes - Components of th
Income Taxes - Components of the Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current: | |||
Federal | $ (133) | $ (376) | $ 52 |
State and local | (99) | (298) | 48 |
Foreign | 596 | 84 | 1,292 |
Total current expense | 364 | (590) | 1,392 |
Deferred: | |||
Federal | (87,185) | 46,391 | (24,425) |
State and local | 1,868 | (1,436) | (3,531) |
Foreign | 3,987 | 2,426 | 2,058 |
Total deferred expense (benefit) | (81,330) | 47,381 | (25,898) |
Total income tax expense (benefit) | $ (80,966) | $ 46,791 | $ (24,506) |
Income Taxes - Domestic and For
Income Taxes - Domestic and Foreign Earnings before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Domestic and foreign earnings before income taxes | |||
Domestic | $ 104,321 | $ 61,006 | $ (57,825) |
Foreign | 39,051 | 28,410 | 40,605 |
Income (loss) from continuing operations before income taxes | $ 143,372 | $ 89,416 | $ (17,220) |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
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 | 0.30% | 1.10% | 2.00% |
Change in deferred foreign and state tax rates | 0.60% | (2.20%) | 12.00% |
Nondeductible customer incentive related to Amazon | 5.00% | 10.90% | 0.00% |
Nondeductible compensation expenses related to Amazon | 13.00% | 0.00% | |
Other nondeductible expenses | 1.40% | 4.30% | (10.20%) |
Extraterritorial income tax benefit | 23.30% | ||
Tax incentives and additional deductions | (0.60%) | (0.90%) | 4.90% |
Favorable resolution of income tax issues | 13.80% | ||
Tax effect of foreign operations | (7.70%) | (9.40%) | 66.40% |
Impact of U.S. Tax Cuts and Jobs Act | (90.70%) | ||
Other | 0.20% | 0.50% | (4.90%) |
Effective income tax rate | (56.50%) | 52.30% | 142.30% |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets (Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets: | ||
Net operating loss carryforwards and credits | $ 345,245 | $ 454,749 |
Accrued compensation | 11,514 | 17,036 |
Accrued legal settlements | 6,596 | 25,442 |
Aircraft leases | 17,323 | 16,109 |
Goodwill and other intangibles | 7,267 | 15,798 |
Interest rate derivatives | 1,532 | 3,124 |
Long-term debt | 1,923 | 3,409 |
Obsolescence reserve | 5,734 | 7,804 |
Stock-based compensation | 3,296 | 6,731 |
Other | 977 | 685 |
Total deferred tax assets | 401,407 | 550,887 |
Valuation allowance | (30,869) | (49,396) |
Net deferred tax assets | 370,538 | 501,491 |
Deferred tax liabilities: | ||
Fixed assets | (562,210) | (778,905) |
Accrued expenses | (10) | |
Acquisition of EETC debt | (1,247) | (4,079) |
Incentive related to Amazon | (6,709) | (6,829) |
Deferred maintenance | (14,151) | (8,614) |
Total deferred tax liabilities | (584,317) | (798,437) |
Deferred taxes included within following balance sheet line items: | ||
Deferred taxes | (214,694) | (298,165) |
Deferred costs and other assets | 915 | 1,219 |
Net deferred tax assets (liabilities) | $ (213,779) | $ (296,946) |
Income Taxes - Unrecognized Inc
Income Taxes - Unrecognized Income Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 113,892 | $ 112,555 | $ 109,993 |
Additions for tax positions related to the current year | 1,366 | 1,587 | 551 |
Additions for tax positions related to prior years | 40 | 5,503 | |
Reductions for tax positions related to prior years | (43,581) | (250) | (3,492) |
Ending balance | $ 71,717 | $ 113,892 | $ 112,555 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Long Term Investments Details [Abstract] | |||
Long-term investments maturing period | 5 years | ||
Gross unrealized gains on long-term investments and accrued interest | $ 2,700 | $ 5,200 | |
Gain on investments | $ 0 | $ 0 | $ 13,439 |
Debt redemption premium | 5,700 | ||
Gain from investment discount | $ 7,700 |
Financial Instruments - Summary
