Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2022 | Jan. 31, 2023 | Jun. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2022 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 000-49728 | ||
Entity Registrant Name | JETBLUE AIRWAYS CORP | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 87-0617894 | ||
Entity Address, Address Line One | 27-01 Queens Plaza North | ||
Entity Address, City or Town | Long Island City | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 11101 | ||
City Area Code | 718 | ||
Local Phone Number | 286-7900 | ||
Title of 12(b) Security | Common Stock, $0.01 par value | ||
Trading Symbol | JBLU | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 2.7 | ||
Entity Common Stock, Shares Outstanding | 327,266,152 | ||
Documents Incorporated by Reference | Designated portions of the Registrant's Proxy Statement for its 2023 Annual Meeting of Stockholders, which is to be filed subsequent to the date hereof, are incorporated by reference into Part III of this Annual Report on Form 10-K, or the Report, to the extent described therein. | ||
Entity Central Index Key | 0001158463 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2022 | |
Auditor Information [Abstract] | |
Auditor Name | Ernst & Young LLP |
Auditor Location | New York, New York |
Auditor Firm ID | 42 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 1,042 | $ 2,018 |
Investment securities | 350 | 824 |
Receivables, less allowance (2022 - $4; 2021 - $3) | 317 | 207 |
Inventories, less allowance (2022 - $29; 2021 - $24) | 87 | 74 |
Prepaid expenses and other | 120 | 122 |
Total current assets | 1,916 | 3,245 |
PROPERTY AND EQUIPMENT | ||
Flight equipment | 11,727 | 11,161 |
Pre-delivery deposits for flight equipment | 415 | 337 |
Total flight equipment and pre-delivery deposits, gross | 12,142 | 11,498 |
Less accumulated depreciation | 3,578 | 3,227 |
Total flight equipment and pre-delivery deposits, net | 8,564 | 8,271 |
Other property and equipment, gross | 1,314 | 1,205 |
Less accumulated depreciation | 731 | 662 |
Total other property and equipment, net | 583 | 543 |
Total property and equipment, net | 9,147 | 8,814 |
OPERATING LEASE ASSETS | 660 | 729 |
OTHER ASSETS | ||
Investment securities | 172 | 39 |
Restricted cash | 146 | 59 |
Intangible assets, net of accumulated amortization of $455 and $405, at 2022 and 2021, respectively. | 298 | 299 |
Other | 706 | 457 |
Total other assets | 1,322 | 854 |
TOTAL ASSETS | 13,045 | 13,642 |
CURRENT LIABILITIES | ||
Accounts payable | 532 | 499 |
Air traffic liability | 1,581 | 1,618 |
Accrued salaries, wages and benefits | 498 | 480 |
Other accrued liabilities | 486 | 359 |
Current operating lease liabilities | 97 | 106 |
Current maturities of long-term debt and finance lease obligations | 554 | 355 |
Total current liabilities | 3,748 | 3,417 |
LONG-TERM DEBT AND FINANCE LEASE OBLIGATIONS | 3,093 | 3,651 |
LONG-TERM OPERATING LEASE LIABILITIES | 639 | 690 |
DEFERRED TAXES AND OTHER LIABILITIES | ||
Deferred income taxes | 770 | 843 |
Air traffic liability - non-current | 738 | 640 |
Other | 494 | 552 |
Total deferred taxes and other liabilities | 2,002 | 2,035 |
COMMITMENTS AND CONTINGENCIES (Notes 10 & 11) | ||
STOCKHOLDERS’ EQUITY | ||
Preferred stock, $0.01 par value; 25 shares authorized, none issued | 0 | 0 |
Common stock, $0.01 par value; 900 shares authorized, 486 and 478 shares issued and 327 and 320 shares outstanding at 2022 and 2021, respectively | 5 | 5 |
Treasury stock, at cost; 159 and 158 shares at 2022 and 2021, respectively | (1,995) | (1,989) |
Additional paid-in capital | 3,129 | 3,047 |
Retained earnings | 2,424 | 2,786 |
Accumulated other comprehensive income | 0 | 0 |
Total stockholders’ equity | 3,563 | 3,849 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 13,045 | $ 13,642 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Allowance for receivables | $ 4 | $ 3 |
Allowance for inventories | 29 | 24 |
Accumulated amortization | $ 455 | $ 405 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock, shares Issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 900,000,000 | 900,000,000 |
Common stock shares issued (in shares) | 486,000,000 | 478,000,000 |
Common stock, shares outstanding (in shares) | 327,000,000 | 320,000,000 |
Treasury stock, shares (in shares) | 158,900,000 | 158,000,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
OPERATING REVENUES | |||
Total revenue | $ 9,158 | $ 6,037 | $ 2,957 |
OPERATING EXPENSES | |||
Aircraft fuel and related taxes | 3,105 | 1,436 | 631 |
Salaries, wages and benefits | 2,747 | 2,358 | 2,032 |
Landing fees and other rents | 544 | 628 | 358 |
Depreciation and amortization | 585 | 540 | 535 |
Aircraft rent | 114 | 99 | 85 |
Sales and marketing | 289 | 183 | 110 |
Maintenance, materials and repairs | 591 | 626 | 441 |
Special Items | 113 | (833) | (283) |
Other operating expenses | 1,368 | 1,080 | 762 |
Total operating expenses | 9,456 | 6,117 | 4,671 |
OPERATING LOSS | (298) | (80) | (1,714) |
OTHER (EXPENSE) INCOME | |||
Interest expense | (166) | (192) | (179) |
Interest income | 39 | 17 | 23 |
(Loss) gain on equity investments, net | (9) | 47 | 0 |
Other | (3) | (55) | (23) |
Total other expense | (139) | (183) | (179) |
LOSS BEFORE INCOME TAXES | (437) | (263) | (1,893) |
Income tax benefit | (75) | (81) | (539) |
NET LOSS | $ (362) | $ (182) | $ (1,354) |
LOSS PER COMMON SHARE | |||
Basic (in dollars per share) | $ (1.12) | $ (0.57) | $ (4.88) |
Diluted (in dollars per share) | $ (1.12) | $ (0.57) | $ (4.88) |
Passenger | |||
OPERATING REVENUES | |||
Total revenue | $ 8,586 | $ 5,609 | $ 2,733 |
Other | |||
OPERATING REVENUES | |||
Total revenue | $ 572 | $ 428 | $ 224 |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Loss - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | |||
NET LOSS | $ (362) | $ (182) | $ (1,354) |
Changes in fair value of available-for-sale investment securities and derivative instruments, net of reclassifications into earnings, net of taxes of $0, $0, and $0 in 2022, 2021, and 2020, respectively | 0 | 0 | (2) |
Total other comprehensive loss | 0 | 0 | (2) |
COMPREHENSIVE LOSS | $ (362) | $ (182) | $ (1,356) |
Consolidated Statement of Com_2
Consolidated Statement of Comprehensive Loss (Parentheticals) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | |||
Other comprehensive income (loss), tax | $ 0 | $ 0 | $ 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net loss | $ (362) | $ (182) | $ (1,354) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Deferred income taxes | (73) | (88) | (329) |
Special items - fleet transition | 52 | 0 | 273 |
Depreciation and amortization | 585 | 540 | 535 |
Stock-based compensation | 30 | 28 | 28 |
Losses on sale-leaseback transactions | 0 | 0 | 106 |
Losses on debt extinguishments | 0 | 50 | 9 |
Unrealized (gains) losses on investments | 12 | (49) | 2 |
Changes in certain operating assets and liabilities: | |||
(Increase) decrease in receivables | (111) | (46) | 144 |
Decrease in inventories, prepaid and other | 201 | 138 | 52 |
Increase in air traffic liability | 30 | 447 | 66 |
Increase (decrease) in accounts payable and other accrued liabilities | 26 | 806 | (255) |
Other, net | (11) | (2) | 40 |
Net cash provided by (used in) operating activities | 379 | 1,642 | (683) |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Capital expenditures | (767) | (907) | (715) |
Pre-delivery deposits for flight equipment | (156) | (88) | (76) |
Purchase of held-to-maturity investments | (142) | (37) | 0 |
Proceeds from the maturities of held-to-maturity investments | 2 | 0 | 21 |
Purchase of available-for-sale securities | (473) | (1,577) | (1,962) |
Proceeds from the sale of available-for-sale securities | 934 | 1,910 | 1,174 |
Proceeds from sale-leaseback transactions | 0 | 0 | 209 |
Payment for Spirit Airlines Acquisition | (297) | 0 | 0 |
Other, net | (9) | (5) | 0 |
Net cash used in investing activities | (908) | (704) | (1,349) |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from issuance of long-term debt | 0 | 1,010 | 2,541 |
Proceeds from short-term borrowings | 0 | 0 | 981 |
Proceeds from sale-leaseback transactions | 0 | 0 | 354 |
Proceeds from issuance of common stock | 52 | 46 | 619 |
Proceeds from issuance of stock warrants | 0 | 14 | 28 |
Repayment of long-term debt and finance lease obligations | (369) | (1,892) | (372) |
Repayment of short-term borrowings | 0 | 0 | (1,000) |
Acquisition of treasury stock | (6) | (8) | (167) |
Other, net | (37) | 0 | (1) |
Net cash (used in) provided by financing activities | (360) | (830) | 2,983 |
(DECREASE) INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (889) | 108 | 951 |
Cash, cash equivalents and restricted cash at beginning of period | 2,077 | 1,969 | 1,018 |
Cash, cash equivalents, and restricted cash at end of period | 1,188 | 2,077 | 1,969 |
SUPPLEMENTAL CASH FLOW INFORMATION | |||
Cash payments for interest | 124 | 180 | 139 |
Cash payments (refunds) for income taxes, net | (45) | 3 | 5 |
NON-CASH TRANSACTIONS | |||
Operating lease assets obtained in exchange for operating lease liabilities | 31 | 46 | 144 |
Cash and cash equivalents | 1,042 | 2,018 | 1,918 |
Restricted cash | 146 | 59 | 51 |
Total cash, cash equivalents and restricted cash | $ 1,188 | $ 2,077 | $ 1,969 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Millions, $ in Millions | Total | Common Stock | Treasury Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) |
Beginning balance (in shares) at Dec. 31, 2019 | 427 | |||||
Beginning balance at Dec. 31, 2019 | $ 4,799 | $ 4 | $ (1,782) | $ 2,253 | $ 4,322 | $ 2 |
Beginning balance (in shares) at Dec. 31, 2019 | 145 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | (1,354) | (1,354) | ||||
Other comprehensive (loss) | (2) | (2) | ||||
Vesting of restricted stock units (in shares) | 1 | |||||
Vesting of restricted stock units | (7) | $ (7) | ||||
Stock compensation expense | 28 | 28 | ||||
Stock issued under crewmember stock purchase plan (in shares) | 4 | |||||
Shares issued under Crewmember Stock Purchase Plan | 35 | 35 | ||||
Shares repurchased (in shares) | 13 | |||||
Shares repurchased | (160) | $ (192) | 32 | |||
Warrants issued under federal support programs | $ 28 | 28 | ||||
Shares issued under common stock offering (in shares) | 42 | |||||
Shares issued under common stock offering | $ 584 | $ 1 | 583 | |||
Ending balance (in shares) at Dec. 31, 2020 | 474 | |||||
Ending balance at Dec. 31, 2020 | 3,951 | $ 5 | $ (1,981) | 2,959 | 2,968 | 0 |
Ending balance (in shares) at Dec. 31, 2020 | 158 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | (182) | (182) | ||||
Vesting of restricted stock units (in shares) | 1 | |||||
Vesting of restricted stock units | (8) | $ (8) | ||||
Stock compensation expense | 28 | 28 | ||||
Stock issued under crewmember stock purchase plan (in shares) | 3 | |||||
Shares issued under Crewmember Stock Purchase Plan | 46 | 46 | ||||
Warrants issued under federal support programs | $ 14 | 14 | ||||
Ending balance (in shares) at Dec. 31, 2021 | 320 | 478 | ||||
Ending balance at Dec. 31, 2021 | $ 3,849 | $ 5 | $ (1,989) | 3,047 | 2,786 | 0 |
Ending balance (in shares) at Dec. 31, 2021 | 158 | 158 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | $ (362) | (362) | ||||
Vesting of restricted stock units (in shares) | 1 | 1 | ||||
Vesting of restricted stock units | (6) | $ (6) | ||||
Stock compensation expense | 30 | 30 | ||||
Stock issued under crewmember stock purchase plan (in shares) | 7 | |||||
Shares issued under Crewmember Stock Purchase Plan | $ 52 | 52 | ||||
Ending balance (in shares) at Dec. 31, 2022 | 327 | 486 | ||||
Ending balance at Dec. 31, 2022 | $ 3,563 | $ 5 | $ (1,995) | $ 3,129 | $ 2,424 | $ 0 |
Ending balance (in shares) at Dec. 31, 2022 | 158.9 | 159 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation JetBlue provides air transportation services across the United States, the Caribbean, Latin America, Canada, and England. Our consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States, or GAAP, and include the accounts of JetBlue and our subsidiaries. All majority-owned subsidiaries are consolidated with all intercompany transactions and balances being eliminated. We have reclassified certain prior period amounts to conform to the current period presentation. Unless otherwise noted, all amounts disclosed are stated before consideration of income taxes. Use of Estimates The preparation of our consolidated financial statements and accompanying notes in conformity with GAAP requires us to make certain estimates and assumptions. Actual results could differ from those estimates. Fair Value The Fair Value Measurements and Disclosures topic of the Financial Accounting Standards Board (the “FASB”) Accounting Standards Codification ® (“ASC” or the “Codification”) establishes a framework for measuring fair value and requires enhanced disclosures about fair value measurements. This topic clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. The topic also requires disclosure about how fair value is determined for assets and liabilities and establishes a hierarchy for which these assets and liabilities must be grouped, based on significant levels of in puts. Refer to Note 13 to our consolidated financial statements for more information. Cash and Cash Equivalents Our cash and cash equivalents include short-term, highly liquid investments which are readily convertible into cash. These investments include money market securities, commercial paper, and time deposits with maturities of three months or less when purchased. Restricted Cash Restricted cash pri marily consists of funds held in escrow for estimated workers’ compensation obligations and other letters of credit. In November 2022, we partnered with JFK Millennium Partner LLC (“JMP”) to finance, develop, and operate New York-John F Kennedy ("JFK") Terminal 6 to facilitate convenient access and optimize traffic flow for our passengers. In exchange of this partnership, we committed a letter of credit of $65 million for 5% ownership in JMP Holdings, LLC. This amount is included in restricted cash on our consolidated balance sheet. Accounts Receivable Accounts receivable are carried at cost. They primarily consist of amounts due from credit card companies associated with sales of tickets for future travel as well as amounts due from our co-branded credit card partners. We estimate an allowance for doubtful accounts based on known troubled accounts, if any, and historical experience of losses incurred, as well as current and expected conditions. Investment in Debt Securities Investment in debt securities consist of available-for-sale investment securities and held-to-maturity investment securities. When sold, we use a specific identification method to determine the cost of the securities. Available-for-sale investment securities Our available-for-sale investment securities include highly liquid investments such as time deposits, commercial paper, and convertible debt securities which are stated at fair value and included in investments securities on the consolidated balance sheet. We recognized a net unrealized loss of $1 million in accumulated other comprehensive income (loss) on the consolidated balance sheet as of December 31, 2022. We recognized an immaterial net unrealized loss for the same period ended December 31, 2021. Held-to-maturity investment securities Our held-to-maturity investments consist of investment-grade interest bearing instruments, such as corporate bonds and U.S. Treasury notes, which are stated at amortized cost. We do not intend to sell these investment securities. Those with maturities less than twelve months are included in investment securities in the current assets section of our consolidated balance sheets. Those with remaining maturities in excess of twelve months are included in investment securities in the other assets section of our consolidated balance sheets. We did not record any material gains or losses on these securities during the years ended December 31, 2022, 2021, or 2020. The estimated fair value of these investments approximated their carrying value as of December 31, 2022 and 2021. The carrying values of investments in debt securities consisted of the following at December 31, 2022 and 2021 (in millions): December 31, 2022 December 31, 2021 Available-for-sale securities Time deposits $ 285 $ 790 Commercial paper 39 2 Debt securities 13 8 Total available-for-sale securities 337 800 Held-to-maturity securities Corporate bonds 177 37 Total held-to-maturity securities 177 37 Total investment in debt securities $ 514 $ 837 Investment in Equity Securities Equity method investments Investments in which we can exercise significant influence are accounted for using the equity method in accordance with Topic 323, Investments - Equity Method and Joint Ventures of the Codification. The carrying amount of our equity method investments, which is recorded within other assets on our consolidated balance sheets, was $38 million and $32 million as of December 31, 2022 and 2021, respectively. We recognized a net unrealized loss of $2 million, $2 million, and $4 million for the years ending December 31, 2022, 2021, and 2020 in other income on our consolidated statement of operations. Other Investments Our equity investment securities include investments in common stocks of publicly traded companies which are stated at fair value. The carrying amount of our equity investment securities, which are recorded within investment securities in the Current Assets section of our consolidated balance sheet, was $8 million and $26 million as of December 31, 2022 and 2021, respectively. We recognized a net unrealized loss of $12 million and $10 million in other income on our consolidated statement of operations for the year ending December 31, 2022 and 2021 respectively. We also recognized a net realized gain of $1 million on in other income on our consolidated statement of operations for the year ending December 31, 2022. We did not recognize any realized gains or losses during the same period ending December 31, 2021 or 2020. Our wholly-owned subsidiary, JBV, has equity investments in emerging companies which do not have readily determinable fair values. In accordance with Topic 321, Investments - Equity Securities of the Codification, we account for these investments using a measurement alternative which allows entities to measure these investments at cost, less any impairment, adjusted for changes from observable price changes in orderly transactions for identifiable or similar investments of the same issuer. The carrying amount of these investments, which is included within other assets on our consolidated balance sheet, was $83 million and $72 million as of December 31, 2022 and 2021 respectively. We recognized an impairment loss of $2 million in (Loss) gain on equity investments, net on the consolidated statement of operations for the year ended December 31, 2022, a gain of $37 million during the same period ending December 31, 2021, and an impairment loss of $2 million during the same period ending December 31, 2020. We have an approximate 10% ownership interest in the TWA Flight Center Hotel at John F. Kennedy International Airport, and it is also accounted for under the measurement alternative in other assets section of the consolidated balance sheet. The carrying amount of this investment was $14 million as of December 31, 2022 and 2021. Derivative Instruments Our derivative instruments include fuel hedge contracts, such as jet fuel call options and call option spreads, which are stated at fair value, net of any collateral postings. Derivative instruments are included in other current assets on our consolidated balance sheets. Refer to Note 12 to our consolidated financial statements for more information. Inventories Inventories consist of expendable aircraft spare parts and supplies that are stated at average cost, as well as aircraft fuel that is accounted for on a first-in, first-out basis. These items are expensed when used or consumed. An allowance for obsolescence on aircraft spare parts and supplies is provided over the remaining useful life of the related aircraft fleet. Property and Equipment We record our property and equipment at cost and depreciate these assets on a straight-line basis over their estimated useful lives to their estimated residual values. We capitalize additions, modifications enhancing the operating performance of our assets, as well as the interest related to pre-delivery deposits used to acquire new aircraft and the construction of our facilities. Estimated useful lives and residual values for our property and equipment are as follows: Property and Equipment Type Estimated Useful Life Residual Value Aircraft 1 25 years 20 % Inflight entertainment systems 5-10 years 0 % Aircraft parts Fleet life 10 % Flight equipment leasehold improvements Lower of lease term or economic life 0 % Ground property and equipment 2-10 years 0 % Leasehold improvements—other Lower of lease term or economic life 0 % Buildings on leased land Lease term 0 % (1) The estimated remaining useful life of our Embraer E190 fleet ranges from 0-2 years with an average residual value of 12%. Property under finance leases is initially recorded at an amount equal to the present value of future minimum lease payments which is computed on the basis of our incremental borrowing rate or, when known, the interest rate implicit in the lease. Amortization of property under finance leases is on a straight-line basis over the expected useful life to their estimated residual values and is included in depreciation and amortization expense. We record impairment losses on long-lived assets used in operations when events and circumstances indicate the assets may be impaired and the undiscounted future cash flows estimated to be generated by the assets are less than the assets’ net book value. If impairment occurs, the loss is measured by comparing the fair value of the asset to its carrying amount. Software We capitalize certain costs related to the acquisition and development of computer software. We amortize these costs using the straight-line method over the estimated useful life of the software, which is generally five years. The net book value of computer software, which is included in intangible assets on our consolidated balance sheets, was $123 million and $144 million as of December 31, 2022 and 2021, respectively. Amortization expense related to computer software was $51 million, $45 million, and $44 million for the years ended December 31, 2022, 2021, and 2020 , respectively. As of December 31, 2022, amortization expense related to computer software is expected to be approximately $48 million in 2023, $37 million in 2024, $23 million in 2025, $12 million in 2026, and $3 million in 2027. Indefinite-Lived Intangible Assets Our indefinite-lived intangible assets consist primarily of acquired Slots at certain High Density Airports which result in no amortization expense. Slots are the rights to take-off or land at a specific airport