Financial Instruments - Summary of Carrying Value, Estimated Fair Value and Classification of Financial Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | |
Assets | |||
Short-term investments | $ 13,604 | $ 4,313 | |
Restricted cash | 11,055 | 14,360 | |
Long-term investments and accrued interest | 15,371 | 27,951 | |
Liabilities | |||
Amazon Warrant | 106,538 | 92,351 | |
Carrying (Reported) Amount, Fair Value Disclosure [Member] | |||
Assets | |||
Cash and cash equivalents | 280,809 | 123,890 | |
Short-term investments | 13,604 | 4,313 | |
Restricted cash | 11,055 | 14,360 | |
Long-term investments and accrued interest | 15,371 | 27,951 | |
Financial instruments assets | 320,839 | 170,514 | |
Liabilities | |||
Term loans and notes | 1,791,918 | 1,674,013 | |
Convertible notes (1) | [1] | 403,544 | 177,398 |
Amazon Warrant | 127,755 | 95,775 | |
Financial instruments liabilities | 2,323,217 | 1,947,186 | |
Estimate of Fair Value, Fair Value Disclosure [Member] | |||
Assets | |||
Cash and cash equivalents | 280,809 | 123,890 | |
Short-term investments | 13,604 | 4,313 | |
Restricted cash | 11,055 | 14,360 | |
Long-term investments and accrued interest | 18,074 | 33,161 | |
Financial instruments assets | 323,542 | 175,724 | |
Liabilities | |||
Term loans and notes | 1,844,445 | 1,739,744 | |
Convertible notes (1) | [1] | 602,846 | 228,429 |
Amazon Warrant | 127,755 | 95,775 | |
Financial instruments liabilities | 2,575,046 | 2,063,948 | |
Fair Value, Inputs, Level 1 [Member] | |||
Assets | |||
Cash and cash equivalents | 280,809 | 123,890 | |
Short-term investments | 0 | 0 | |
Restricted cash | 11,055 | 14,360 | |
Long-term investments and accrued interest | 0 | 0 | |
Financial instruments assets | 291,864 | 138,250 | |
Liabilities | |||
Term loans and notes | 0 | 0 | |
Convertible notes (1) | [1] | 602,846 | 228,429 |
Amazon Warrant | 0 | 0 | |
Financial instruments liabilities | 602,846 | 228,429 | |
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 notes | 0 | 0 | |
Convertible notes (1) | [1] | 0 | 0 |
Amazon Warrant | 127,755 | 95,775 | |
Financial instruments liabilities | 127,755 | 95,775 | |
Fair Value, Inputs, Level 3 [Member] | |||
Assets | |||
Cash and cash equivalents | 0 | 0 | |
Short-term investments | 13,604 | 4,313 | |
Restricted cash | 0 | 0 | |
Long-term investments and accrued interest | 18,074 | 33,161 | |
Financial instruments assets | 31,678 | 37,474 | |
Liabilities | |||
Term loans and notes | 1,844,445 | 1,739,744 | |
Convertible notes (1) | [1] | 0 | 0 |
Amazon Warrant | 0 | 0 | |
Financial instruments liabilities | $ 1,844,445 | $ 1,739,744 | |
[1] | Carrying value is net of debt discounts and debt issuance costs. Hedge transactions associated with the Convertible Notes are reflected in additional paid-in-capital (see Note 9). |
Segment Reporting - Additional
Segment Reporting - Additional Information (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017USD ($)Segment | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Segment Reporting Information [Line Items] | |||
Number of operating segments | Segment | 3 | ||
Operating Revenue | $ 2,156,460 | $ 1,839,627 | $ 1,822,659 |
DHL [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating Revenue | 262,600 | 195,100 | 113,000 |
Charter [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating Revenue | 1,034,562 | 881,991 | 908,753 |
Charter [Member] | AMC Charter [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating Revenue | $ 496,300 | $ 436,100 | $ 418,300 |
Segment Reporting - Operating R
Segment Reporting - Operating Revenue and Direct Contribution For Our Reportable Business Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Operating Revenue: | |||
Operating Revenue | $ 2,156,460 | $ 1,839,627 | $ 1,822,659 |