during a specific time period of the day and are a means by which airport capacity and congestion can be managed. We evaluate our indefinite-lived intangible assets for impairment at least annually or when events and circumstances indicate they may be impaired. Indicators include operating or cash flow losses as well as various market factors to determine if events and circumstances could reasonably have affected the fair value. As of December 31, 2022 and 2021, our indefinite-lived intangible assets, which are included in intangible assets on our consolidated balance sheets, were $139 million . We performed an impairment assessment as of December 31, 2022 and determined our indefinite-lived intangible assets were not impaired. Passenger Revenue Ticket sales and the fees collected for related ancillary services are initially deferred in air traffic liability. Air traffic liability represents tickets sold but not yet flown, credits which can be used for future travel, and a portion of the liability related to our TrueBlue ® loyalty program. We allocate the transaction price to each performance obligation identified in a passenger ticket on a relative standalone basis. Passenger revenue, including certain ancillary fees directly related to passenger tickets, is recognized when the transportation is provided. Taxes that we are required to collect from our customers, including foreign and U.S. federal transportation taxes, security taxes, and airport facility charges, are excluded from passenger revenue. Those taxes and fees are recorded as a liability upon collection and are relieved from the liability upon remittance to the applicable governmental agency. The majority of the tickets sold are non-refundable. Non-refundable fares may be canceled prior to the scheduled departure date for a credit for future travel. Refundable fares may be canceled at any time prior to the scheduled departure date. Failure to cancel a refundable fare prior to departure will result in the cancellation of the original ticket and an issuance of a credit for future travel. Passenger credits can be used for future travel up to a year from the date of issuance. Passenger breakage revenue from unused tickets and passenger credits will be recognized in proportion to flown revenue based on estimates of expected expiration when the likelihood of the customer exercising his or her remaining rights becomes remote. Breakage revenue consists of tickets that remain unused past the departure date, have continued validity, and are expected to ultimately expire unused, as well as passenger credits that are not expected to be redeemed prior to expiration. JetBlue uses estimates based on historical experience of expired tickets and credits and considers other factors that could impact future expiration patterns of tickets and credits. Tickets which do not have continued validity past the departure date are recognized as revenue after the scheduled departure date has lapsed. Passenger ticket costs primarily include credit card fees, commissions paid, and global distribution systems booking fees. Costs are allocated entirely to the purchased travel services and are capitalized until recognized when travel services are provided to the customer. In response to the impact of COVID-19 on air travel, in 2020, we extended the expiration dates for travel credits issued from February 27, 2020 through June 30, 2020 to a 24-month period. In January 2022, in response to the surge in COVID-19 cases and flight cancellations in late 2021, we further extended the expiration dates for travel credits with an original expiration date between February 1, 2020 through September 29, 2022 to September 30, 2022. All credits extended due to COVID-19 have expired as of December 31, 2022. Loyalty Program Customers may earn points under our customer loyalty program, TrueBlue ® , based on the fare paid and fare product purchased for a flight. Customers can also earn points through business partners such as credit card companies, hotels, car rental companies, and our participating airline partners. Points Earned From a Ticket Purchase. When a TrueBlue ® member travels, we recognize a portion of the fare as revenue and defer in air traffic liabilities the portion that represents the value of the points net of spoilage, or breakage. We allocate the transaction price to each performance obligation on a relative standalone basis. We determine the relative standalone selling price of TrueBlue ® points issued using the redemption value approach. To maximize the use of observable inputs, we utilize the actual ticket value of the tickets purchased with TrueBlue ® points. The liability is relieved and passenger revenue is recognized when the points are redeemed and the free travel is provided. Points Sold to TrueBlue ® Partners . Our most significant contract to sell TrueBlue ® points is with our co-branded credit card partner. Co-branded credit card partnerships have the following identified performance obligations: air transportation; use of the JetBlue brand name and access to our frequent flyer customer lists; advertising; and other airline benefits. In determining the relative standalone selling price, JetBlue considered multiple inputs, methods and assumptions, including: discounted cash flows; estimated redemption value, net of fulfillment discount; points expected to be awarded and redeemed; estimated annual spending by cardholders; estimated annual royalty for use of JetBlue's frequent flyer customer lists; and estimated utilization of other airline benefits. Payments are typically due monthly based on the volume of points sold during the period, and the terms of our contracts are generally from one Amounts allocated to the air transportation element which are initially deferred include a portion that are expected to be redeemed during the following twelve months (included within Air traffic liability), and a portion that are not expected to be redeemed during the following twelve months (included within Air traffic liability - non-current). We periodically update this analysis and adjust the split between current and non-current liabilities as appropriate. Points earned by TrueBlue ® members never expire. TrueBlue ® members can pool points between small groups of people, branded as Points Pooling™. Breakage is estimated using historical redemption patterns to determine a breakage rate. Breakage rates used to estimate breakage revenue are evaluated annually. Changes to breakage estimates impact revenue recognition prospectively. Airframe and Engine Maintenance and Repair Regular airframe maintenance for owned and leased flight equipment is charged to expense as incurred unless covered by a third-party long-term flight hour service agreement. We have separate service agreements in place covering scheduled and unscheduled repairs of certain airframe line replacement unit components as well as the engines in our fleet. Certain of these agreements require monthly payments at rates based either on the number of cycles each aircraft was operated during each month or the number of flight hours each engine was operated during each month, subject to annual escalations. These power by the hour agreements transfer certain risks, including cost risks, to the third-party service providers. They generally fix the amount we pay per flight hour or number of cycles in exchange for maintenance and repairs under a predefined maintenance program, which are representative of the time and materials that would be consumed. These costs are expensed as the related flight hours or cycles are incurred. Advertising Costs Advertising costs, which are included in sales and marketing, are expensed as incurred. Advertising expense was $59 million i n 2022, $45 million in 2021, and $45 million in 2020. Share-Based Compensation We record compensation expense for share-based awards based on the grant date fair value of those awards. Share-based compensation expense includes an estimate for pre-vesting forfeitures and is recognized over the requisite service periods of the awards on a straight-line basis. Income Taxes We account for income taxes utilizing the liability method. Deferred income taxes are recognized for the tax consequences of temporary differences between the tax and financial statement reporting bases of assets and liabilities. A valuation allowance for deferred tax assets is provided unless realization of the asset is judged by us to be more likely than not. Our policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. Recently Adopted Accounting Standards In August 2020, the FASB issued ASU 2020-06, Debt —Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity (“ASU 2020-06”). This update simplifies the accounting for certain convertible instruments by removing the separation models for convertible debt with a cash conversion feature and for convertible instruments with a beneficial conversion feature. As a result, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. Additionally, this update amends the diluted earnings per share calculation for convertible instruments by requiring the use of the if-converted method. The treasury stock method is no longer available. Entities may adopt the requirements of ASU 2020-06 using either a full or modified retrospective approach, and it is effective for interim and annual reporting periods beginning after December 15, 2021. We early adopted the requirements of ASU 2020-06 as of January 1, 2021. The adoption did not have an impact on our consolidated financial statements as we did not have any convertible instruments outstanding as of December 31, 2020. As discussed in Note 3 to our consolidated financial statements, in March 2021, we completed a private offering for $750 million of 0.50% convertible notes due 2026. The carrying value of this convertible note was included within long-term debt and finance lease obligations on our consolidated balance sheet as of December 31, 2022 and 2021. In February 2021, a Securities and Exchange Commission (“SEC”) rule intended to modernize, simplify, and enhance certain financial disclosure requirements became effective. The impact of this rule on our financial statements was not material, although several disclosures in Management's Discussion and Analysis of Financial Condition and Results of Operations were updated. The primary disclosure changes were to remove: 1) selected financial data for the preceding five years and 2) discussions compar ing 2021 and 2020 results, a nd direct readers of our Form 10-K to these disclosures included in our prior SEC filings. In November 2021, the FASB issued ASU 2021-10, Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance. This guidance requires business entities to make annual disclosures about transactions with a government (including government assistance) they account for by analogizing to a grant or contribution model. The required disclosure include the nature of the transaction, the entity's related accounting policy, the financial statement line items affected and the amounts reflected in the current period financial statements, as well as any significant terms and conditions. This guidance was effective for financial statements issued for annual periods beginning after December 15, 2021, and early adoption is permitted. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition The Company categorizes the revenue received from contracts with its customers by revenue source as we believe it best depicts the nature, amount, timing, and uncertainty of our revenue and cash flow. The following table provides the revenue recognized by revenue source for the years ended December 31, 2022, 2021, and 2020 (in millions): Twelve Months Ended December 31, 2022 2021 2020 Passenger revenue Passenger travel $ 8,078 $ 5,304 $ 2,551 Loyalty revenue - air transportation 508 305 182 Other revenue Loyalty revenue 391 306 168 Other revenue 181 122 56 Total revenue $ 9,158 $ 6,037 $ 2,957 TrueBlue ® is our customer loyalty program designed to reward and recognize our customers. TrueBlue ® points earned from ticket purchases are recorded as a reduction to Passenger travel within passenger revenue. Amounts presented in Loyalty revenue - air transportation represent the revenue recognized when TrueBlue ® points have been redeemed and the travel has occurred. Loyalty revenue within other revenue is primarily comprised of the non-air transportation elements of the sales of our TrueBlue ® points. Contract Liabilities Our contract liabilities primarily consist of ticket sales for which transportation has not yet been provided, unused credits available to customers, and outstanding loyalty points available for redemption (in millions): December 31, 2022 December 31, 2021 Air traffic liability - passenger travel $ 1,291 $ 1,323 Air traffic liability - loyalty program (air transportation) 1,000 891 Deferred revenue (1) 530 613 Total $ 2,821 $ 2,827 (1) Deferred revenue is included within other accrued liabilities and other liabilities on our consolidated balance sheets. During the years ended December 31, 2022 and 2021, we recognized passenger revenue of $1.2 billion and $589 million respectively, that was included in passenger travel liability at the beginning of the respective periods. The Company elected the practical expedient that allows entities to not disclose the amount of the remaining transaction price and its expected timing of recognition for passenger tickets if the contract has an original expected duration of one year or less or if certain other conditions are met. We elected to apply this practical expedient to our contract liabilities relating to passenger travel and ancillary services as our tickets or any related passenger credits expire generally one year from the date of issuance. TrueBlue ® points are combined in one homogeneous pool and are not separately identifiable. As such, the revenue is comprised of the points that were part of the air traffic liability balance at the beginning of the period as well as points that were issued during the period. The table below presents the activities of the current and non-current air traffic liability for our loyalty program, and includes points earned and sold to participating companies for the years ended December 31, 2022 and 2021 (in millions): Balance at December 31, 2020 $ 733 TrueBlue ® points redeemed (305) TrueBlue ® points earned and sold 463 Balance at December 31, 2021 891 TrueBlue ® points redeemed (508) TrueBlue ® points earned and sold 617 Balance at December 31, 2022 $ 1,000 The timing of our TrueBlue ® point redemptions can vary; however, the majority of our points are redeemed within approximately three years of the date of issuance. |
Long-term Debt, Short-term Borr
Long-term Debt, Short-term Borrowings and Finance Lease Obligations | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Long-term Debt, Short-term Borrowings and Finance Lease Obligations | Long-term Debt, Short-term Borrowings and Finance Lease Obligations Long-term debt and finance lease obligations and the related weighted average contractual interest rate at December 31, 2022 and 2021 consisted of the following (in millions): December 31, 2022 December 31, 2021 Secured Debt Fixed rate specialty bonds, due through 2036 $ 43 4.9 % $ 43 4.9 % Fixed rate enhanced equipment notes: 2019-1 Series AA, due through 2032 510 2.8 % 538 2.8 % 2019-1 Series A, due through 2028 159 3.0 % 168 3.0 % 2019-1 Series B, due through 2027 83 8.1 % 96 8.2 % 2020-1 Series A, due through 2032 552 4.1 % 594 4.1 % 2020-1 Series B, due through 2028 136 7.8 % 155 7.8 % Fixed rate enhanced equipment notes, due through 2023 61 4.4 % 88 4.5 % Fixed rate equipment notes, due through 2028 448 4.2 % 622 4.2 % Floating rate equipment notes, due through 2028 56 6.9 % 103 2.7 % 2020 aircraft sale-leaseback transactions, due through 2024 341 7.3 % 347 7.4 % Finance Leases 2 6.1 % 3 6.1 % Unsecured Debt Unsecured CARES Act Payroll Support Program loan, due through 2030 259 2.0 % 259 2.0 % Unsecured Consolidated Appropriations Act Payroll Support Program Extension loan, due through 2031 144 2.0 % 144 2.0 % Unsecured American Rescue Plan Act of 2021 Payroll Support loan, due through 2031 132 2.0 % 132 2.0 % 0.50% convertible senior notes, due through 2026 750 0.5 % 750 0.5 % Total debt and finance lease obligations $ 3,676 $ 4,042 Less: Debt acquisition cost (29) (36) Less: Current maturities (554) (355) Long-term debt and finance lease obligations $ 3,093 $ 3,651 Fixed Rate Specialty Bonds In November 2005, the Greater Orlando Aviation Authority, or GOAA, issued special purpose airport facilities revenue bonds to JetBlue as reimbursement for certain airport facility construction and other costs. In April 2013, GOAA issued $42 million in special purpose airport facility revenue bonds to refund the bonds issued in 2005. The proceeds from the refunded bonds were loaned to us and we recorded the issuance of $43 million, net of $1 million premium, as long-term debt on our consolidated balance sheets. Fixed Rate Enhanced Equipment Notes 2019-1 Equipment Notes In November 2019, we completed a public placement of equipment notes in an aggregate principal amount of $772 million secured by 25 Airbus A321 aircraft. The equipment notes were issued in two series: (i) Series AA, bearing interest at the rate of 2.75% per annum in the aggregate principal amount equal to $589 million, and (ii) Series A, bearing interest at the rate of 2.95% per annum in the aggregate principal amount equal to $183 million. Principal and interest are payable semi-annually. In August 2020, we completed a public placement of equipment notes in an aggregate principal amount of $115 million bearing interest at a rate of 8.00% per annum. These equipment notes are secured by 25 Airbus A321 aircraft, which were included in the collateral pool of our 2019-1 Series AA and Series A offerings completed in November 2019. Principal and interest are payable semi-annually. 2020-1 Equipment Notes In August 2020, we completed a public placement of equipment notes in an aggregate principal amount of $808 million secured by 24 Airbus A321 aircraft. The equipment notes were issued in two series: (i) Series A, bearing interest at the rate of 4.00% per annum in the aggregate principal amount equal to $636 million, and (ii) Series B, bearing interest at the rate of 7.75% per annum in the aggregate principal amount equal to $172 million. Principal and interest are payable semi-annually. Fixed Rate Enhanced Equipment Notes, Due Through 2023 In March 2014, we completed a private placement of $226 million in pass-through certificates, Series 2013-1. The certificates were issued by a pass-through trust and are not obligations of JetBlue. The proceeds from the issuance of the pass-through certificates were used to purchase equipment notes issued by JetBlue and secured by 14 of our aircraft. Principal and interest are payable semi-annually. Fixed Rate Equipment Notes, Due Through 2028 In 2019, we issued $219 million in fixed rate equipment notes due through 2027, which are secured by 10 Airbus A320 aircraft and two Airbus A321 aircraft. In 2018, we issued $567 million in fixed rate equipment notes due through 2028, which are secured by 14 Airbus A320 aircraft and 10 Airbus A321 aircraft. During the fourth quarter of 2022, we prepaid approximately $11 million of debt on fixed rate equipment notes, thus five E190 aircraft became unencumbered. Floating Rate Equipment Notes, Due Through 2028 In 2018, we issued $120 million in floating rate equipment notes due through 2028, which are secured by six Airbus A320 aircraft and one Airbus A321 aircraft. Interest rates adjust quarterly or semi-annually based on LIBOR, plus a margin. By the end of June 2023, all floating rate notes that are affected by LIBOR will have to transition to a LIBOR alternative. Federal Payroll Support Programs As a result of the adverse economic impact of COVID-19, in 2020 and 2021 we received assistance under various payroll support programs provided by the federal government. CARES Act – Payroll Support Program On March 27, 2020, Congress passed the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). Under the CARES Act, assistance was made available to the aviation industry in the form of direct payroll support (the “Payroll Support Program”) and secured loans (the “Loan Program”). On April 23, 2020, we entered into a Payroll Support Program Agreement (the “PSP Agreement”) under the CARES Act with the United States Department of the Treasury (“Treasury”) governing our participation in the Payroll Support Program. Under the Payroll Support Program, Treasury provided us with a total of approximately $963 million (the “Payroll Support Payments”) consisting of $704 million in grants and $259 million in unsecured term loans. The loans have a 10-year term and bear interest on the principal amount outstanding at an annual rate of 1.00% until April 23, 2025, and the applicable Secured Overnight Financing Rate (“SOFR”) plus 2.00% thereafter until April 23, 2030. The principal amount may be repaid at any time prior to maturity at par. As part of the agreement, JetBlue issued to Treasury warrants to acquire more than 2.7 million shares of our common stock under the program at an exercise price of $9.50 per share. Consolidated Appropriations Act – Payroll Support Program 2 On January 15, 2021, we entered into a Payroll Support Program Extension Agreement (the “PSP Extension Agreement”) with Treasury governing our participation in the federal Payroll Support Program for passenger air carriers under the United States Consolidated Appropriations Act, 2021 (the “Payroll Support Program 2”). Treasury provided us with a total of approximately $580 million (the “Payroll Support 2 Payments”) under the program, consisting of $436 million in grants and $144 million in unsecured term loans, with funding received on January 15, 2021, March 5, 2021 and April 29, 2021. The loans have a 10-year term and bear interest on the principal amount outstanding at an annual rate of 1.00% until January 15, 2026, and the applicable SOFR plus 2.00% thereafter until January 15, 2031. In consideration for the Payroll Support 2 Payments, we issued warrants to purchase approximately 1.0 million shares of our common stock to Treasury at an exercise price of $14.43 per share. American Rescue Plan Act – Payroll Support Program 3 On May 6, 2021, we entered into a Payroll Support 3 Agreement (the “PSP3 Agreement”) with Treasury governing our participation in the federal payroll support program for passenger air carriers under Section 7301 of the American Rescue Plan Act of 2021 (the “Payroll Support Program 3”). Treasury provided us with a total of approximately $541 million (the “Payroll Support 3 Payments”) under the program, consisting of $409 million in grants and $132 million in unsecured term loans. The loans have a 10-year term and bear interest on the principal amount outstanding at an annual rate of 1.00% until May 6, 2026, and the applicable SOFR plus 2.00% thereafter until May 6, 2031. In consideration for the Payroll Support 3 Payments, we issued warrants to purchase approximately 0.7 million shares of our common stock to Treasury at an exercise price of $19.90 per share. The warrants associated with each of the payroll support programs described above will expire 5 years after issuance and will be exercisable either through net cash settlement or net share settlement, at our option, in whole or in part at any time. The carrying values relating to the payroll support grants were recorded within other accrued liabilities and were recognized as a contra-expense within special items on our consolidated statements of operations as the funds were utilized. The relative fair value of the warrants were recorded within additional paid-in capital and reduced the total carrying value of the grants. Proceeds from the payroll support grants and from the issuance of payroll support warrants were classified within operating activities and financing activities, respectively, on our consolidated statements of cash flows. Our funding from all payroll support grants were fully util ized as of December 31, 2021. The carrying values relating to the unsecured payroll support loans were recorded within long-term debt and finance lease obligations on our consolidated balance sheets. The proceeds from the loans were classified as financing activities on our consolidated statement of cash flows. 