Customer incentive asset amortization | (5,261) | (537) | 0 |
Other | 18,598 | 17,381 | 15,246 |
Direct Contribution: | |||
Total Direct Contribution for Reportable Segments | 422,598 | 367,404 | 352,446 |
Unallocated income and expenses, net | (261,942) | (242,768) | (294,451) |
Loss on early extinguishment of debt | (167) | (132) | (69,728) |
Unrealized loss on financial instruments | (12,533) | (2,888) | 0 |
Gain on investments | 0 | 0 | 13,439 |
Special charge | (106) | (10,140) | (17,388) |
Transaction-related expenses | (4,509) | (22,071) | 0 |
Gain (loss) on disposal of aircraft | 31 | 11 | (1,538) |
Income (loss) from continuing operations before income taxes | 143,372 | 89,416 | (17,220) |
Interest income | (6,009) | (5,532) | (12,554) |
Interest expense | 99,687 | 84,650 | 96,756 |
Capitalized interest | (7,389) | (3,313) | (1,027) |
Unrealized loss on financial instruments | 12,533 | 2,888 | 0 |
Gain on investments | 0 | 0 | (13,439) |
Other (income) expense | (387) | 70 | 1,261 |
Operating Income | 241,974 | 168,311 | 123,505 |
ACMI [Member] | |||
Operating Revenue: | |||
Operating Revenue | 988,741 | 834,997 | 791,442 |
Direct Contribution: | |||
Total Direct Contribution for Reportable Segments | 231,271 | 200,563 | 185,615 |
Charter [Member] | |||
Operating Revenue: | |||
Operating Revenue | 1,034,562 | 881,991 | 908,753 |
Direct Contribution: | |||
Total Direct Contribution for Reportable Segments | 151,388 | 133,727 | 124,808 |
Dry Leasing [Member] | |||
Operating Revenue: | |||
Operating Revenue | 119,820 | 105,795 | 107,218 |
Direct Contribution: | |||
Total Direct Contribution for Reportable Segments | $ 39,939 | $ 33,114 | $ 42,023 |
Segment Reporting - Depreciatio
Segment Reporting - Depreciation and Amortization by Reportable Business Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segmentreportingdepreciationandamortizationabstract | |||
ACMI | $ 71,097 | $ 61,630 | $ 62,253 |
Charter | 36,539 | 37,239 | 27,294 |
Dry Leasing | 47,426 | 40,164 | 31,326 |
Unallocated | 11,651 | 9,843 | 7,867 |
Total Depreciation and Amortization | $ 166,713 | $ 148,876 | $ 128,740 |
Labor and Legal Proceedings - A
Labor and Legal Proceedings - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Jan. 31, 2018 | Dec. 31, 2016 | |
Loss Contingencies [Line Items] | |||
Total legal settlement accrued for the U. S. class action | $ 30 | ||
Matters Related To Alleged Pricing Practices | Subsequent Event [Member] | |||
Loss Contingencies [Line Items] | |||
Legal settlement last payment amount | $ 30 | ||
Brazilian Customs Claim [Member] | |||
Loss Contingencies [Line Items] | |||
Brazilian claims in the aggregate | 9.2 | ||
Amounts on deposit for Brazilian claims included in deferred costs and other assets | $ 5.1 | $ 5 | |
Atlas Pilots [Member] | |||
Loss Contingencies [Line Items] | |||
Collective bargaining agreement period | 5 years | ||
Southern Air Pilots [Member] | |||
Loss Contingencies [Line Items] | |||
Collective bargaining agreement period | 4 years | ||
Atlas and Polar Dispatchers [Member] | |||
Loss Contingencies [Line Items] | |||
Collective bargaining agreement period | 5 years |
Stock-Based and Long-term Inc97
Stock-Based and Long-term Incentive Compensation Plans - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares reserved for issuance under the 2007 LTIP | 600,000 | ||
Number of shares authorized under the 2007 LTIP | 2,800,000 | ||
2007 LTIP terms | In 2016, the stockholders approved a revised Long-Term Incentive Plan (the “2016 Plan”), which replaced the 2007 Plan. | ||
2016 LTIP number of shares available for future award grants | 800,000 | ||
Maximum term of award under the 2016 LTIP | P10Y | ||
LTIP compensation expense | $ 20,900 | $ 30,900 | $ 15,000 |
Tax benefit recognized for stock-based compensation arrangements | $ 5,300 | 8,700 | 5,700 |
Shares of common stock available for future award grants under 2016 plan | 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. | ||
Proceeds from stock option exercises | $ 0 | 0 | $ 1,193 |
Number of Options, Exercised | 0 | 25,373 | |
Restricted shares vesting period | Restricted shares granted vest and are expensed over one-, three- or four- year periods. | ||
Restricted shares unrecognized compensation cost | $ 20,400 | ||
Restricted shares remaining weighted average life (in years) | 2 years 1 month 6 days | ||
Total fair value, on vesting date, of restricted shares vested | $ 14,800 | 19,800 | $ 13,700 |
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. Full or partial vesting may occur for certain employee terminations. | ||
Total performance shares granted | 1,800,000 | ||
Performance shares unrecognized compensation cost | $ 5,800 | ||
Performance shares remaining weighted average life (in years) | 1 year 4 months 24 days | ||
Accrued performance cash awards | $ 13,800 | 13,100 | |
Performance cash awards expense | 7,100 | 13,900 | 1,600 |
Total fair value, on vesting date, of performance shares vested | $ 10,600 | $ 5,800 | $ 3,700 |
Restricted Share Awards [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares, granted | 327,303 | ||
Weighted average grant date fair value | $ 54.40 | $ 36.10 | $ 47.10 |
Performance Share Awards [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares, granted | 97,205 | ||
Weighted average grant date fair value | $ 54.20 | $ 37.21 | $ 47.48 |
2007 and 2016 Plans [Member] | Restricted Share Awards [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares, granted | 3,800,000 |
Stock-Based and Long-term Inc98
Stock-Based and Long-term Incentive Compensation Plans - Summary of Our Options (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2015 | |
Share Based Compensation [Abstract] | ||
Number of Options, Outstanding beginning balance | 4,500 | |
Number of Options, Granted | 0 | |
Number of Options, Exercised | 0 | 25,373 |
Number of Options, Forfeited, net of adjustments | (4,500) | |
Number of Options, Outstanding ending balance | 0 | |
Number of Options, Exercisable as of December 31, 2017 | 0 | |
Weighted-Average Exercise Price, Outstanding beginning balance | $ 58.89 | |
Weighted-Average Exercise Price, Granted | 0 | |
Weighted-Average Exercise Price, Exercised | 0 | |
Weighted-Average Exercise Price, Forfeited, net of adjustments | 58.89 | |
Weighted-Average Exercise Price, Outstanding ending balance | 0 | |
Weighted-Average Exercise Price, Exercisable as of December 31, 2017 | $ 0 | |
Weighted-Average Remaining Contractual Term, Outstanding | 0 years | |
Weighted-Average Remaining Contractual Term, Exercisable | 0 years | |
Aggregate Intrinsic Value, Outstanding | $ 0 | |
Aggregate Intrinsic Value, Exercisable | $ 0 |
Stock-Based and Long-term Inc99
Stock-Based and Long-term Incentive Compensation Plans - Summary of Our Restricted Shares (Details) - Restricted Share Awards [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of Shares, Unvested beginning balance | 730,146 | ||
Number of Shares, Granted | 327,303 | ||
Number of Shares, Vested | (266,896) | ||
Number of Shares, Forfeited | (18,396) | ||
Number of Shares, Unvested ending balance | 772,157 | 730,146 | |
Weighted-Average Grant-Date Fair Value, Unvested beginning balance | $ 39.89 | ||
Weighted-Average Grant-Date Fair Value, Granted | 54.40 | $ 36.10 | $ 47.10 |
Weighted-Average Grant-Date Fair Value, Vested | 38.29 | ||
Weighted-Average Grant-Date Fair Value, Forfeited | 54.74 | ||
Weighted-Average Grant-Date Fair Value, Unvested ending balance | $ 44.95 | $ 39.89 |
Stock-Based and Long-term In100