2020 Aircraft Sale-Leaseback Transactions In 2020, we executed $563 million of aircraft sale-leaseback transactions. Of these transactions, $354 million did not qualify as sales for accounting purpose. The assets associated with these transactions remain on our consolidated balance sheets within property and equipment and the related liabilities under the lease are classified within debt and finance leases obligations. These transactions are treated as cash from financing activities on our consolidated statements of cash flows. The remaining $209 million of sale-leaseback transactions qualified as sales and generated a loss of $106 million. The assets associated with these transactions which qualified as sales are recorded within operating lease assets. The liabilities are recorded within current operating lease liabilities and long-term operating lease liabilities on our consolidated balance sheets. These transactions are treated as cash from investing activities on our consolidated statements of cash flows. We did not execute any aircraft sale-leaseback transactions in 2021 or 2022. Finance Leases As of December 31, 2022, various computer equipment under finance leases were included in property and equipment at a cost of $3 million with accumulated amortization of $1 million. The future minimum lease payments under these non-cancelable leases a re $2 million in 2023, and no pa yments in the years thereafter. As of December 31, 2021, various computer equipment under finance leases were included in property and equipment at a cost of $4 million with accumulated amortization of $1 million. The future minimum lease payments under these non-cancelable leases are $1 million in 2022, $2 million in 2023, and no payments in the years thereafter. 0.50% Convertible Senior Notes, Due Through 2026 In March 2021, we completed a private offering for $750 million of 0.50% convertible notes due 2026. The notes are general senior unsecured obligations and will rank equal in right of payment with all of our existing and future senior unsecured indebtedness and senior in right of payment to our existing and future subordinated debt. The notes will effectively rank junior in right of payment to any of our existing and future secured indebtedness to the extent of the value of the assets securing such indebtedness and are structurally subordinated to all of our indebtedness and other liabilities. The net proceeds from this offering were approximately $734 million. Holders of the notes may convert them into shares of our common stock prior to January 1, 2026 only under certain circumstances (such as upon the satisfaction of the sale price condition, the satisfaction of the trading price condition, notice of redemption, or specified corporate events) and thereafter at any time at a rate of 38.5802 shares of common stock per $1,000 principal amount of notes, which corresponds to an initial conversion price of approximately $25.92 per share. The conversion rate is subject to adjustment upon the occurrence of certain specified events, including, but not limited to, the issuance of certain stock dividends on common stock, the issuance of certain rights or warrants, subdivisions, combinations, distributions of capital stock, indebtedness or assets, cash dividends, and certain issuer tender or exchange offers. Upon conversion, the notes will be settled in cash up to the aggregate principal amount of the notes to be converted and, at our election, in shares of our common stock, cash or a combination of cash and shares of our common stock in respect of the remainder, if any, of our conversion obligation. We are not required to redeem or retire the notes periodically. We may, at our option, redeem any of the notes for cash at a redemption price of 100% of their principal amount, plus accrued and unpaid interest at any time on or after April 1, 2024 if the last reported sale price of our common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which we provide notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which we provide a notice of redemption to the holders. As discussed in Note 1 to our consolidated financial statements, we early adopted the provisions of ASU 2020-06. Accordingly, we evaluated the conversion feature of this note offering for embedded derivatives in accordance with ASC 815, Derivatives and Hedging , and the substantial premium model in accordance with ASC 470, Debt . Based on our assessment, separate accounting for the conversion feature of this note offering is not required. Interest expense recognized in 2022 was $7 million, of which, $3 million was related to the amortization of debt acquisition costs. Interest expense recognized in 2021 was $6 million, of which, $3 million was related to the amortization of debt issuance costs. General Debt Matters We recognized an immaterial expense resulting from debt payoffs in 2022 and a $50 million debt extinguishment expense in 2021. These expenses were included within other expense on our consolidated statements of operations. As of December 31, 2022, we believe we were in compliance with all of our covenants in relation to our debt and lease agreements. Maturities of our debt and finance leases, net of debt acquisition costs, for the next five years are as follows (in millions): Maturities 2023 $ 547 2024 330 2025 192 2026 929 2027 174 Thereafter 1,475 Aircraft, engines, intangible assets and other equipment and facilit ies having a net book value of $6.2 billion at December 31, 2022 were pledged or committed to be pledged as security under various financing arrangements. Cash payments for interest related to debt and finance lease obligations aggrega ted to $124 million, $180 million, and $139 million in 2022, 2021, and 2020, respectively. The carrying amounts and estimated fair values of our long-term debt, net of debt acquisition costs, at December 31, 2022 and 2021 were as follows (in millions): December 31, 2022 December 31, 2021 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Public Debt Fixed rate special facility bonds, due through 2036 $ 42 $ 43 $ 42 $ 45 Fixed rate enhanced equipment notes: 2019-1 Series AA, due through 2032 504 345 532 442 2019-1 Series A, due through 2028 157 124 166 150 2019-1 Series B, due through 2027 82 87 94 121 2020-1 Series A, due through 2032 546 457 587 634 2020-1 Series B, due through 2028 135 142 153 199 Non-Public Debt Fixed rate enhanced equipment notes, due through 2023 61 60 88 88 Fixed rate equipment notes, due through 2028 447 422 620 706 Floating rate equipment notes, due through 2028 56 49 103 99 Unsecured CARES Act Payroll Support Program loan, due through 2030 259 126 259 219 2020 sale-leaseback transactions, due through 2024 341 329 347 374 Unsecured Consolidated Appropriations Act Payroll Support Program Extension loan, due through 2031 144 68 144 121 Unsecured American Rescue Plan Act of 2021 Payroll Support loan, due through 2031 132 62 132 111 0.50% convertible senior notes, due through 2026 739 534 736 673 Total (1) $ 3,645 $ 2,848 $ 4,003 $ 3,982 (1) Total excludes finance lease obligations of $2 million and $3 million at December 31, 2022 and 2021, respectively. The estimated fair values of our publicly held long-term debt are classified as Level 2 in the fair value hierarchy. The fair values of our non-public debt are estimated using a discounted cash flow analysis based on our borrowing rates for instruments with similar terms and therefore classified as Level 3 in the fair value hierarchy. The fair values of our other financial instruments approximate their carrying values. Refer to Note 13 to our consolidated financial statements for an explanation of the fair value hierarchy structure. We have financed certain aircraft with Enhanced Equipment Trust Certificates , or EETCs. One of the benefits of this structure is being able to finance several aircraft at one time, rather than individually. The structure of EETC financing is that we create pass-through trusts in order to issue pass-through certificates. The proceeds from the issuance of these certificates are then used to purchase equipment notes which are issued by us and are secured by our aircraft. These trusts meet the definition of a variable interest entity, or VIE, as defined in the Consolidations topic of the Codification, and must be considered for consolidation in our financial statements. Our assessment of our EETCs considers both quantitative and qualitative factors including the purpose for which these trusts were established and the nature of the risks in each. The main purpose of the trust structure is to enhance the credit worthiness of our debt obligation through certain bankruptcy protection provisions and liquidity facilities, and also to lower our total borrowing cost. We concluded that we are not the primary beneficiary in these trusts because our involvement in them is limited to principal and interest payments on the related notes, the trusts were not set up to pass along variability created by credit risk to us and the likelihood of our defaulting on the notes. Therefore, we have not consolidated these trusts in our financial statements. Short-term Borrowings Morgan Stanley Line of Credit We have a revolving line of credit with Morgan Stanley for up to approximately $200 million. This line of credit is secured by a portion of our investment securities held by Morgan Stanley and the amount available to us under this line of credit may vary accordingly. This line of credit bears interest at a floating rate based upon LIBOR, plus a margin. As of and for the years ended December 31, 2022 and 2021, we did not have a balance outstanding or borrowings under this line of credit. Citibank Line of Credit On October 21, 2022, JetBlue entered into the Second Amended and Restated Credit and Guaranty Agreement (the “Second Amended and Restated Facility”), amending and restating the Company's existing $550 million credit facility. The Second Amended and Restated Facility is among JetBlue, Citibank N.A., as administrative agent and the lenders party thereto. The Second Amended and Restated Facility modifies the existing credit facility to, among other things, (i) increase the lending commitments by $50 million, for total lending commitments of $600 million, and (ii) establish the maturity date for the $600 million in lending commitments as October 21, 2024. Borrowings under the Second Amended and Restated Facility bear interest at a variable rate based on the secured overnight financing rate, known as SOFR, plus a margin of 2.00% per annum, or another rate (at JetBlue's election) based on certain market interest rates, plus a margin of 1.00% per annum, in each case with a floor of 0%. The Second Amended and Restated Facility is secured by spare parts, aircraft, simulators, and certain other assets as permitted thereunder. The Second Amended and Restated Facility includes covenants that require us to maintain certain minimum balances in unrestricted cash, cash equivalents, and unused commitments available under revolving credit facilities. In addition, the covenants restrict our ability to, among other things, dispose of certain collateral, or merge, consolidate, or sell assets. As of and for the years ended December 31, 2022 and 2021, we did not have a balance outstanding or any borrowings under the facility. 2022 $3.5 billion Senior Secured Bridge Facility On May 16, 2022, we, along with our direct wholly-owned subsidiary, Sundown Acquisition Corp., commenced a tender offer to purchase all of the outstanding shares of common stock, par value $0.0001 per share, of Spirit Airlines, Inc. ( “ Spirit”) at $30.00 per share, upon the terms and subject to the conditions set forth in the Offer to Purchase and the related Letter of Transmittal (which, together with any amendments or supplements thereto, collectively constitute the “Offer”), which were included as exhibits to the Tender Offer Statement on Schedule TO filed with the SEC on May 16, 2022. In connection with the Offer, on May 23, 2022, we executed a commitment letter with Goldman Sachs Bank USA, Bank of America, N.A. and BofA Securities, Inc. for a senior secured bridge facility in an aggregate principal amount of up to $3.5 billion, which was amended and restated on June 11, 2022 to include other lenders that have committed to the facility (BNP Paribas; Credit Suisse AG, New York Branch; Credit Suisse Loan Funding LLC; Credit Agricole Corporate and Investment Bank; Natixis, New York Branch; Sumitomo Mitsui Banking Corporation; and MUFG Bank, Ltd.). The Offer was terminated concurrently with the entry into the Agreement and Plan of Merger (the “Merger Agreement”) with Spirit Airlines. In connection with the entry into the Merger Agreement, JetBlue entered into a Second Amended and Restated Commitment Letter (the “ Commitment Letter”), dated July 28, 2022, with Goldman Sachs Bank USA; BofA Securities, Inc.; Bank of America, N.A.; BNP Paribas; Credit Suisse AG, New York Branch; Credit Suisse Loan Funding LLC; Credit Agricole Corporate and Investment Bank; Natixis, New York Branch; Sumitomo Mitsui Banking Corporation; and MUFG Bank, Ltd. (collectively, the “Commitment Parties”), pursuant to which the Commitment Parties have committed to provide a senior secured bridge facility in an aggregate principal amount of up to $3.5 billion to finance the acquisition of Spirit. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Leases | Leases Operating lease assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease assets and liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. When available, we use the rate implicit in the lease to discount lease payments to present value. For leases that do not provide a readily determinable implicit rate, we estimate our incremental borrowing rate to discount the lease payments based on information available at lease commencement. Leases with a term of 12 months or less are not recorded on the balance sheet. Our lease agreements do not contain any residual value guarantees. For facility leases, we account for the lease and non-lease components as a single lease component. The table below presents the lease-related assets and liabilities recorded on our consolidated balance sheets as of December 31, 2022 and 2021 (in millions): As of December 31, 2022 2021 Assets Classification on Balance Sheet Operating lease assets Operating lease assets $ 660 $ 729 Finance lease assets Property and equipment, net 2 3 Total lease assets $ 662 $ 732 Liabilities Classification on Balance Sheet Current: Operating lease liabilities Current operating lease liabilities $ 97 $ 106 Finance lease liabilities Current maturities of long-term debt and finance lease obligations 2 1 Long-term: Operating lease liabilities Long-term operating lease liabilities 639 690 Finance lease liabilities Long-term debt and finance lease obligations — 2 Total lease liabilities $ 738 $ 799 As of December 31, 2022 2021 Weighted average remaining lease term (in years) Operating leases 9 9 Finance leases 1 2 Weighted average discount rate Operating leases 6.76 % 6.00 % Finance leases 6.09 % 6.09 % Flight Equipment Leases We operated a fleet of 290 aircraft as of December 31, 2022. Of our fleet, 62 aircraft were accounted for as operating leases and none were accounted for as finance leases. These aircraft leases generally have long durations with remaining terms of 7 months to 6 years . Less than half of aircraft operating leases can be renewed at rates based on fair market value at the end of the lease term for one . None of our aircraft operating leases have variable rent payments. We have purchase options for 30 of our aircraft leases at the end of their lease terms. These purchase options are at fair market value and have a one-time option during the term at fixed amounts that were expected to approximate the fair market value at lease inception. We recorded impairment losses of $52 million for the year ended December 31, 2022 relating to our Embraer E190 fleet transition. These losses were attributed to aircraft and related spare parts including the ones under operating leases. Refer to Note 16 to our consolidated financial statements for further details. Facility Leases Our facility leases are primarily for space at the airports we serve. These leases are classified as operating leases and reflect our use of passenger terminal service facilities consisting of ticket counters, gate space, operations support area, and baggage service offices. We lease space directly or indirectly from the local airport authority on varying terms dependent on prevailing practices at each airport. The remaining terms of our airport leases vary from 1 month to 16 years . Our leases at certain airports contain provisions for periodic adjustments of rental rates based on the operating costs of the airports or the frequency of use of the facilities. Some of these leases also include renewal options and/or termination options that are factored into our determination of lease payments when appropriate. Because of the variable nature of the rates, these leases are not recorded as operating lease assets and operating lease liabilities on our consolidated balance sheets. We also have leases for our corporate offices, training center, and various hangars and airport support facilities at our focus cities. Other Ground and Property Equipment We lease certain IT assets, ground support equipment, and various other pieces of equipment. The lease terms of our ground support equipment are less than 12 months. The amount of other equipment we have is not significant. Lease Costs The table below presents certain information related to our lease costs during the years ended December 31, 2022, 2021, and 2020 (in millions): 2022 2021 2020 Operating lease cost $ 158 $ 165 $ 160 Short-term lease cost 1 1 1 Finance lease cost: Amortization of assets — — 6 Interest on lease liabilities — 1 2 Variable lease cost 500 562 282 Sublease income 20 10 (5) Total net lease cost $ 679 $ 739 $ 446 Other Information The table below presents supplemental cash flow information related to leases during the years ended December 31, 2022, 2021, and 2020 (in millions): 2022 2021 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows for operating leases $ 154 $ 160 $ 146 Operating cash flows for finance leases — 3 4 Financing cash flows for finance leases 1 59 28 Lease Commitments The table below presents scheduled future minimum lease payments for operating and finance leases recorded on our consolidated balance sheets, as of December 31, 2022 (in millions): As of December 31, 2022 Operating Leases Finance Leases 2023 $ 143 $ 2 2024 $ 138 $ — 2025 98 — 2026 80 — 2027 81 — Thereafter 463 — Total minimum lease payments 1,003 2 Less: amount of lease payment representing interest (267) — Present value of future minimum lease payment 736 2 Less: current obligations under leases (97) (2) Long-term lease obligations $ 639 $ — We d id not ha ve any lease commitments that have not yet commenced as of December 31, 2022. |
Leases | Leases Operating lease assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease assets and liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. When available, we use the rate implicit in the lease to discount lease payments to present value. For leases that do not provide a readily determinable implicit rate, we estimate our incremental borrowing rate to discount the lease payments based on information available at lease commencement. Leases with a term of 12 months or less are not recorded on the balance sheet. Our lease agreements do not contain any residual value guarantees. For facility leases, we account for the lease and non-lease components as a single lease component. The table below presents the lease-related assets and liabilities recorded on our consolidated balance sheets as of December 31, 2022 and 2021 (in millions): As of December 31, 2022 2021 Assets Classification on Balance Sheet Operating lease assets Operating lease assets $ 660 $ 729 Finance lease assets Property and equipment, net 2 3 Total lease assets $ 662 $ 732 Liabilities Classification on Balance Sheet Current: Operating lease liabilities Current operating lease liabilities $ 97 $ 106 Finance lease liabilities Current maturities of long-term debt and finance lease obligations 2 1 Long-term: Operating lease liabilities Long-term operating lease liabilities 639 690 Finance lease liabilities Long-term debt and finance lease obligations — 2 Total lease liabilities $ 738 $ 799 As of December 31, 2022 2021 Weighted average remaining lease term (in years) Operating leases 9 9 Finance leases 1 2 Weighted average discount rate Operating leases 6.76 % 6.00 % Finance leases 6.09 % 6.09 % Flight Equipment Leases We operated a fleet of 290 aircraft as of December 31, 2022. Of our fleet, 62 aircraft were accounted for as operating leases and none were accounted for as finance leases. These aircraft leases generally have long durations with remaining terms of 7 months to 6 years . Less than half of aircraft operating leases can be renewed at rates based on fair market value at the end of the lease term for one . None of our aircraft operating leases have variable rent payments. We have purchase options for 30 of our aircraft leases at the end of their lease terms. These purchase options are at fair market value and have a one-time option during the term at fixed amounts that were expected to approximate the fair market value at lease inception. We recorded impairment losses of $52 million for the year ended December 31, 2022 relating to our Embraer E190 fleet transition. These losses were attributed to aircraft and related spare parts including the ones under operating leases. Refer to Note 16 to our consolidated financial statements for further details. Facility Leases Our facility leases are primarily for space at the airports we serve. These leases are classified as operating leases and reflect our use of passenger terminal service facilities consisting of ticket counters, gate space, operations support area, and baggage service offices. We lease space directly or indirectly from the local airport authority on varying terms dependent on prevailing practices at each airport. The remaining terms of our airport leases vary from 1 month to 16 years . Our leases at certain airports contain provisions for periodic adjustments of rental rates based on the operating costs of the airports or the frequency of use of the facilities. Some of these leases also include renewal options and/or termination options that are factored into our determination of lease payments when appropriate. Because of the variable nature of the rates, these leases are not recorded as operating lease assets and operating lease liabilities on our consolidated balance sheets. We also have leases for our corporate offices, training center, and various hangars and airport support facilities at our focus cities. Other Ground and Property Equipment We lease certain IT assets, ground support equipment, and various other pieces of equipment. The lease terms of our ground support equipment are less than 12 months. The amount of other equipment we have is not significant. Lease Costs The table below presents certain information related to our lease costs during the years ended December 31, 2022, 2021, and 2020 (in millions): 2022 2021 2020 Operating lease cost $ 158 $ 165 $ 160 Short-term lease cost 1 1 1 Finance lease cost: Amortization of assets — — 6 Interest on lease liabilities — 1 2 Variable lease cost 500 562 282 Sublease income 20 10 (5) Total net lease cost $ 679 $ 739 $ 446 Other Information The table below presents supplemental cash flow information related to leases during the years ended December 31, 2022, 2021, and 2020 (in millions): 2022 2021 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows for operating leases $ 154 $ 160 $ 146 Operating cash flows for finance leases — 3 4 Financing cash flows for finance leases 1 59 28 Lease Commitments The table below presents scheduled future minimum lease payments for operating and finance leases recorded on our consolidated balance sheets, as of December 31, 2022 (in millions): As of December 31, 2022 Operating Leases Finance Leases 2023 $ 143 $ 2 2024 $ 138 $ — 2025 98 — 2026 80 — 2027 81 — Thereafter 463 — Total minimum lease payments 1,003 2 Less: amount of lease payment representing interest (267) — Present value of future minimum lease payment 736 2 Less: current obligations under leases (97) (2) Long-term lease obligations $ 639 $ — We d id not ha ve any lease commitments that have not yet commenced as of December 31, 2022. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2022 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders’ Equity In 2019, we entered into four separate accelerated share repurchase ( “ ASR”) agreements for a sum of $535 million. A total of 28.1 million shares were repurchased under these ASR agreements with an average price paid per share of $19.02. During the first quarter of 2020, we repurchased 13.0 million shares through an ASR at an average price of $12.27 per share. In accordance with the agreements under various federal governmental assistance programs with Treasury, we were prohibited from making any share repurchases. We suspended our share repurchase program as of March 31, 2020 and have not restarted the program. The total shares purchased by JetBlue under each of the ASRs in 2020 and 2019 were based on the volume weighted average prices of JetBlue's common stock during the terms of the respective agreements. On December 4, 2020, we completed the public offering of 42 million shares of our common stock at a public offering price of $14.40 per share. Proceeds from the offering were used for general corporate purposes. As of December 31, 2022, we had a total of 14.8 million shar es of our common stock reserved for issuance. These shares are primarily related to our equity incentive plans. Refe r to Note 7 to ou r consolidated financial statements for further details on our share-based compensation. As of December 31, 2022, we had a total of 158.9 million sh ares of treasury stock. |
(Loss) Earnings Per Share
(Loss) Earnings Per Share | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
(Loss) Earnings Per Share | (Loss) Earnings Per Share Basic earnings per share is calculated by dividing net loss by the weighted average number of shares outstanding during the period. Diluted earnings per share is calculated similarly but includes potential dilution from restricted stock units, the Company's Crewmember Stock Purchase Plan, convertible notes, warrants issued under various federal payroll support programs, and any other potentially dilutive instruments using the treasury stock and if converted metho d. Anti-dilutive common stock equivalents excluded from the computation of diluted earnings per share amounts were 1.8 million, 3.4 million, and 2.0 million for the years ended December 31, 2022, 2021, and 2020 respectively. The following table shows how we computed basic and diluted earnings per common share for the years ended December 31 (dollars and share data in millions): 2022 2021 2020 Net loss $ (362) $ (182) $ (1,354) Weighted average basic shares 323.6 318.0 277.5 Effect of dilutive securities — — — Weighted average diluted shares 323.6 318.0 277.5 Loss per common share Basic $ (1.12) $ (0.57) $ (4.88) Diluted $ (1.12) $ (0.57) $ (4.88) As discussed in Note 5 to our consolidated financial statements, JetBlue entered into various ASR agreements in 2020 and 2019 and purchased approximately 13.0 million, and 28.1 million shares, respectively, for $160.0 million and $535.0 million, respectively. The number of shares repurchased are based on the volume weighted average prices of JetBlue's common stock during the term of the ASR agreements. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based CompensationWe have various equity incentive plans under which we have granted stock awards to our eligible crewmembers and members of our Board of Directors. These include the JetBlue Airways Corporation Restated and Amended 2002 Stock Incentive Plan, or 2002 Plan, the JetBlue Airways Corporation 2011 Incentive Compensation Plan, or 2011 Plan, and the JetBlue Airways Corporation 2020 Omnibus Equity Incentive Plan, or the 2020 Plan. The 2002 Plan was replaced by the 2011 Plan and has an immaterial amount of vested deferred stock units outstanding as of December 31, 2022. The 2011 Plan w as replaced by the 2020 Plan in May 2020. We additionally have a Crewmember Stock Purchase Plan, or CSPP, that is available to all eligible crewmembers. Unrecognized stock-based compensation expense was approximately $24 million as of December 31, 2022. This amount relates to a total of 2.8 million unvested restricted stock units, or RSUs, performance stock units, or PSUs, and deferred stock units, or DSUs, that were outstanding under our 2011 and 2020 Plans. We expect to recognize this stock-based compensation expense over a weighted average period of approximately 21 months. The total stock-based compensation expense, which is included within salaries, wages and benefits on our consolidated statements of operations, for the years ended December 31, 2022, 2021, and 2020 was $30 million, $28 million, and $28 million, respectively. 2011 Incentive Compensation Plan At our Annual Stockholders Meeting held on May 26, 2011, our stockholders approved the JetBlue Airways Corporation 2011 Incentive Compensation Plan. Upon inception, the 2011 Plan had 15.0 million shares of our common stock reserved for issuance. RSUs vest in annual installments over three years which can be accelerated upon the occurrence of a change in control. Under this plan, we grant RSUs to certain crewmembers. Our policy is to grant RSUs based on the market price of the underlying common stock on the date of grant. Under this plan, we grant DSUs to members of our Board of Directors, and PSUs to certain members of our executive leadership team. The 2011 Plan was amended and restated effective January 1, 2014, to include the definition of retirement eligibility. Once a crewmember meets the definition, they will continue to vest their shares as if they remained employed by JetBlue, regardless of their actual employment status with the Company. In accordance with the Compensation-Stock Compensation topic of the Codification, the grant’s explicit service condition is non-substantive and the grant has effectively vested at the time retirement eligibility is met. At our Annual Stockholders Meeting held on May 21, 2015, our stockholders approved amendments to the 2011 Plan increasing the number of shares of Company common stock that remain available for issuance under the plan by 7.5 million. The following is a summary of RSU activity under the 2011 Plan for the year ended December 31, 2022 (in millions except per share data): Shares Weighted Average Grant Date Fair Value Nonvested at beginning of year 0.9 $ 17.72 Granted — — Vested (0.6) 17.70 Forfeited — 18.05 Nonvested at end of year 0.3 $18.17 The total intrinsic value, determined as of the date of vesting, for all RSUs under the 2011 Plan that vested during the year ended December 31, 2022, 2021 and 2020 was $9 million , $19 million, and $18 million, respectively. There were no share awards granted during the year ended December 31, 2022 and 2021. The vesting period for DSUs under the 2011 Plan is either one 2020 Omnibus Equity Incentive Plan At our Annual Stockholders Meeting held on May 14, 2020, our stockholders approved the JetBlue Airways Corporation 2020 Omnibus Equity Incentive Plan. Upon inception, the 2020 Plan had 10.5 million shares of our common stock reserved for issuance. The 2020 Plan, by its terms, will terminate no later than May 2030. Under the 2020 plan, we grant RSUs to certain crewmembers and members of our Board of Directors. The vesting periods for the RSUs varies by grant but no less than one year. We also grant DSUs to members of our Board of Directors, and PSUs to certain members of our executive leadership team under the 2020 Plan. The following is a summary of RSU activity under the 2020 Plan for the year ended December 31, 2022 (in millions except per share data): Shares Weighted Average Grant Date Fair Value Nonvested at beginning of year 1.3 $ 17.98 Granted 2.2 12.56 Vested (0.5) 18.43 Forfeited (0.2) 16.32 Nonvested at end of year 2.8 $13.97 The total intrinsic value, determined as of the date of vesting, for all RSUs under the 2020 Plan that vested during the year ended December 31, 2022 was $6 million. We have granted a nominal amount of DSUs under the 2020 Plan since its adoption in May 2020. Similar to the 2011 Plan, the vesting period for DSUs under the 2020 Plan is either one Crewmember Stock Purchase Plans In May 2011, our stockholders approved the 2011 Crewmember Stock Purchase Plan, or the 2011 CSPP. At inception, the 2011 CSPP had 8.0 million shares of our common stock reserved for issuance. At our Annual Stockholders Meeting held on May 21, 2015, our stockholders approved amendments to the CSPP increasing the number of shares of Company common stock that remain available for issuance under the plan by 15 million. In May 2020, our stockholders approved the JetBlue Airways Corporation 2020 Crewmember Stock Purchase Plan, or the 2020 CSPP to replace the 2011 CSPP which was set to expire in April 2021. At inception, the 2020 CSPP had 17.5 million shares of our common stock reserved for issuance. The 2020 CSPP, by its terms, will terminate no later than May 2030. The other terms of the 2020 CSPP are substantially identical to those of the 2011 CSPP. Our CSPPs have a series of six-month offering periods, with a new offering period beginning on the first business day of May and November each year. Crewmembers can enroll in CSPP nearly year-round, with the exception of specific blackout dates. Crewmembers may contribute up to 10% of their pay towards the purchase of common stock via payroll deductions. Purchase dates occur on the last business day of April and October each year. The purchase price is the stock price on the purchase date, less a 15% discount. The compensation cost relating to the discount is recognized over the offering period. The total expense recognized relating to our CSPPs for the years ended December 31, 2022, 2021, and 2020 was approximately $9 million, $9 million, and $6 million, respectively. Under the plans, crewmembers purchased 6.4 million, 3.4 million, and 4.1 million new shares for the years ended December 31, 2022, 2021, and 2020, respectively, at weighted average prices of $8.07, $13.93, and $8.94 per share, respectively. Under the CSPPs, should we be acquired by merger or sale of substantially all of our assets or sale of more than 50% of our outstanding voting securities, all outstanding purchase rights will automatically be exercised immediately prior to the effective date of the acquisition at a price equal to 85% of the fair market value per share immediately prior to the acquisition. Taxation The Compensation-Stock Compensation topic of the Codification requires deferred taxes be recognized on temporary differences that arise with respect to stock-based compensation attributable to nonqualified stock options and awards. However, no tax benefit is recognized for stock-based compensation attributable to incentive stock options, or ISO, or CSPP shares until there is a disqualifying disposition, if any, for income tax purposes. A portion of our historical stock-based compensation was attributable to CSPP shares; therefore, our effective tax rate was subject to fluctuation. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Our income tax benefit consisted of the following for the years ended December 31 (in millions): 2022 2021 2020 Deferred: Federal $ (86) $ (44) $ (247) State 13 (44) (82) Deferred income tax benefit (73) (88) (329) Current: Federal (3) 3 (199) State — 5 (9) Foreign 1 (1) (2) Current income tax (benefit) expense (2) 7 (210) Total income tax benefit $ (75) $ (81) $ (539) On March 27, 2020, the CARES Act was enacted in response to the COVID-19 pandemic. The CARES Act permits net operating loss (NOL) carryovers and carrybacks to offset 100% of taxable income for taxable years beginning before 2021. In addition, the CARES Act allows NOLs incurred in 2018, 2019, and 2020 to be carried back to each of the five preceding taxable years to generate a refund of previously paid income taxes. As of December 31, 2022, the Company has filed its Application for Tentative Refund and is awaiting receipt of the refund. Income tax benefit reconciles to the amount computed by applying the U.S. federal statutory income tax rate to loss before income taxes for the years ended December 31 as follows (in millions): 2022 2021 2020 Income tax benefit at statutory rate $ (92) $ (55) $ (398) State income tax, net of federal benefit 13 (36) (71) Nondeductible expenses 8 5 5 Net operating loss carryback — — (73) Foreign tax credit re-characterization — — (13) Foreign rate differential 4 (5) 2 Valuation allowance (2) 4 10 Unrecognized tax benefit (3) 7 (3) Other, net (3) (1) 2 Total income tax benefit $ (75) $ (81) $ (539) The components of our deferred tax assets and liabilities as of December 31 are as follows (in millions): 2022 2021 Deferred tax assets: Deferred revenue/gains $ 271 $ 301 Employee benefits 72 70 Foreign tax credit 78 83 Other Credits 4 4 Net operating loss carryforward 709 522 Interest expense limitation carryforward 29 — Operating lease liabilities 194 189 Rent expense 84 108 Transaction Costs 13 — Sec. 174 research activities 16 — Other 20 17 Total deferred tax assets 1,490 1,294 Valuation allowance (90) (73) Deferred tax assets, net 1,400 1,221 Deferred tax liabilities: Property and Equipment (1,963) (1,845) Operating lease assets (173) (182) Other (34) (37) Total deferred tax liabilities (2,170) (2,064) Net deferred tax liability $ (770) $ (843) We have a U.S. foreign tax credit carryforward of $78 million which expires from 2023 to 2032. In evaluating the realizability of the deferred tax assets, we assess whether it is more likely than not that some portion, or all, of the deferred tax assets, will be realized. We consider, among other things, the generation of future taxable income (including reversals of deferred tax liabilities) during the periods in which the related temporary differences will become deductible. At December 31, 2022, we provided a $90 million valuation allowance to reduce the deferred tax assets to an amount that we consider is more likely than not to be realized. Of the total valuation allowance, $82 million relates to foreign NOL carryforward, and $8 million relates to U.S. foreign tax credit carryforward that begins to expire in 2022. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in millions): 2022 2021 2020 Unrecognized tax benefits at January 1, $ 40 $ 32 $ 36 Increases for tax positions taken during the period 5 2 1 Decreases for tax positions taken during the period (6) (1) — Increases for tax positions taken during a prior period — 19 — Decreases for tax positions taken during a prior period (13) (12) (5) Unrecognized tax benefits December 31, $ 26 $ 40 $ 32 Interest and penalties accrued on unrecognized tax benefits were not significant. If recogniz ed, $8 million of th e unrecognized tax benefits as of December 31, 2022 would impact our effective tax rate. We do not expect any significant change in the amount of the unrecognized tax benefits wit hin the next twelve months. As a result of net operating losses and statute of limitations in our major tax jurisdictions, years 2016 through 2020 remain subject to examination by the relevant tax authorities. |
Crewmember Retirement Plan
Crewmember Retirement Plan | 12 Months Ended |
Dec. 31, 2022 | |
Retirement Benefits [Abstract] | |
Crewmember Retirement Plan | Crewmember Retirement Plan We sponsor a retirement savings 401(k) defined contribution plan, or the Plan, covering all of our crewmembers where we match 100% of our crewmember contributions up to 5% of their eligible wages. The contributions vest over three years and are measured from a crewmember’s hire date. Crewmembers are immediately vested in their voluntary contributions. Another component of the Plan is a Company discretionary contribution of 5% of eligible non-management crewmember compensation, which we refer to as Retirement Plus . Retirement Plus contributions vest over three years and are measured from a crewmember’s hire date. Certain Federal Aviation Administration, or FAA, licensed crewmembers receive an additional contribution of 3% of eligible compensation, which we refer to as Retirement Advantage. Effective August 1, 2018 and through December 31, 2020, our pilots received a non-elective Company contribution of 15% of eligible pilot compensation per the terms of the finalized collective bargaining agreement between JetBlue and the Air Line Pilots Association, or ALPA, in lieu of the above 401(k) Company matching contribution, Retirement Plus , and Retirement Advantage contributions. This non-elective Company contribution was increased to 16% beginning on January 1, 2021. The Company's non-elective contribution of eligible pilot compensation vests after three years of service. Our non-management crewmembers are eligible to receive profit sharing, calculated as 10% of adjusted pre-tax income before profit sharing and special items up to a pre-tax margin of 18% with the result reduced by Retirement Plus contributions and the equivalent of Retirement Plus contributions for pilots. If JetBlue's resulting pre-tax margin exceeds 18%, non-management crewmembers will receive 20% profit sharing on amounts above an 18% pre-tax margin. Total 401(k) company match, Retirement Plus, Retirement Advantage , pilot retirement contribution, and profit sharing expensed for the years ended December 31, 2022, 2021, and 2020 were $249 million |
Commitments