Stock-Based and Long-term Incentive Compensation Plans - Summary of Our Performance Shares (Details) - Performance Share Awards [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of Shares, Unvested beginning balance | 576,166 | ||
Number of Shares, Granted | 97,205 | ||
Number of Shares, Vested | (201,324) | ||
Number of Shares, Forfeited | (17,971) | ||
Number of Shares, Unvested ending balance | 454,076 | 576,166 | |
Weighted-Average Grant-Date Fair Value, Unvested beginning balance | $ 27.30 | ||
Weighted-Average Grant-Date Fair Value, Granted | 54.20 | $ 37.21 | $ 47.48 |
Weighted-Average Grant-Date Fair Value, Vested | 32.07 | ||
Weighted-Average Grant-Date Fair Value, Forfeited | 43.03 | ||
Weighted-Average Grant-Date Fair Value, Unvested ending balance | $ 43.63 | $ 27.30 |
Profit Sharing, Incentive an101
Profit Sharing, Incentive and Retirement Plans - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Profit Sharing And Incentive Plans Details [Abstract] | |||
Accrual for profit sharing and incentive plans liabilities | $ 26.9 | $ 22.1 | |
Profit sharing and incentive plans expense recognized | $ 26.9 | 21.8 | $ 28.5 |
Retirement Plans 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. | ||
401(k) compensation expense | $ 10.9 | $ 10.5 | $ 9.5 |
Stock Repurchases - Additional
Stock Repurchases - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Nov. 30, 2013 | Dec. 31, 2008 |
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 | $ 126 | |||
Treasury stock repurchase remaining authorization | $ 25 | $ 25 | |||
Treasury stock shares acquired from management vests | 195,831 | 297,569 | |||
Average cost per share of treasury stock acquired from management | $ 54.20 | $ 37.89 |
Earnings Per Share - Calculatio
Earnings Per Share - Calculations of Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Numerator: | |||||||||||
Income from continuing operations, net of taxes | $ 224,338 | $ 42,625 | $ 7,286 | ||||||||
Denominator: | |||||||||||
Basic EPS weighted average shares outstanding | 25,241 | 24,843 | 24,833 | ||||||||
Effect of dilutive convertible notes | 27 | ||||||||||
Effect of dilutive stock options and restricted stock | 586 | 277 | 185 | ||||||||
Diluted EPS weighted average shares outstanding | 25,854 | 25,120 | 25,018 | ||||||||
Earnings per share from continuing operations: | |||||||||||
Basic | $ 8.28 | $ (0.96) | $ 1.55 | $ 0 | $ 1.15 | $ (0.30) | $ 0.84 | $ 0.02 | $ 8.89 | $ 1.72 | $ 0.29 |
Diluted | 6.71 | (0.96) | 0.92 | 0 | 1.12 | (0.30) | (0.26) | 0.02 | 8.68 | 1.70 | 0.29 |
Loss per share from discontinued operations: | |||||||||||
Basic | 0 | 0 | 0 | (0.03) | (0.01) | (0.02) | (0.01) | 0 | (0.03) | (0.04) | 0 |
Diluted | 0 | 0 | 0 | (0.03) | (0.01) | (0.02) | (0.01) | 0 | (0.03) | (0.04) | 0 |
Earnings per share: | |||||||||||
Basic | 8.28 | (0.96) | 1.54 | (0.03) | 1.14 | (0.32) | 0.83 | 0.02 | 8.85 | 1.67 | 0.29 |
Diluted | $ 6.71 | $ (0.96) | $ 0.92 | $ (0.03) | $ 1.11 | $ (0.32) | $ (0.28) | $ 0.02 | $ 8.64 | $ 1.65 | $ 0.29 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Restricted shares and units in which performance or market conditions were not satisfied | 6.8 | 7.5 | 0.3 |
Warrants and Stock Options [Member] | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Anti-dilutive shares excluded from the calculation of diluted EPS | 7.8 | 3.3 | 3 |
Accumulated Other Comprehens105
Accumulated Other Comprehensive Income (Loss) - Components of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning Balance | $ 1,517,338 | $ 1,454,183 | $ 1,417,795 |
Reclassification to interest expense | 1,621 | 1,770 | 6,129 |
Income tax expense | (621) | (700) | (2,277) |
Ending Balance | 1,789,856 | 1,517,338 | 1,454,183 |
Interest Rate Derivatives [Member] | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning Balance | (5,002) | (6,072) | |