Commitments | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments | Commitments Flight Equipment Commitments As of December 31, 2022, o ur firm aircraft orders consisted of 62 Airbus A321neo aircraft and 86 Airbus A220 aircraft, all scheduled for delivery through 2028. In February 2022, we exercised our option to purchase 30 additional Airbus A220-300 aircraft under our existing agreement with Airbus Canada Limited Partnership. The 30 additional A220-300 aircraft are expected to be delivered from 2023 to 2026. Options for 20 additional A220-300 aircraft remain available to us. With the addition of these 30 Airbus A220 aircraft, our flight equipment purchase obligations are expected to be $1.6 billion in 2023, $2.1 billion in 2024, $1.8 billion 2025, $1.4 billion in 2026, and $1 billion thereafter. Due to Airbus delivery delays, our capacity planning assumes delivery of 11 A-220, 4 A-321neo, and 4 A321neo LR aircrafts in 2023. In October 2019, the Office of the U.S. Trade Representative announced a 10% tariff on new commercial aircraft and related parts imported from certain European Union member states, which include aircraft and other parts we were already contractually obligated to purchase, including those noted above. The U.S. Trade Representative increased the tariff to 15% effective March 2020. In March 2021, the U.S. Trade Representative announced a four-month suspension of the tariff that was followed by an announcement in June 2021 that the suspension will be extended for five years. The imposition or re-imposition of this or any tariff could substantially increase the cost of new aircraft and parts. Other Commitments We utilize several credit card processors to process our ticket sales. Our agreements with these processors do not contain covenants, but do generally allow the processor to withhold cash reserves to protect the processor from potential liability for tickets purchased, but not yet used for travel. While we currently do not have any collateral requirements related to our credit card processors, we may be required to issue collateral to our credit card processors, or other key business partners, in the future. As of December 31, 2022, we had approximately $41 million cash pledged related to our workers' compensation insurance policies and other business partner agreements, which will expire according to the terms of the related policies or agreements. In April 2018, JetBlue inflight crewmembers elected to be represented by the Transport Workers Union of America ("TWU"). The National Mediation Board ("NMB") certified the TWU as the representative for JetBlue inflight crewmembers. The parties reached a final agreement for the first collective bargaining agreement which was ratified by our inflight crewmembers in December 2021. The agreement is a five-year, renewable contract effective December 13, 2021. During the fourth quarter of 2021, we recorded a one-time ratification bonus totaling $8 million to be allocated amongst our inflight crewmembers as determined by TWU. Refer to Note 16 to our consolidated financial statements for additional information. As of December 31, 2022, approximately 48% of our full-time equivalent crewmembers were represented by labor unions and approximately 21% were covered by collective bargaining agreements that are currently amendable or that will become amendable within one year. Except for our pilots and inflight crewmembers who are represented by Airline Pilots Association ("ALPA"), and TWU, respectively, our other frontline crewmembers do not have third party representation. In April 2021, ALPA, on behalf of the JetBlue pilot group, filed a grievance relating to the Northeast Alliance ("NEA"), ALPA claims that in entering the NEA, JetBlue violated certain scope clauses as contained in the pilots’ ALPA collective bargaining agreement. The matter proceeded to arbitration pursuant to the grievance procedure contained in the collective bargaining agreement, which concluded in September 2021, and in January 2022, the parties submitted final, written briefs to the System Board of Adjustment. Shortly after submission of the briefs, the parties agreed to enter into non-binding mediation with the assistance of the arbitrator with a temporary hold on a System Board decision. As a result of the mediation process, the parties agreed to certain changes to the collective bargaining agreement. The agreement, ratified by the JetBlue pilot group in April 2022, included a one-time payment and associated payroll taxes of $32 million, paid and recorded as an expense within special items in the second quarter of 2022, and a 3% base pay increase effective May 1, 2022. In January 2023, JetBlue pilots approved a two year contract extension which included a one time payment and associated payroll taxes of $66 million, and a 21% base pay increase effective March 31, 2023. We did not accrue for this one time payment as of December 31, 2022 as it relates to 2023 compensation and is only applicable to pilots employed as of February 1, 2023. In September 2022, the International Association of Machinists and Aerospace Workers filed for an election to unionize our ground operations crewmembers. In February 2023, our crewmembers voted to maintain our direct relationship rather than elect a union. We enter into individual employment agreements with each of our non-unionized FAA-licensed crewmembers which include dispatchers, technicians, and inspectors as well as air traffic controllers. Each employment agreement is for a term of five years and automatically renews for an additional five years unless either the crewmember or we elect not to renew it by giving at least 90 days' notice before the end of the relevant term. Pursuant to these agreements, these crewmembers can only be terminated for cause. In the event of a downturn in our business that would require a reduction in work hours, we are obligated to pay these crewmembers a guaranteed level of income and to continue their benefits if they do not obtain other aviation employment. In February 2022, we executed a new lease for our primarily corporate offices that will extend our stay in the present Long Island City location until 2039. The term of this lease will begin in 2023. The new lease increased our lease commitments by approximately $3 million in 2024, $6 million in 2025, $8 million in 2026, and an anticipated lease expenditure of $100 million thereafter. We have a one-time option to terminate the lease in 2034. At the end of the initial lease term, we have the option to renew the lease for either one renewal term of 10 years, or two renewal terms of five years each. In April 2022, we announced an agreement with Aemetis for it to supply us with 125 million gallons of SAF over a ten-year term with a target start date of 2025. |
Contingencies
Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Contingencies We self-insure a portion of our losses from claims related to workers’ compensation, environmental issues, property damage, medical insurance for crewmembers, and general liability. Losses are accrued based on an estimate of the ultimate aggregate liability for claims incurred, using standard industry practices and our actual experience. We are a party to many routine contracts under which we indemnify third parties for various risks. These indemnities consist of the following: All of our bank loans, including our aircraft mortgages, obligate us to reimburse the bank for any increased costs arising from regulatory changes, including changes in reserve requirements and bank capital requirements; these obligations are standard terms present in loans of this type. These indemnities would increase the interest rate on our debt if they were to be triggered. In all cases, we have the option to repay the loan and avoid the increased costs. These terms match the length of the related loan up to 15 years. Under both aircraft leases with foreign lessors and aircraft mortgages with foreign lenders, we have agreed to customary indemnities concerning withholding tax law changes. Under these contracts we are responsible, should withholding taxes be imposed, for paying such amount of additional rent or interest as is necessary to ensure that the lessor or lender still receives, after taxes, the rent stipulated in the lease or the interest stipulated under the loan. The term of these indemnities matches the length of the related lease o r loan up to 25 years. We have various leases with respect to real property as well as various agreements among airlines relating to fuel consortia or fuel farms at airports. Under these contracts we have agreed to standard language indemnifying the lessor against environmental liabilities associated with the real property or operations described under the agreement, even if we are not the party responsible for the initial event that caused the environmental damage. In the case of fuel consortia at airports, these indemnities are generally joint and several among the participating airlines. We have purchased a standalone environmental liability insurance policy to help mitigate this exposure. Our existing aviation hull and liability policy includes some limited environmental coverage when a cleanup is part of an associated single identifiable covered loss. Under certain contracts, we indemnify specified parties against legal liability arising out of actions by other parties. The terms of these contracts range up to 25 years. Gener ally, we have liability insurance protecting ourselves for the obligations we have undertaken relative to these indemnities. We are unable to estimate the potential amount of future payments under the foregoing indemnities and agreements. Under a certain number of our operating lease agreements we are required to restore certain property or equipment to its original form upon expiration of the related agreement. We have recorded the estimated fair value of these retirement obligations of approximatel y $6 million in Other within Deferred Taxes and Other Liabilities on our consolidated balance sheets as of December 31, 2022. Legal Matters Occasionally, we are involved in various claims, lawsuits, regulatory examinations, investigations, and other legal matters involving suppliers, crewmembers, customers, and governmental agencies, arising, for the most part, in the ordinary course of business. The outcome of litigation and other legal matters is always uncertain. The Company believes it has valid defenses to the legal matters currently pending against it, is defending itself vigorously, and has recorded accruals determined in accordance with GAAP, where appropriate. In making a determination regarding accruals, using available information, we evaluate the likelihood of an unfavorable outcome in legal or regulatory proceedings to which we are a party and record a loss contingency when it is probable a liability has been incurred and the amount of the loss can be reasonably estimated. These subjective determinations are based on the status of such legal or regulatory proceedings, the merits of our defenses, and consultation with legal counsel. Actual outcomes of these legal and regulatory proceedings may materially differ from our current estimates. It is possible that resolution of one or more of the legal matters currently pending or threatened could result in losses material to our consolidated results of operations, liquidity, or financial condition. To date, none of these types of litigation matters, most of which are typically covered by insurance, has had a material impact on our operations or financial condition. We have insured and continue to insure against most of these types of claims. A judgment on any claim not covered by, or in excess of, our insurance coverage could materially adversely affect our consolidated results of operations, liquidity, or financial condition. On September 21, 2021, the United States Department of Justice, along with Attorneys General of six states and the District of Columbia filed suit against JetBlue and American seeking to enjoin the NEA, alleging that it violates Section 1 of the Sherman Act. The bench trial of this matter was concluded in November 2022 and the Court’s decision remains pending. An adverse ruling could adversely impact our ability to achieve the intended benefits of the NEA could have an adverse impact on our business, financial condition, and results of operations. Additionally, we are incurring costs associated with implementing operational and marketing elements of the NEA, which would not be recoverable if we were required to unwind all or a portion of the NEA. In December 2022 and February 2023, four putative class actions lawsuits were filed in the United States District Court for the Eastern District of New York and the District of Massachusetts, respectively, alleging, among other things, that monetary damages should be awarded to a putative class of direct purchasers of airline tickets from JetBlue and American on NEA flights from July 16, 2020 through the present. Given the nature of these cases, we are unable to estimate the reasonably possible loss or range of loss, if any, arising from this matter; however, JetBlue believes these lawsuits are without merit and, along with American Airlines, will defend these matters vigorously. In 2023, we expect to continue to seek additional strategic opportunities through new commercial partners as well as assess ways to deepen existing airline partnerships, including the NEA. We plan to do this by expanding codeshare relationships and other areas of cooperation such as frequent flyer programs. We believe these commercial partnerships allow us to better leverage our strong network and drive incremental traffic and revenue while improving off-peak travel. |
Financial Derivative Instrument
Financial Derivative Instruments and Risk Management | 12 Months Ended |
Dec. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Financial Derivative Instruments and Risk Management | Financial Derivative Instruments and Risk Management As part of our risk management techniques, we periodically purchase over the counter energy derivative instruments to manage our exposure to the effect of changes in the price of aircraft fuel. Prices for the underlying commodities have historically been highly correlated to aircraft fuel, making derivatives of them effective at providing short-term protection against sharp increases in average fuel prices. We do not hold or issue any derivative financial instruments for trading purposes. Aircraft fuel derivatives We attempt to obtain cash flow hedge accounting treatment for each fuel derivative that we enter into. This treatment is provided for under the Derivatives and Hedging topic of the FASB Codification which allows for gains and losses on the effective portion of qualifying hedges to be deferred until the underlying planned aircraft fuel consumption occurs, rather than recognizing the gains and losses on these instruments into earnings during each period they are outstanding. The effective portion of realized fuel hedging derivative gains and losses is recognized in aircraft fuel expense in the period during which the underlying fuel is consumed. Ineffectiveness occurs, in certain circumstances, when the change in the total fair value of the derivative instrument differs from the change in the value of our expected future cash outlays for the purchase of aircraft fuel. If a hedge does not qualify for hedge accounting, the periodic changes in its fair value are also recognized in interest income and other. When aircraft fuel is consumed and the related derivative contract settles, any gain or loss previously recorded in other comprehensive income (loss) is recognized in aircraft fuel expense. All cash flows related to our fuel hedging derivatives are classified as operating cash flows. Our current approach to fuel hedging is to enter into hedges on a discretionary basis. We view our hedge portfolio as a form of insurance to help mitigate the impact of price volatility and protect us against severe spikes in oil prices, when possible. The following table illustrates the approximate hedged percentages of our projected fuel usage by quarter related to our outstanding fuel hedging contracts that were designated as cash flow hedges for accounting purposes as of December 31, 2022. We did not have any fuel hedging contracts outstanding at December 31, 2021. Aircraft fuel call option spread agreements Total First Quarter 2023 8.8 % 8.8 % In February 2023, we hedged 19.3% of our projected fuel requirement for the second quarter of 2023 and 5.5% for the third quarter of 2023. The table below reflects quantitative information related to our derivative instruments and where these amounts are recorded in our financial statements (dollar amounts in millions): Year Ended December 31, 2022 2021 Fuel derivatives Asset fair value recorded in prepaid expenses and other current assets (1) $ 3 $ — Longest remaining term (months) 3 — Hedged volume (barrels, in thousands) 450 — Estimated amount of existing gains expected to be reclassified into earnings in the next 12 months 2 — Year Ended December 31, 2022 2021 2020 Fuel derivatives Hedge effectiveness losses recognized in aircraft fuel expense $ 7 $ — $ 7 Losses on derivatives resulting from the discontinuance of hedge accounting recognized in interest income and other $ — $ — $ 8 Hedge losses on derivatives recognized in comprehensive income $ 3 $ — $ 11 Percentage of actual consumption economically hedged 7 % — % 25 % (1) Gross asset or liability of each contract prior to consideration of offsetting positions with each counterparty and prior to impact of collateral paid. Any outstanding derivative instrument exposes us to credit loss in connection with our fuel contracts in the event of nonperformance by the counterparties to our agreements, but we do not expect that any of our counterparties will fail to meet their obligations. The amount of such credit exposure is generally the fair value of our outstanding contracts for which we are in a receivable position. To manage credit risks we select counterparties based on credit assessments, limit our overall exposure to any single counterparty, and monitor the market position with each counterparty. Some of our agreements require cash deposits from either JetBlue or our counterparty if market risk exposure exceeds a specified threshold amount. We have master netting arrangements with our counterparties allowing us the right of offset to mitigate credit risk in derivative transactions. The financial derivative instrument agreements we have with our counterparties may require us to fund all, or a portion of, outstanding loss positions related to these contracts prior to their scheduled maturities. The amount of collateral posted, if any, is periodically adjusted based on the fair value of the hedge contracts. Our policy is to offset the liabilities represented by these contracts with any cash collateral paid to the counterparties. |
Fair Value
Fair Value | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value | Fair Value Under ASC 820, Fair Value Measurement , disclosures are required about how fair value is determined for assets and liabilities and a hierarchy for which these assets and liabilities must be grouped is established, based on significant levels of inputs as follows: Level 1 - observable inputs such as unadjusted quoted prices in active markets for identical assets or liabilities; Level 2 - quoted prices in active markets for similar assets and liabilities, and other inputs that are observable directly or indirectly for the asset or liability; or Level 3 - unobservable inputs for the asset or liability, such as discounted cash flow models or valuations. The determination of where assets and liabilities fall within this hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The following is a listing of our assets and liabilities required to be measured at fair value on a recurring basis and where they are classified within the fair value hierarchy (in millions): As of December 31, 2022 Level 1 Level 2 Level 3 Total Assets Cash equivalents $ 665 $ — $ — $ 665 Available-for-sale investment securities — 324 13 337 Equity Investment Securities 8 — — 8 Aircraft fuel derivatives — 3 — 3 As of December 31, 2021 Level 1 Level 2 Level 3 Total Assets Cash equivalents $ 1,515 $ — $ — $ 1,515 Available-for-sale investment securities — 800 — 800 Equity investment securities 26 — — 26 Refer to Note 3 to our consolidated financial statements for fair value information related to our outstanding debt obligations as of December 31, 2022 and 2021. The carrying values of all other financial instruments approximated their fair values at December 31, 2022 and 2021. Cash equivalents Our cash equivalents include money market se curities and ti me deposits which are readily convertible into cash, have maturities of three months or less when purchased, and are considered to be highly liquid and easily tradable. The money market securities are valued using inputs observable in active markets for identical securities and are therefore classified as Level 1 within our fair value hierarchy. The fair values of remaining instruments are based on observable inputs in non-active markets, which are therefore classified as Level 2 in the hierarchy. Available-for-sale investment securities Our available-for-sale investment securities include highly liquid investments such as time deposits, commercial paper and convertible debt securities. The fair values of these instruments are based on observable inputs in non-active markets, which are therefore classified as Level 2 in the hierarchy. The fair values of the remaining instruments based on unobservable inputs are classified as Level 3 in the hierarchy. We recognized a net unrealized loss of $1 million in accumulated other comprehensive income (loss) on the consolidated balance sheet for the year ended December 31, 2022. We recognized an immaterial net unrealized loss for the same period ending December 31, 2021. Equity investment securities Our investments in equity securities include investments in common stocks of publicly traded companies. The fair values of these instruments are classified as Level 1 in the fair value hierarchy as their fair values are based on unadjusted quoted prices in active markets for identical assets. We recognized a net unrealized loss of $12 million and $10 million in other income on our consolidated statement of operations for the year ending December 31, 2022 and 2021 respectively. We also recognized a net realized gain of $1 million in other income on our consolidated statement of operations for the year ending December 31, 2022. We did not recognize any realized gains or losses during the same period ending December 31, 2021. As discussed in Note 1 to our consolidated financial statements, JBV has equity investments in emerging companies which do not have readily determinable fair values. In accordance with Topic 321, Investments - Equity Securities of the Codification, we account for these investments using a measurement alternative which allows entities to measure these investments at cost, less any impairment, adjusted for changes from observable price changes in orderly transactions for identifiable or similar investments of the same issuer. We recognized an impairment loss of $2 million on the consolidated statement of operations for the year ended December 31, 2022 and a gain of $37 million during the same period ending December 31, 2021. Aircraft fuel derivatives Our aircraft fuel derivatives include call spread options which are not traded on public exchanges. Their fair values are determined using a market approach based on inputs that are readily available from public markets for commodities and energy trading activities; therefore, they are classified as Level 2 inputs. The data inputs are combined into qualitative models and processes to generate forward curves and volatility related to the specific terms of the underlying hedge contracts. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) Comprehensive income (loss) includes changes in fair value of our aircraft fuel derivatives which qualify for hedge accounting. Unrealized loss on available-for-sale investment securities are reflected as a component of accumulated other comprehensive income (loss). A rollforward of the amounts included in accumulated other comprehensive income (loss), net of taxes for the years ended December 31, 2022, 2021, and 2020 is as follows (in millions): Aircraft Fuel Derivatives(1) Available-for-sale securities Total Balance of accumulated income, at December 31, 2019 $ 2 $ — $ 2 Reclassifications into earnings, net of taxes of $(5) 9 — 9 Change in fair value, net of taxes of $5 (11) — (11) Balance of accumulated income, at December 31, 2020 $ — $ — $ — Reclassifications into earnings, net of taxes of $0 — — — Change in fair value, net of taxes of $0 — — — Balance of accumulated income, at December 31, 2021 $ — $ — $ — Reclassifications into earnings, net of taxes of $(3) 4 — 4 Change in fair value, net of taxes of $2 (3) (1) (4) Balance of accumulated income (loss), at December 31, 2022 $ 1 $ (1) $ — (1) Reclassified to aircraft fuel expense. |
Geographic Information
Geographic Information | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Geographic Information | Geographic Information Under the Segment Reporting topic of the Codification, disclosures are required for operating segments that are regularly reviewed by chief operating decision makers. Air transportation services accounted for substantially all of the Company’s operations in 2022, 2021, and 2020. Operating revenues are allocated to geographic regions, as defined by the Department of Transportation, or DOT, based upon the origination and destination of each flight segment. As of December 31, 2022, we se rved 34 lo cations in the Caribbean and Latin American region, or Latin America as defined by the DOT. We also served two destinations in Europe, or Atlantic as defined by the DOT. We include the three destinations in Puerto Rico and one destination in the U.S. Virgin Islands in our Caribbean and Latin America allocation of revenues. Therefore, we have reflected these locations within the Caribbean and Latin America region in the table below. Operating revenues by geographic regions for the years ended December 31 are summarized below (in millions): 2022 2021 2020 Domestic & Canada $ 6,067 $ 3,869 $ 1,890 Caribbean & Latin America 2,968 2,150 1,067 Atlantic 123 18 — Total $ 9,158 $ 6,037 $ 2,957 Our tangible assets primarily consist of our fleet of aircraft. Except for our transatlantic service to London, which is operated by the long range variant of the Airbus A321neo aircraft, our fleet is deployed systemwide, with no individual aircraft dedicated to any specific route or region; therefore, our assets do not require any allocation to a geographic area. |
Special Items
Special Items | 12 Months Ended |
Dec. 31, 2022 | |
Unusual or Infrequent Items, or Both [Abstract] | |
Special Items | Special Items The following is a listing of special items presented on our consolidated statements of operations (in millions): Year Ended December 31, 2022 2021 2020 Special Items Federal payroll support grant recognition (1) $ — $ (830) $ (685) CARES Act employee retention credit (2) — (11) (36) Union contract costs (3) 1 8 — Embraer E190 fleet transition (4) 52 — 273 Severance and benefit costs (5) — — 59 ALPA ratification bonus (6) 32 — — Spirit acquisition costs (7) 28 — — Losses on sale-leaseback transactions (8) — — 106 Total $ 113 $ (833) $ (283) (1) As discussed in Note 3 to our consolidated financial statements, we received assistance in the form of grants and unsecured loans under various federal payroll support programs. Funds under these federal payroll support programs were to be used exclusively for the continuation of payment of crewmember wages, salaries, and benefits. The carrying values of the payroll support grants (after consideration of the warrants we issued) were recorded within other liabilities and were recognized as contra-expenses within special items on our consolidated statements of operations as the funds were utilized. We utilized $830 million and $685 million of payroll support grants for the year ended December 31, 2021 and 2020, respectively. Our payroll support grants were fully utilized as of December 31, 2022. (2) The Employee Retention Credit (“ERC ” ) under the CARES Act is a refundable tax credit which encourages businesses to keep employees on the payroll during the COVID-19 pandemic. Eligible employers can qualify for up to $5,000 of credit for each employee based on qualified wages paid after March 12, 2020 and before January 1, 2021. The Internal Revenue Service (“IRS ” ) subsequently issued Notice 2021-23 and Notice 2021-49 which collectively extended the ERC eligibility to cover qualified wages paid after December 31, 2020 and before January 1, 2022. Qualified wages are the wages paid to an employee for the time that the employee is not providing services due to an economic hardship, specifically, either (1) a full or partial suspension of operations by order of a governmental authority due to COVID-19, or (2) a significant decline in gross receipts. Our policy is to recognize the ERC when it is filed with the IRS. We recognized $11 million and $36 million of ERC as contra-expenses within special items on our consolidated statements of operations for the year ended December 31, 2021 and 2020, respectively. (3) In April 2018, JetBlue inflight crewmembers elected to be represented by the Transport Workers Union of America, or TWU. The National Mediation Board, or NMB, certified the TWU as the representative for JetBlue inflight crewmembers. The parties reached a final agreement for the first collective bargaining agreement which was ratified by our inflight crewmembers in December 2021. The agreement is a five-year, renewable contract effective December 13, 2021. During the fourth quarter of 2021, we recorded a one-time ratification bonus totaling $8 million to be allocated amongst our inflight crewmembers as determined by TWU. During the full year 2022, we recorded $1 million in implementation costs relating to the contract. (4) Under ASC 360, Property, Plant, and Equipment , we are required to assess long-lived assets for impairment when events and circumstances indicate that the assets may be impaired. An impairment of long-lived assets exists when the sum of the forecasted undiscounted future cash flows expected to be generated directly by the assets are less than the book value of the assets. Our long-lived assets include both owned and leased properties which are classified as property and equipment, and operating lease assets on our consolidated balance sheets, respectively. Our operations were adversely impacted by the unprecedented decline in demand for travel caused by the COVID-19 pandemic in 2020. To determine if impairment exists in our fleet, we grouped our aircraft by fleet-type and estimated their future cash flows based on projections of capacity, aircraft age, maintenance requirements, and other relevant conditions. Based on the assessment, we determined the future cash flows from the operation of our Embraer E190 fleet were lower than the carrying value. For those aircraft, including the ones that are under operating lease, and related spare parts in our Embraer E190 fleet, we recorded impairment losses of $273 million for the year ended December 31, 2020. These losses represent the difference between the book value of these assets and their fair value. In determining fair value, we obtained third party valuations for our Embraer E190 fleet, which considered the effects of the current market environment, age of the assets, and marketability. For our owned Embraer E190 aircraft and related spare parts, we made adjustments to the valuations to reflect the impact of their current maintenance conditions to determine fair value. Our estimate of fair value was not based on distressed sales or forced liquidations. The fair value of our Embraer E190 aircraft under operating lease and related parts was based on the present value of current market lease rates utilizing a market discount rate for the remaining term of each lease. Since the fair value of our Embraer E190 fleet was determined using unobservable inputs, it is classified as Level 3 in the fair value hierarchy. No fleet impairment loss was recorded for the year ended December 31, 2021. In 2022, as a result of our Embraer E190 fleet transition, we entered into a series of engine exchanges of the CF34 engines used on our Embraer E190 fleet. Additionally, we entered into an agreement to sell 5 of our owned Embraer E190 aircraft in 2023. We classified these 5 aircraft as held for sale in December 31, 2022. As a result of these fleet transition transactions, we recognized a $52 million impairment loss on the Embraer E190 fleet during the year ended December 31, 2022. These losses represent the difference between the book value of these assets and their fair value. In determining fair value, we obtained third party valuations for our Embraer E190 fleet, which considered the effects of the current market environment, age of the assets, and marketability. For our owned Embraer E190 aircraft and related spare parts, we made adjustments to the valuations to reflect the impact of their current maintenance conditions to determine fair value. Our estimate of fair value was not based on distressed sales or forced liquidations. The fair value of our Embraer E190 aircraft under operating lease and related parts was based on the present value of current market lease rates utilizing a market discount rate for the remaining term of each lease. Since the fair value of our Embraer E190 fleet was determined using unobservable inputs, it is classified as Level 3 in the fair value hierarchy. (5) In 2020, the unprecedented declines in demand and in our capacity caused by COVID-19 led to a significant reduction to our staffing needs. In June 2020, we announced a voluntary separation program which allowed eligible crewmembers the opportunity to voluntarily separate from the Company in exchange for severance, health coverage for a specified period of time, and travel privileges based on years of service. Virtually all of our crewmembers were eligible to participate in the voluntary separation program with the exception of our union-represented crewmembers and crewmembers of our wholly-owned subsidiaries (JetBlue Ventures and JetBlue Travel Products). Separation agreements for the majority of the crewmembers who elected to participate in the voluntary program were executed in the third quarter of 2020. One-time costs of $59 million, consisting of severance and health benefits, were recorded for the year ended December 31, 2020 in connection with the program. Approximately $44 million of this charge was disbursed in 2020. Substantially all of the remaining balance had been disbursed as of December 31, 2021 with the residual amount disbursed by mid-2022. (6) As discussed in Note 10 to our consolidated financial statements, we paid $32 million for an ALPA ratification bonus and the associated payroll taxes during the second quarter of 2022. (7) As discussed in Note 17 to our consolidated financial statements, we incurred and paid $28 million for various expenses related to our acquisition of Spirit during the year ended December 31, 2022. (8) In 2020, we executed $563 million of aircraft sale-leaseback transactions. Of these transactions, $354 million did not qualify as sales for accounting purposes. The remaining $209 million qualified as sales and generated a loss of $106 million. These losses represent the difference between the book value of these assets and their fair value. We estimated the fair value of the related aircraft considering third party valuations and considered specific circumstances such as aircraft age, maintenance requirements and condition, and therefore classified as Level 3 in the fair value hierarchy. |
Entry into Merger Agreement wit
Entry into Merger Agreement with Spirit Airlines | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Entry into Merger Agreement with Spirit Airlines | Entry into Merger Agreement with Spirit Airlines On July 28, 2022, JetBlue entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Spirit Airlines, Inc., a Delaware corporation (“Spirit”), and Sundown Acquisition Corp., a Delaware corporation and a direct wholly owned subsidiary of JetBlue (“Merger Sub”), pursuant to which and subject to the terms and conditions therein, Merger Sub will merge with and into Spirit, with Spirit continuing as the surviving corporation (the “Merger”). On October 19, 2022, Spirit announced that its stockholders approved the Merger Agreement. As a result of the Merger, each existing share (“Share”) of Spirit’s common stock, par value $0.0001 per share, will be converted at the effective time of the Merger into the right to receive an amount in cash per Share, without interest, equal to (a) $33.50 minus (b) (i) to the extent paid, an amount in cash equal to $2.50 per Share and (ii) the lesser of (A) $1.15 and (B) the product of (1) $0.10 multiplied by (2) the number of Additional Prepayments (as defined below) paid prior to the date of the closing of the Merger (the “Closing Date”) (such amount in subclause (B), the “Aggregate Additional Prepayment Amount”). On October 26, 2022, in accordance with the Merger Agreement, JetBlue paid $2.50 per share to each holder of record as of September 12, 2022, the record date for the special meeting of Spirit stockholders. The total payment came to $272 million. This amount is included as Other Assets in the Company's Consolidated Balance Sheet as of December 31, 2022 and reported as Payment for Spirit Airlines Acquisition in the Company's Consolidated Statements of Cash Flows for the twelve months ended December 31, 2022. On or prior to the last business day of each calendar month commencing after December 31, 2022, until the earlier of (a) the Closing Date and (b) the termination of the Merger Agreement in accordance with its terms, JetBlue will pay or cause to be paid to the holders of record of outstanding Shares as of a date not more than five The Closing is subject to the satisfaction or waiver of certain closing conditions, including, among other things: (a) receipt of Spirit stockholder approval, which was obtained on October 19, 2022; (b) receipt of applicable regulatory approvals, including approvals from the U.S. Federal Communications Commission, U.S. Federal Aviation Administration and the U.S. Department of Transportation; (c) the expiration or early termination of the statutory waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”) and any customary timing agreement with any governmental entity not to consummate the Merger and approval under certain foreign antitrust laws; (d) the absence of any law or order prohibiting the consummation of the transactions; and (e) the absence of any material adverse effect on Spirit (as defined in the Merger Agreement). Spirit, JetBlue, and Merger Sub each make certain customary representations, warranties and covenants, as applicable, in the Merger Agreement. The Merger Agreement also contains certain provisions relating to efforts to obtain regulatory approval of the Merger, including to provide that JetBlue and Spirit, in connection with obtaining any necessary approval of a governmental entity (including under the HSR Act), will use their respective reasonable best efforts to take, or cause to be taken, all appropriate actions to obtain such approvals, including, to contest, defend, and appeal any proceeding brought by a governmental entity challenging or seeking to prohibit the consummation of the Merger, provided that JetBlue shall not be required to take any divestiture actions if such action would or would reasonably be expected to result in a material adverse effect on JetBlue and its subsidiaries (including Spirit and its subsidiaries) after giving effect to the transactions contemplated by the Merger Agreement, taken as a whole, and in no event shall JetBlue be required to agree to any such divestiture action that, in JetBlue’s discretion, would be reasonably likely to materially and adversely affect the anticipated benefits of the parties to the Northeast Alliance Agreement between JetBlue and American Airlines, Inc., dated as of July 15, 2020, and the agreements contemplated thereby. Any such divestiture action may be conditioned upon the closing of the Merger. The Merger Agreement contains certain customary termination rights for JetBlue and Spirit, including, without limitation, a right for either party to terminate if the Merger is not consummated on or before July 28, 2023, which may be extended to January 28, 2024 and to July 24, 2024 in certain circumstances (such date, as extended, the “Outside Date”) if needed to obtain the required regulatory approvals. Upon the termination of the Merger Agreement under specified circumstances, Spirit will be required to pay JetBlue a breakup fee of $94 million. The Merger Agreement also provides the methodology by which certain expenses of JetBlue will be borne by Spirit. In addition, upon the termination of the Merger Agreement by JetBlue because of a material, uncured breach by Spirit of the Merger Agreement, Spirit will be required to pay JetBlue an amount equal to the sum of all amounts paid by JetBlue to the Spirit stockholders prior to the date of such termination. In the event that the Merger Agreement is terminated due to either (a) a governmental entity issuing an order or taking any other action permanently enjoining or otherwise prohibiting the Merger under U.S. federal competition laws, or (b) the Merger having not occurred by the Outside Date solely to the extent that the closing condition requiring (i) the waiting period applicable to the consummation of the Merger under the HSR Act (and any customary timing agreement with any governmental entity to toll, stay, or extend any such waiting period, or to delay or not to consummate the Merger contemplated by the Merger Agreement entered into in connection therewith) to have expired or been terminated or (ii) that no governmental entity has issued an order or taken any other action (whether temporary, preliminary or permanent) enjoining or otherwise prohibiting the Merger under U.S. federal competition laws, and that no law shall be in effect making the Merger illegal or preventing the consummation of the Merger under U.S. federal competition laws, in either case, has not been satisfied at a time when all other closing conditions to JetBlue’s obligations to consummate the Merger have been satisfied (or are capable of being satisfied if the closing were to occur on such date of termination), then (i) solely to the extent that the Remaining Parent Regulatory Fee (as defined in the Merger Agreement) is greater than zero, (A) JetBlue will pay directly to the stockholders of Spirit as of a record date that is five the Remaining Regulatory Fee Award Amount, in each case, on the second business day following such record date, and (ii) JetBlue will pay Spirit a fee in the amount of $70 million (the “Additional Parent Regulatory Fee”) within two Refer to Note 3 to our consolidated financial statements for further detail of the $3.5 billion Senior Secured Bridge Facility issued to fund the purchase of Spirit. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2022 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS (in millions) Balance at Additions Charged to Deductions Balance at Year Ended December 31, 2022 Valuation allowance for deferred tax assets $ 73 $ 30 $ 13 $ 90 Allowance for obsolete inventory parts 24 5 — 29 Allowance for doubtful accounts 3 16 15 (1) 4 Total $ 100 $ 51 $ 28 $ 123 Year Ended December 31, 2021 Valuation allowance for deferred tax assets $ 69 $ 19 $ 15 $ 73 Allowance for obsolete inventory parts 27 4 7 24 Allowance for doubtful accounts 2 14 13 (1) 3 Total $ 98 $ 37 $ 35 $ 100 Year Ended December 31, 2020 Valuation allowance for deferred tax assets $ 31 $ 38 $ — $ 69 Allowance for obsolete inventory parts 22 5 — 27 Allowance for doubtful accounts 1 6 5 (1) 2 Total $ 54 $ 49 $ 5 $ 98 (1) Uncollectible accounts written off, net of recoveries. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation JetBlue provides air transportation services across the United States, the Caribbean, Latin America, Canada, and England. Our consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States, or GAAP, and include the accounts of JetBlue and our subsidiaries. All majority-owned subsidiaries are consolidated with all intercompany transactions and balances being eliminated. We have reclassified certain prior period amounts to conform to the current period presentation. Unless otherwise noted, all amounts disclosed are stated before consideration of income taxes. |
Use of Estimates | Use of Estimates The preparation of our consolidated financial statements and accompanying notes in conformity with GAAP requires us to make certain estimates and assumptions. Actual results could differ from those estimates. |
Fair Value | Fair Value The Fair Value Measurements and Disclosures topic of the Financial Accounting Standards Board (the “FASB”) Accounting Standards Codification ® (“ASC” or the “Codification”) establishes a framework for measuring fair value and requires enhanced disclosures about fair value measurements. This topic clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. The topic also requires disclosure about how fair value is determined for assets and liabilities and establishes a hierarchy for which these assets and liabilities must be grouped, based on significant levels of in puts. Refer to Note 13 to our consolidated financial statements for more information. |
Cash and Cash Equivalents | Cash and Cash Equivalents |
Restricted Cash | Restricted Cash Restricted cash pri marily consists of funds held in escrow for estimated workers’ compensation obligations and other letters of credit. |
Accounts Receivable | Accounts Receivable |
Investment in Debt Securities | Investment in Debt Securities Investment in debt securities consist of available-for-sale investment securities and held-to-maturity investment securities. When sold, we use a specific identification method to determine the cost of the securities. Available-for-sale investment securities Our available-for-sale investment securities include highly liquid investments such as time deposits, commercial paper, and convertible debt securities which are stated at fair value and included in investments securities on the consolidated balance sheet. We recognized a net unrealized loss of $1 million in accumulated other comprehensive income (loss) on the consolidated balance sheet as of December 31, 2022. We recognized an immaterial net unrealized loss for the same period ended December 31, 2021. Held-to-maturity investment securities Our held-to-maturity investments consist of investment-grade interest bearing instruments, such as corporate bonds and U.S. Treasury notes, which are stated at amortized cost. We do not intend to sell these investment securities. Those with maturities less than twelve months are included in investment securities in the current assets section of our consolidated balance sheets. Those with remaining maturities in excess of twelve months are included in investment securities in the other assets section of our consolidated balance sheets. We did not record any material gains or losses on these securities during the years ended December 31, 2022, 2021, or 2020. The estimated fair value of these investments approximated their carrying value as of December 31, 2022 and 2021. |
Equity method investments | Equity method investments Investments in which we can exercise significant influence are accounted for using the equity method in accordance with Topic 323, Investments - Equity Method and Joint Ventures |
Other Investments | Other Investments Our equity investment securities include investments in common stocks of publicly traded companies which are stated at fair value. The carrying amount of our equity investment securities, which are recorded within investment securities in the Current Assets section of our consolidated balance sheet, was $8 million and $26 million as of December 31, 2022 and 2021, respectively. We recognized a net unrealized loss of $12 million and $10 million in other income on our consolidated statement of operations for the year ending December 31, 2022 and 2021 respectively. We also recognized a net realized gain of $1 million on in other income on our consolidated statement of operations for the year ending December 31, 2022. We did not recognize any realized gains or losses during the same period ending December 31, 2021 or 2020. Our wholly-owned subsidiary, JBV, has equity investments in emerging companies which do not have readily determinable fair values. In accordance with Topic 321, Investments - Equity Securities |