Reclassification to interest expense | 1,621 | 1,770 | |
Income tax expense | (621) | (700) | |
Ending Balance | (4,002) | (5,002) | (6,072) |
Foreign Currency Translation [Member] | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning Balance | 9 | 9 | |
Income tax expense | 0 | 0 | |
Ending Balance | 9 | 9 | 9 |
Accumulated Other Comprehensive Income (Loss) [Member] | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Beginning Balance | (4,993) | (6,063) | (9,572) |
Ending Balance | $ (3,993) | $ (4,993) | $ (6,063) |
Accumulated Other Comprehens106
Accumulated Other Comprehensive Income (Loss) - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Accumulated Other Comprehensive Income Loss [Abstract] | ||
Unamortized realized loss in Accumulated other comprehensive income (loss) related to forward-starting interest rate swaps | $ 6.5 | |
Net realized losses reclassified into earnings | 1.6 | $ 1.8 |
Realized losses related to forward-starting interest rate swaps expected to be reclassified into earnings within the next 12 months | $ 1.5 |
Selected Quarterly Financial107
Selected Quarterly Financial Information (Unaudited) - Summary of Quarterly Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Selected Quarterly Financial Information Detail [Abstract] | |||||||||||
Total Operating Revenue | $ 627,952 | $ 535,748 | $ 517,366 | $ 475,394 | $ 529,725 | $ 448,015 | $ 443,272 | $ 418,615 | |||
Operating Income | 106,748 | 52,712 | 58,478 | 24,036 | 101,432 | 25,998 | 20,824 | 20,057 | |||
Income (Loss) from continuing operations, net of taxes | 209,454 | (24,195) | 39,044 | 35 | 28,736 | (7,501) | 20,919 | 471 | |||
Loss from discontinued operations, net of taxes | (6) | 33 | (105) | (787) | (319) | (445) | (345) | 0 | $ (865) | $ (1,109) | $ 0 |
Net Income (Loss) | $ 209,448 | $ (24,162) | $ 38,939 | $ (752) | $ 28,417 | $ (7,946) | $ 20,574 | $ 471 | |||
Earnings (Loss) per share from continuing operations: | |||||||||||
Basic | $ 8.28 | $ (0.96) | $ 1.55 | $ 0 | $ 1.15 | $ (0.30) | $ 0.84 | $ 0.02 | $ 8.89 | $ 1.72 | $ 0.29 |
Diluted | 6.71 | (0.96) | 0.92 | 0 | 1.12 | (0.30) | (0.26) | 0.02 | 8.68 | 1.70 | 0.29 |
Loss per share from discontinued operations: | |||||||||||
Basic | 0 | 0 | 0 | (0.03) | (0.01) | (0.02) | (0.01) | 0 | (0.03) | (0.04) | 0 |
Diluted | 0 | 0 | 0 | (0.03) | (0.01) | (0.02) | (0.01) | 0 | (0.03) | (0.04) | 0 |
Earnings (Loss) per share: | |||||||||||
Basic | 8.28 | (0.96) | 1.54 | (0.03) | 1.14 | (0.32) | 0.83 | 0.02 | 8.85 | 1.67 | 0.29 |
Diluted | $ 6.71 | $ (0.96) | $ 0.92 | $ (0.03) | $ 1.11 | $ (0.32) | $ (0.28) | $ 0.02 | $ 8.64 | $ 1.65 | $ 0.29 |
Selected Quarterly Financial108
Selected Quarterly Financial Information (Unaudited) - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | |
Selected Quarterly Financial Information Narrative Detail [Abstract] | |||||||||
Special Charge | $ 3.5 | $ 6.6 | |||||||
Unrealized gain (loss) on financial instruments | $ 23.7 | $ (44.8) | $ 13.8 | $ (5.2) | (27.9) | $ (1.5) | $ 26.5 | ||
Income tax benefit related to the U.S. tax cuts and jobs act | $ 130 | $ 130 | |||||||
Transaction-related expenses | $ 0.6 | 3.9 | 16.8 | ||||||
Accrual for legal matters | $ 6.7 | ||||||||
Compensation costs related to a change in control | $ 26.2 |
Schedule II - Valuation and 109
Schedule II - Valuation and Qualifying Accounts (Details) - Allowance for Doubtful Accounts [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Valuation And Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | $ 997 | $ 1,247 | $ 1,658 |
Additions Charged to Costs and Expenses | 198 | 508 | 171 |
Deductions, net of recoveries | 299 | (758) | (582) |
Balance at End of Period | $ 1,494 | $ 997 | $ 1,247 |