Derivative Instruments | Derivative Instruments Our derivative instruments include fuel hedge contracts, such as jet fuel call options and call option spreads, which are stated at fair value, net of any collateral postings. Derivative instruments are included in other current assets on our consolidated balance sheets. Refer to Note 12 to our consolidated financial statements for more information. |
Inventories | Inventories Inventories consist of expendable aircraft spare parts and supplies that are stated at average cost, as well as aircraft fuel that is accounted for on a first-in, first-out basis. These items are expensed when used or consumed. An allowance for obsolescence on aircraft spare parts and supplies is provided over the remaining useful life of the related aircraft fleet. |
Property and Equipment | Property and Equipment We record our property and equipment at cost and depreciate these assets on a straight-line basis over their estimated useful lives to their estimated residual values. We capitalize additions, modifications enhancing the operating performance of our assets, as well as the interest related to pre-delivery deposits used to acquire new aircraft and the construction of our facilities. Estimated useful lives and residual values for our property and equipment are as follows: Property and Equipment Type Estimated Useful Life Residual Value Aircraft 1 25 years 20 % Inflight entertainment systems 5-10 years 0 % Aircraft parts Fleet life 10 % Flight equipment leasehold improvements Lower of lease term or economic life 0 % Ground property and equipment 2-10 years 0 % Leasehold improvements—other Lower of lease term or economic life 0 % Buildings on leased land Lease term 0 % (1) The estimated remaining useful life of our Embraer E190 fleet ranges from 0-2 years with an average residual value of 12%. Property under finance leases is initially recorded at an amount equal to the present value of future minimum lease payments which is computed on the basis of our incremental borrowing rate or, when known, the interest rate implicit in the lease. Amortization of property under finance leases is on a straight-line basis over the expected useful life to their estimated residual values and is included in depreciation and amortization expense. |
Software | Software |
Indefinite-Lived Intangible Assets | Indefinite-Lived Intangible AssetsOur indefinite-lived intangible assets consist primarily of acquired Slots at certain High Density Airports which result in no amortization expense. Slots are the rights to take-off or land at a specific airport during a specific time period of the day and are a means by which airport capacity and congestion can be managed. We evaluate our indefinite-lived intangible assets for impairment at least annually or when events and circumstances indicate they may be impaired. Indicators include operating or cash flow losses as well as various market factors to determine if events and circumstances could reasonably have affected the fair value. |
Passenger Revenue | Passenger Revenue Ticket sales and the fees collected for related ancillary services are initially deferred in air traffic liability. Air traffic liability represents tickets sold but not yet flown, credits which can be used for future travel, and a portion of the liability related to our TrueBlue ® loyalty program. We allocate the transaction price to each performance obligation identified in a passenger ticket on a relative standalone basis. Passenger revenue, including certain ancillary fees directly related to passenger tickets, is recognized when the transportation is provided. Taxes that we are required to collect from our customers, including foreign and U.S. federal transportation taxes, security taxes, and airport facility charges, are excluded from passenger revenue. Those taxes and fees are recorded as a liability upon collection and are relieved from the liability upon remittance to the applicable governmental agency. The majority of the tickets sold are non-refundable. Non-refundable fares may be canceled prior to the scheduled departure date for a credit for future travel. Refundable fares may be canceled at any time prior to the scheduled departure date. Failure to cancel a refundable fare prior to departure will result in the cancellation of the original ticket and an issuance of a credit for future travel. Passenger credits can be used for future travel up to a year from the date of issuance. Passenger breakage revenue from unused tickets and passenger credits will be recognized in proportion to flown revenue based on estimates of expected expiration when the likelihood of the customer exercising his or her remaining rights becomes remote. Breakage revenue consists of tickets that remain unused past the departure date, have continued validity, and are expected to ultimately expire unused, as well as passenger credits that are not expected to be redeemed prior to expiration. JetBlue uses estimates based on historical experience of expired tickets and credits and considers other factors that could impact future expiration patterns of tickets and credits. Tickets which do not have continued validity past the departure date are recognized as revenue after the scheduled departure date has lapsed. Passenger ticket costs primarily include credit card fees, commissions paid, and global distribution systems booking fees. Costs are allocated entirely to the purchased travel services and are capitalized until recognized when travel services are provided to the customer. In response to the impact of COVID-19 on air travel, in 2020, we extended the expiration dates for travel credits issued from February 27, 2020 through June 30, 2020 to a 24-month period. In January 2022, in response to the surge in COVID-19 cases and flight cancellations in late 2021, we further extended the expiration dates for travel credits with an original expiration date between February 1, 2020 through September 29, 2022 to September 30, 2022. All credits extended due to COVID-19 have expired as of December 31, 2022. |
Loyalty Program | Loyalty Program Customers may earn points under our customer loyalty program, TrueBlue ® , based on the fare paid and fare product purchased for a flight. Customers can also earn points through business partners such as credit card companies, hotels, car rental companies, and our participating airline partners. Points Earned From a Ticket Purchase. When a TrueBlue ® member travels, we recognize a portion of the fare as revenue and defer in air traffic liabilities the portion that represents the value of the points net of spoilage, or breakage. We allocate the transaction price to each performance obligation on a relative standalone basis. We determine the relative standalone selling price of TrueBlue ® points issued using the redemption value approach. To maximize the use of observable inputs, we utilize the actual ticket value of the tickets purchased with TrueBlue ® points. The liability is relieved and passenger revenue is recognized when the points are redeemed and the free travel is provided. Points Sold to TrueBlue ® Partners . Our most significant contract to sell TrueBlue ® points is with our co-branded credit card partner. Co-branded credit card partnerships have the following identified performance obligations: air transportation; use of the JetBlue brand name and access to our frequent flyer customer lists; advertising; and other airline benefits. In determining the relative standalone selling price, JetBlue considered multiple inputs, methods and assumptions, including: discounted cash flows; estimated redemption value, net of fulfillment discount; points expected to be awarded and redeemed; estimated annual spending by cardholders; estimated annual royalty for use of JetBlue's frequent flyer customer lists; and estimated utilization of other airline benefits. Payments are typically due monthly based on the volume of points sold during the period, and the terms of our contracts are generally from one Amounts allocated to the air transportation element which are initially deferred include a portion that are expected to be redeemed during the following twelve months (included within Air traffic liability), and a portion that are not expected to be redeemed during the following twelve months (included within Air traffic liability - non-current). We periodically update this analysis and adjust the split between current and non-current liabilities as appropriate. Points earned by TrueBlue ® members never expire. TrueBlue ® |
Airframe and Engine Maintenance and Repair | Airframe and Engine Maintenance and Repair |
Advertising Costs | Advertising CostsAdvertising costs, which are included in sales and marketing, are expensed as incurred. |
Share-Based Compensation | Share-Based Compensation We record compensation expense for share-based awards based on the grant date fair value of those awards. Share-based compensation expense includes an estimate for pre-vesting forfeitures and is recognized over the requisite service periods of the awards on a straight-line basis. |
Income Taxes | Income Taxes We account for income taxes utilizing the liability method. Deferred income taxes are recognized for the tax consequences of temporary differences between the tax and financial statement reporting bases of assets and liabilities. A valuation allowance for deferred tax assets is provided unless realization of the asset is judged by us to be more likely than not. Our policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. |
Recently Issued And Adopted Accounting Standards | Recently Adopted Accounting Standards In August 2020, the FASB issued ASU 2020-06, Debt —Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity (“ASU 2020-06”). This update simplifies the accounting for certain convertible instruments by removing the separation models for convertible debt with a cash conversion feature and for convertible instruments with a beneficial conversion feature. As a result, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. Additionally, this update amends the diluted earnings per share calculation for convertible instruments by requiring the use of the if-converted method. The treasury stock method is no longer available. Entities may adopt the requirements of ASU 2020-06 using either a full or modified retrospective approach, and it is effective for interim and annual reporting periods beginning after December 15, 2021. We early adopted the requirements of ASU 2020-06 as of January 1, 2021. The adoption did not have an impact on our consolidated financial statements as we did not have any convertible instruments outstanding as of December 31, 2020. As discussed in Note 3 to our consolidated financial statements, in March 2021, we completed a private offering for $750 million of 0.50% convertible notes due 2026. The carrying value of this convertible note was included within long-term debt and finance lease obligations on our consolidated balance sheet as of December 31, 2022 and 2021. In February 2021, a Securities and Exchange Commission (“SEC”) rule intended to modernize, simplify, and enhance certain financial disclosure requirements became effective. The impact of this rule on our financial statements was not material, although several disclosures in Management's Discussion and Analysis of Financial Condition and Results of Operations were updated. The primary disclosure changes were to remove: 1) selected financial data for the preceding five years and 2) discussions compar ing 2021 and 2020 results, a nd direct readers of our Form 10-K to these disclosures included in our prior SEC filings. In November 2021, the FASB issued ASU 2021-10, Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance. This guidance requires business entities to make annual disclosures about transactions with a government (including government assistance) they account for by analogizing to a grant or contribution model. The required disclosure include the nature of the transaction, the entity's related accounting policy, the financial statement line items affected and the amounts reflected in the current period financial statements, as well as any significant terms and conditions. This guidance was effective for financial statements issued for annual periods beginning after December 15, 2021, and early adoption is permitted. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of marketable securities | The carrying values of investments in debt securities consisted of the following at December 31, 2022 and 2021 (in millions): December 31, 2022 December 31, 2021 Available-for-sale securities Time deposits $ 285 $ 790 Commercial paper 39 2 Debt securities 13 8 Total available-for-sale securities 337 800 Held-to-maturity securities Corporate bonds 177 37 Total held-to-maturity securities 177 37 Total investment in debt securities $ 514 $ 837 |
Schedule of property, plant and equipment | Estimated useful lives and residual values for our property and equipment are as follows: Property and Equipment Type Estimated Useful Life Residual Value Aircraft 1 25 years 20 % Inflight entertainment systems 5-10 years 0 % Aircraft parts Fleet life 10 % Flight equipment leasehold improvements Lower of lease term or economic life 0 % Ground property and equipment 2-10 years 0 % Leasehold improvements—other Lower of lease term or economic life 0 % Buildings on leased land Lease term 0 % (1) The estimated remaining useful life of our Embraer E190 fleet ranges from 0-2 years with an average residual value of 12%. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of revenue | The following table provides the revenue recognized by revenue source for the years ended December 31, 2022, 2021, and 2020 (in millions): Twelve Months Ended December 31, 2022 2021 2020 Passenger revenue Passenger travel $ 8,078 $ 5,304 $ 2,551 Loyalty revenue - air transportation 508 305 182 Other revenue Loyalty revenue 391 306 168 Other revenue 181 122 56 Total revenue $ 9,158 $ 6,037 $ 2,957 |
Contract with customer, contract asset, contract liability, and receivable | Our contract liabilities primarily consist of ticket sales for which transportation has not yet been provided, unused credits available to customers, and outstanding loyalty points available for redemption (in millions): December 31, 2022 December 31, 2021 Air traffic liability - passenger travel $ 1,291 $ 1,323 Air traffic liability - loyalty program (air transportation) 1,000 891 Deferred revenue (1) 530 613 Total $ 2,821 $ 2,827 (1) Deferred revenue is included within other accrued liabilities and other liabilities on our consolidated balance sheets. The table below presents the activities of the current and non-current air traffic liability for our loyalty program, and includes points earned and sold to participating companies for the years ended December 31, 2022 and 2021 (in millions): Balance at December 31, 2020 $ 733 TrueBlue ® points redeemed (305) TrueBlue ® points earned and sold 463 Balance at December 31, 2021 891 TrueBlue ® points redeemed (508) TrueBlue ® points earned and sold 617 Balance at December 31, 2022 $ 1,000 |
Long-term Debt, Short-term Bo_2
Long-term Debt, Short-term Borrowings and Finance Lease Obligations (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of long term debt | Long-term debt and finance lease obligations and the related weighted average contractual interest rate at December 31, 2022 and 2021 consisted of the following (in millions): December 31, 2022 December 31, 2021 Secured Debt Fixed rate specialty bonds, due through 2036 $ 43 4.9 % $ 43 4.9 % Fixed rate enhanced equipment notes: 2019-1 Series AA, due through 2032 510 2.8 % 538 2.8 % 2019-1 Series A, due through 2028 159 3.0 % 168 3.0 % 2019-1 Series B, due through 2027 83 8.1 % 96 8.2 % 2020-1 Series A, due through 2032 552 4.1 % 594 4.1 % 2020-1 Series B, due through 2028 136 7.8 % 155 7.8 % Fixed rate enhanced equipment notes, due through 2023 61 4.4 % 88 4.5 % Fixed rate equipment notes, due through 2028 448 4.2 % 622 4.2 % Floating rate equipment notes, due through 2028 56 6.9 % 103 2.7 % 2020 aircraft sale-leaseback transactions, due through 2024 341 7.3 % 347 7.4 % Finance Leases 2 6.1 % 3 6.1 % Unsecured Debt Unsecured CARES Act Payroll Support Program loan, due through 2030 259 2.0 % 259 2.0 % Unsecured Consolidated Appropriations Act Payroll Support Program Extension loan, due through 2031 144 2.0 % 144 2.0 % Unsecured American Rescue Plan Act of 2021 Payroll Support loan, due through 2031 132 2.0 % 132 2.0 % 0.50% convertible senior notes, due through 2026 750 0.5 % 750 0.5 % Total debt and finance lease obligations $ 3,676 $ 4,042 Less: Debt acquisition cost (29) (36) Less: Current maturities (554) (355) Long-term debt and finance lease obligations $ 3,093 $ 3,651 |
Schedule of maturities of long-term debt | Maturities of our debt and finance leases, net of debt acquisition costs, for the next five years are as follows (in millions): Maturities 2023 $ 547 2024 330 2025 192 2026 929 2027 174 Thereafter 1,475 |
Carrying amounts and estimated fair values of long-term debt | The carrying amounts and estimated fair values of our long-term debt, net of debt acquisition costs, at December 31, 2022 and 2021 were as follows (in millions): December 31, 2022 December 31, 2021 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Public Debt Fixed rate special facility bonds, due through 2036 $ 42 $ 43 $ 42 $ 45 Fixed rate enhanced equipment notes: 2019-1 Series AA, due through 2032 504 345 532 442 2019-1 Series A, due through 2028 157 124 166 150 2019-1 Series B, due through 2027 82 87 94 121 2020-1 Series A, due through 2032 546 457 587 634 2020-1 Series B, due through 2028 135 142 153 199 Non-Public Debt Fixed rate enhanced equipment notes, due through 2023 61 60 88 88 Fixed rate equipment notes, due through 2028 447 422 620 706 Floating rate equipment notes, due through 2028 56 49 103 99 Unsecured CARES Act Payroll Support Program loan, due through 2030 259 126 259 219 2020 sale-leaseback transactions, due through 2024 341 329 347 374 Unsecured Consolidated Appropriations Act Payroll Support Program Extension loan, due through 2031 144 68 144 121 Unsecured American Rescue Plan Act of 2021 Payroll Support loan, due through 2031 132 62 132 111 0.50% convertible senior notes, due through 2026 739 534 736 673 Total (1) $ 3,645 $ 2,848 $ 4,003 $ 3,982 (1) Total excludes finance lease obligations of $2 million and $3 million at December 31, 2022 and 2021, respectively. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Schedule of lease assets and liabilities | The table below presents the lease-related assets and liabilities recorded on our consolidated balance sheets as of December 31, 2022 and 2021 (in millions): As of December 31, 2022 2021 Assets Classification on Balance Sheet Operating lease assets Operating lease assets $ 660 $ 729 Finance lease assets Property and equipment, net 2 3 Total lease assets $ 662 $ 732 Liabilities Classification on Balance Sheet Current: Operating lease liabilities Current operating lease liabilities $ 97 $ 106 Finance lease liabilities Current maturities of long-term debt and finance lease obligations 2 1 Long-term: Operating lease liabilities Long-term operating lease liabilities 639 690 Finance lease liabilities Long-term debt and finance lease obligations — 2 Total lease liabilities $ 738 $ 799 As of December 31, 2022 2021 Weighted average remaining lease term (in years) Operating leases 9 9 Finance leases 1 2 Weighted average discount rate Operating leases 6.76 % 6.00 % Finance leases 6.09 % 6.09 % |
Lease, cost | The table below presents certain information related to our lease costs during the years ended December 31, 2022, 2021, and 2020 (in millions): 2022 2021 2020 Operating lease cost $ 158 $ 165 $ 160 Short-term lease cost 1 1 1 Finance lease cost: Amortization of assets — — 6 Interest on lease liabilities — 1 2 Variable lease cost 500 562 282 Sublease income 20 10 (5) Total net lease cost $ 679 $ 739 $ 446 |
Schedule of leases, supplemental cash flows | The table below presents supplemental cash flow information related to leases during the years ended December 31, 2022, 2021, and 2020 (in millions): 2022 2021 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows for operating leases $ 154 $ 160 $ 146 Operating cash flows for finance leases — 3 4 Financing cash flows for finance leases 1 59 28 |
Lessee, operating lease, liability, maturity | The table below presents scheduled future minimum lease payments for operating and finance leases recorded on our consolidated balance sheets, as of December 31, 2022 (in millions): As of December 31, 2022 Operating Leases Finance Leases 2023 $ 143 $ 2 2024 $ 138 $ — 2025 98 — 2026 80 — 2027 81 — Thereafter 463 — Total minimum lease payments 1,003 2 Less: amount of lease payment representing interest (267) — Present value of future minimum lease payment 736 2 Less: current obligations under leases (97) (2) Long-term lease obligations $ 639 $ — |
Lessee, finance lease, liability, maturity | The table below presents scheduled future minimum lease payments for operating and finance leases recorded on our consolidated balance sheets, as of December 31, 2022 (in millions): As of December 31, 2022 Operating Leases Finance Leases 2023 $ 143 $ 2 2024 $ 138 $ — 2025 98 — 2026 80 — 2027 81 — Thereafter 463 — Total minimum lease payments 1,003 2 Less: amount of lease payment representing interest (267) — Present value of future minimum lease payment 736 2 Less: current obligations under leases (97) (2) Long-term lease obligations $ 639 $ — |
(Loss) Earnings Per Share (Tabl
(Loss) Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of (loss) earnings per share, basic and diluted | The following table shows how we computed basic and diluted earnings per common share for the years ended December 31 (dollars and share data in millions): 2022 2021 2020 Net loss $ (362) $ (182) $ (1,354) Weighted average basic shares 323.6 318.0 277.5 Effect of dilutive securities — — — Weighted average diluted shares 323.6 318.0 277.5 Loss per common share Basic $ (1.12) $ (0.57) $ (4.88) Diluted $ (1.12) $ (0.57) $ (4.88) |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of restricted stock unit activity | The following is a summary of RSU activity under the 2011 Plan for the year ended December 31, 2022 (in millions except per share data): Shares Weighted Average Grant Date Fair Value Nonvested at beginning of year 0.9 $ 17.72 Granted — — Vested (0.6) 17.70 Forfeited — 18.05 Nonvested at end of year 0.3 $18.17 The following is a summary of RSU activity under the 2020 Plan for the year ended December 31, 2022 (in millions except per share data): Shares Weighted Average Grant Date Fair Value Nonvested at beginning of year 1.3 $ 17.98 Granted 2.2 12.56 Vested (0.5) 18.43 Forfeited (0.2) 16.32 Nonvested at end of year 2.8 $13.97 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of provision for income taxes | Our income tax benefit consisted of the following for the years ended December 31 (in millions): 2022 2021 2020 Deferred: Federal $ (86) $ (44) $ (247) State 13 (44) (82) Deferred income tax benefit (73) (88) (329) Current: Federal (3) 3 (199) State — 5 (9) Foreign 1 (1) (2) Current income tax (benefit) expense (2) 7 (210) Total income tax benefit $ (75) $ (81) $ (539) |
Schedule of income taxes differed from the federal income tax statutory rate | Income tax benefit reconciles to the amount computed by applying the U.S. federal statutory income tax rate to loss before income taxes for the years ended December 31 as follows (in millions): 2022 2021 2020 Income tax benefit at statutory rate $ (92) $ (55) $ (398) State income tax, net of federal benefit 13 (36) (71) Nondeductible expenses 8 5 5 Net operating loss carryback — — (73) Foreign tax credit re-characterization — — (13) Foreign rate differential 4 (5) 2 Valuation allowance (2) 4 10 Unrecognized tax benefit (3) 7 (3) Other, net (3) (1) 2 Total income tax benefit $ (75) $ (81) $ (539) |
Schedule of deferred tax assets and deferred liabilities | The components of our deferred tax assets and liabilities as of December 31 are as follows (in millions): 2022 2021 Deferred tax assets: Deferred revenue/gains $ 271 $ 301 Employee benefits 72 70 Foreign tax credit 78 83 Other Credits 4 4 Net operating loss carryforward 709 522 Interest expense limitation carryforward 29 — Operating lease liabilities 194 189 Rent expense 84 108 Transaction Costs 13 — Sec. 174 research activities 16 — Other 20 17 Total deferred tax assets 1,490 1,294 Valuation allowance (90) (73) Deferred tax assets, net 1,400 1,221 Deferred tax liabilities: Property and Equipment (1,963) (1,845) Operating lease assets (173) (182) Other (34) (37) Total deferred tax liabilities (2,170) (2,064) Net deferred tax liability $ (770) $ (843) |
Schedule of reconciliation of the beginning and ending amount of unrecognized tax benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in millions): 2022 2021 2020 Unrecognized tax benefits at January 1, $ 40 $ 32 $ 36 Increases for tax positions taken during the period 5 2 1 Decreases for tax positions taken during the period (6) (1) — Increases for tax positions taken during a prior period — 19 — Decreases for tax positions taken during a prior period (13) (12) (5) Unrecognized tax benefits December 31, $ 26 $ 40 $ 32 |
Financial Derivative Instrume_2
Financial Derivative Instruments and Risk Management (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative instrument in statement of financial position and financial performance | The following table illustrates the approximate hedged percentages of our projected fuel usage by quarter related to our outstanding fuel hedging contracts that were designated as cash flow hedges for accounting purposes as of December 31, 2022. We did not have any fuel hedging contracts outstanding at December 31, 2021. Aircraft fuel call option spread agreements Total First Quarter 2023 8.8 % 8.8 % The table below reflects quantitative information related to our derivative instruments and where these amounts are recorded in our financial statements (dollar amounts in millions): Year Ended December 31, 2022 2021 Fuel derivatives Asset fair value recorded in prepaid expenses and other current assets (1) $ 3 $ — Longest remaining term (months) 3 — Hedged volume (barrels, in thousands) 450 — Estimated amount of existing gains expected to be reclassified into earnings in the next 12 months 2 — Year Ended December 31, 2022 2021 2020 Fuel derivatives Hedge effectiveness losses recognized in aircraft fuel expense $ 7 $ — $ 7 Losses on derivatives resulting from the discontinuance of hedge accounting recognized in interest income and other $ — $ — $ 8 Hedge losses on derivatives recognized in comprehensive income $ 3 $ — $ 11 Percentage of actual consumption economically hedged 7 % — % 25 % (1) Gross asset or liability of each contract prior to consideration of offsetting positions with each counterparty and prior to impact of collateral paid. |
Fair Value (Tables)
Fair Value (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair value, by balance sheet grouping | The following is a listing of our assets and liabilities required to be measured at fair value on a recurring basis and where they are classified within the fair value hierarchy (in millions): As of December 31, 2022 Level 1 Level 2 Level 3 Total Assets Cash equivalents $ 665 $ — $ — $ 665 Available-for-sale investment securities — 324 13 337 Equity Investment Securities 8 — — 8 Aircraft fuel derivatives — 3 — 3 As of December 31, 2021 Level 1 Level 2 Level 3 Total Assets Cash equivalents $ 1,515 $ — $ — $ 1,515 Available-for-sale investment securities — 800 — 800 Equity investment securities 26 — — 26 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Accumulated other comprehensive income (loss), net of taxes | Comprehensive income (loss) includes changes in fair value of our aircraft fuel derivatives which qualify for hedge accounting. Unrealized loss on available-for-sale investment securities are reflected as a component of accumulated other comprehensive income (loss). A rollforward of the amounts included in accumulated other comprehensive income (loss), net of taxes for the years ended December 31, 2022, 2021, and 2020 is as follows (in millions): Aircraft Fuel Derivatives(1) Available-for-sale securities Total Balance of accumulated income, at December 31, 2019 $ 2 $ — $ 2 Reclassifications into earnings, net of taxes of $(5) 9 — 9 Change in fair value, net of taxes of $5 (11) — (11) Balance of accumulated income, at December 31, 2020 $ — $ — $ — Reclassifications into earnings, net of taxes of $0 — — — Change in fair value, net of taxes of $0 — — — Balance of accumulated income, at December 31, 2021 $ — $ — $ — Reclassifications into earnings, net of taxes of $(3) 4 — 4 Change in fair value, net of taxes of $2 (3) (1) (4) Balance of accumulated income (loss), at December 31, 2022 $ 1 $ (1) $ — (1) Reclassified to aircraft fuel expense. |
Geographic Information (Tables)
Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Summary of operating revenues by geographic regions | Operating revenues are allocated to geographic regions, as defined by the Department of Transportation, or DOT, based upon the origination and destination of each flight segment. As of December 31, 2022, we se rved 34 lo cations in the Caribbean and Latin American region, or Latin America as defined by the DOT. We also served two destinations in Europe, or Atlantic as defined by the DOT. We include the three destinations in Puerto Rico and one destination in the U.S. Virgin Islands in our Caribbean and Latin America allocation of revenues. Therefore, we have reflected these locations within the Caribbean and Latin America region in the table below. Operating revenues by geographic regions for the years ended December 31 are summarized below (in millions): 2022 2021 2020 Domestic & Canada $ 6,067 $ 3,869 $ 1,890 Caribbean & Latin America 2,968 2,150 1,067 Atlantic 123 18 — Total $ 9,158 $ 6,037 $ 2,957 |
Special Items (Tables)
Special Items (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Unusual or Infrequent Items, or Both [Abstract] | |
Schedule of unusual or infrequent items, or both | The following is a listing of special items presented on our consolidated statements of operations (in millions): Year Ended December 31, 2022 2021 2020 Special Items Federal payroll support grant recognition (1) $ — $ (830) $ (685) CARES Act employee retention credit (2) — (11) (36) Union contract costs (3) 1 8 — Embraer E190 fleet transition (4) 52 — 273 Severance and benefit costs (5) — — 59 ALPA ratification bonus (6) 32 — — Spirit acquisition costs (7) 28 — — Losses on sale-leaseback transactions (8) — — 106 Total $ 113 $ (833) $ (283) (1) As discussed in Note 3 to our consolidated financial statements, we received assistance in the form of grants and unsecured loans under various federal payroll support programs. Funds under these federal payroll support programs were to be used exclusively for the continuation of payment of crewmember wages, salaries, and benefits. The carrying values of the payroll support grants (after consideration of the warrants we issued) were recorded within other liabilities and were recognized as contra-expenses within special items on our consolidated statements of operations as the funds were utilized. We utilized $830 million and $685 million of payroll support grants for the year ended December 31, 2021 and 2020, respectively. Our payroll support grants were fully utilized as of December 31, 2022. (2) The Employee Retention Credit (“ERC ” ) under the CARES Act is a refundable tax credit which encourages businesses to keep employees on the payroll during the COVID-19 pandemic. Eligible employers can qualify for up to $5,000 of credit for each employee based on qualified wages paid after March 12, 2020 and before January 1, 2021. The Internal Revenue Service (“IRS ” ) subsequently issued Notice 2021-23 and Notice 2021-49 which collectively extended the ERC eligibility to cover qualified wages paid after December 31, 2020 and before January 1, 2022. Qualified wages are the wages paid to an employee for the time that the employee is not providing services due to an economic hardship, specifically, either (1) a full or partial suspension of operations by order of a governmental authority due to COVID-19, or (2) a significant decline in gross receipts. Our policy is to recognize the ERC when it is filed with the IRS. We recognized $11 million and $36 million of ERC as contra-expenses within special items on our consolidated statements of operations for the year ended December 31, 2021 and 2020, respectively. (3) In April 2018, JetBlue inflight crewmembers elected to be represented by the Transport Workers Union of America, or TWU. The National Mediation Board, or NMB, certified the TWU as the representative for JetBlue inflight crewmembers. The parties reached a final agreement for the first collective bargaining agreement which was ratified by our inflight crewmembers in December 2021. The agreement is a five-year, renewable contract effective December 13, 2021. During the fourth quarter of 2021, we recorded a one-time ratification bonus totaling $8 million to be allocated amongst our inflight crewmembers as determined by TWU. During the full year 2022, we recorded $1 million in implementation costs relating to the contract. (4) Under ASC 360, Property, Plant, and Equipment , we are required to assess long-lived assets for impairment when events and circumstances indicate that the assets may be impaired. An impairment of long-lived assets exists when the sum of the forecasted undiscounted future cash flows expected to be generated directly by the assets are less than the book value of the assets. Our long-lived assets include both owned and leased properties which are classified as property and equipment, and operating lease assets on our consolidated balance sheets, respectively. Our operations were adversely impacted by the unprecedented decline in demand for travel caused by the COVID-19 pandemic in 2020. To determine if impairment exists in our fleet, we grouped our aircraft by fleet-type and estimated their future cash flows based on projections of capacity, aircraft age, maintenance requirements, and other relevant conditions. Based on the assessment, we determined the future cash flows from the operation of our Embraer E190 fleet were lower than the carrying value. For those aircraft, including the ones that are under operating lease, and related spare parts in our Embraer E190 fleet, we recorded impairment losses of $273 million for the year ended December 31, 2020. These losses represent the difference between the book value of these assets and their fair value. In determining fair value, we obtained third party valuations for our Embraer E190 fleet, which considered the effects of the current market environment, age of the assets, and marketability. For our owned Embraer E190 aircraft and related spare parts, we made adjustments to the valuations to reflect the impact of their current maintenance conditions to determine fair value. Our estimate of fair value was not based on distressed sales or forced liquidations. The fair value of our Embraer E190 aircraft under operating lease and related parts was based on the present value of current market lease rates utilizing a market discount rate for the remaining term of each lease. Since the fair value of our Embraer E190 fleet was determined using unobservable inputs, it is classified as Level 3 in the fair value hierarchy. No fleet impairment loss was recorded for the year ended December 31, 2021. In 2022, as a result of our Embraer E190 fleet transition, we entered into a series of engine exchanges of the CF34 engines used on our Embraer E190 fleet. Additionally, we entered into an agreement to sell 5 of our owned Embraer E190 aircraft in 2023. We classified these 5 aircraft as held for sale in December 31, 2022. As a result of these fleet transition transactions, we recognized a $52 million impairment loss on the Embraer E190 fleet during the year ended December 31, 2022. These losses represent the difference between the book value of these assets and their fair value. In determining fair value, we obtained third party valuations for our Embraer E190 fleet, which considered the effects of the current market environment, age of the assets, and marketability. For our owned Embraer E190 aircraft and related spare parts, we made adjustments to the valuations to reflect the impact of their current maintenance conditions to determine fair value. Our estimate of fair value was not based on distressed sales or forced liquidations. The fair value of our Embraer E190 aircraft under operating lease and related parts was based on the present value of current market lease rates utilizing a market discount rate for the remaining term of each lease. Since the fair value of our Embraer E190 fleet was determined using unobservable inputs, it is classified as Level 3 in the fair value hierarchy. (5) In 2020, the unprecedented declines in demand and in our capacity caused by COVID-19 led to a significant reduction to our staffing needs. In June 2020, we announced a voluntary separation program which allowed eligible crewmembers the opportunity to voluntarily separate from the Company in exchange for severance, health coverage for a specified period of time, and travel privileges based on years of service. Virtually all of our crewmembers were eligible to participate in the voluntary separation program with the exception of our union-represented crewmembers and crewmembers of our wholly-owned subsidiaries (JetBlue Ventures and JetBlue Travel Products). Separation agreements for the majority of the crewmembers who elected to participate in the voluntary program were executed in the third quarter of 2020. One-time costs of $59 million, consisting of severance and health benefits, were recorded for the year ended December 31, 2020 in connection with the program. Approximately $44 million of this charge was disbursed in 2020. Substantially all of the remaining balance had been disbursed as of December 31, 2021 with the residual amount disbursed by mid-2022. (6) As discussed in Note 10 to our consolidated financial statements, we paid $32 million for an ALPA ratification bonus and the associated payroll taxes during the second quarter of 2022. (7) As discussed in Note 17 to our consolidated financial statements, we incurred and paid $28 million for various expenses related to our acquisition of Spirit during the year ended December 31, 2022. (8) In 2020, we executed $563 million of aircraft sale-leaseback transactions. Of these transactions, $354 million did not qualify as sales for accounting purposes. The remaining $209 million qualified as sales and generated a loss of $106 million. These losses represent the difference between the book value of these assets and their fair value. We estimated the fair value of the related aircraft considering third party valuations and considered specific circumstances such as aircraft age, maintenance requirements and condition, and therefore classified as Level 3 in the fair value hierarchy. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||||
Nov. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||||||
Letter of credit, commitment fee amount | $ 65 | |||||
Change in fair value | $ (4) | $ 0 | $ (11) | |||
Equity method investments | 38 | 32 | ||||
Net unrealized loss | 2 | 2 | 4 | |||
Unrealized loss on investments | 12 | 10 | ||||
Realized gain on equity investment securities | 1 | |||||
Cost method investments - jetblue tech ventures | 83 | 72 | ||||
Recognized (loss) gain on investment | $ (2) | 37 | 2 | |||
Ownership interest | 10% | |||||
Cost method investments TWA flight center hotel | $ 14 | 14 | ||||
Travel credit extension period | 24 months | |||||
Advertising expense | $ 59 | 45 | 45 | |||
Available-for-sale securities | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Change in fair value | $ (1) | 0 | 0 | |||
JMP Holdings, LLC | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Letter of credit, commitment fee percentage | 5% | |||||
Senior Notes | Convertible Senior Notes Due 2026 | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Debt instrument, face amount | $ 750 | $ 750 | ||||
Debt instrument, interest rate, stated percentage | 0.50% | 0.50% | 0.50% | |||
Minimum | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Term of contract under loyalty program | 1 year | |||||
Maximum | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Term of contract under loyalty program | 10 years | |||||
Computer software, intangible asset | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Useful life of software | 5 years | |||||
Capitalized computer software, net | $ 123 | 144 | ||||
Amortization expense | 51 | 45 | $ 44 | |||
2023 | 48 | |||||
2024 | 37 | |||||
2025 | 23 | |||||
2026 | 12 | |||||
2027 | 3 | |||||
High density airports, take-off and landing slots | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Intangible assets, net (excluding goodwill) | $ 139 | $ 139 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Carrying Values Of Investment Securities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Schedule of AFS and HTM Securities [Line Items] | ||
Available-for-sale securities | $ 337 | $ 800 |
Held-to-maturity securities | 177 | 37 |
Total investment in debt securities | 514 | 837 |
Time deposits | ||
Schedule of AFS and HTM Securities [Line Items] | ||
Available-for-sale securities | 285 | 790 |
Commercial paper | ||
Schedule of AFS and HTM Securities [Line Items] | ||
Available-for-sale securities | 39 | 2 |
Debt securities | ||
Schedule of AFS and HTM Securities [Line Items] | ||
Available-for-sale securities | 13 | 8 |
Corporate bonds | ||
Schedule of AFS and HTM Securities [Line Items] | ||
Held-to-maturity securities | $ 177 | $ 37 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Estimated Useful Lives and Residual Values (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Aircraft | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 25 years |
Residual Value | 20% |
Inflight entertainment systems | |
Property, Plant and Equipment [Line Items] | |
Residual Value | 0% |
Aircraft parts | |
Property, Plant and Equipment [Line Items] | |
Residual Value | 10% |
Flight equipment leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Residual Value | 0% |
Ground property and equipment | |
Property, Plant and Equipment [Line Items] | |
Residual Value | 0% |
Leasehold improvements—other | |
Property, Plant and Equipment [Line Items] | |
Residual Value | 0% |
Buildings on leased land | |
Property, Plant and Equipment [Line Items] | |
Residual Value | 0% |
E190 | |
Property, Plant and Equipment [Line Items] | |
Residual Value | 12% |
Minimum | Inflight entertainment systems | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 5 years |
Minimum | Ground property and equipment | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 2 years |
Minimum | E190 | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 0 years |
Maximum | Inflight entertainment systems | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 10 years |
Maximum | Ground property and equipment | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 10 years |
Maximum | E190 | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 2 years |
Revenue Recognition - Revenue R
Revenue Recognition - Revenue Recognized By Revenue (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Passenger revenue | |||
Passenger travel | $ 8,078 | $ 5,304 | $ 2,551 |
Loyalty revenue - air transportation | 508 | 305 | 182 |
Other revenue | |||
Loyalty revenue | 391 | 306 | 168 |
Other revenue | 181 | 122 | 56 |
Total revenue | $ 9,158 | $ 6,037 | $ 2,957 |
Revenue Recognition - Contract
Revenue Recognition - Contract Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Revenue from Contract with Customer [Abstract] | ||
Air traffic liability - passenger travel | $ 1,291 | $ 1,323 |
Air traffic liability - loyalty program (air transportation) | 1,000 | 891 |
Deferred revenue | 530 | 613 |
Total | $ 2,821 | $ 2,827 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | ||
Contract with customer, liability, revenue recognized | $ 1,200 | $ 589 |
Revenue Recognition - Current A
Revenue Recognition - Current And Non-Current Air Traffic Liability (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue From Contract With Customer [Roll Forward] | ||
Beginning balance | $ 891 | $ 733 |
TrueBlue® points redeemed | (508) | (305) |
TrueBlue® points earned and sold | 617 | 463 |
Ending balance | $ 1,000 | $ 891 |
Long-term Debt, Short-term Bo_3
Long-term Debt, Short-term Borrowings and Finance Lease Obligations - Finance Lease Obligations And The Related Weighted Average Interest Rate (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Present value of future minimum lease payment | $ 2 | $ 3 |
Finance leases | 6.09% | 6.09% |
Total debt and capital lease obligations | $ 3,676 | $ 4,042 |
Less: Debt acquisition cost | (29) | (36) |
Less: Current maturities | (554) | (355) |
Long-term debt and finance lease obligations | 3,093 | 3,651 |
Fixed rate specialty bonds, due through 2036 | ||
Debt Instrument [Line Items] | ||
Secured debt | $ 43 | $ 43 |
Weighted average interest rate | 4.90% | 4.90% |
2019-1 Series AA, due through 2032 | ||
Debt Instrument [Line Items] | ||
Secured debt | $ 510 | $ 538 |
Weighted average interest rate | 2.80% | 2.80% |
2019-1 Series A, due through 2028 | ||
Debt Instrument [Line Items] | ||
Secured debt | $ 159 | $ 168 |
Weighted average interest rate | 3% | 3% |
2019-1 Series B, due through 2027 | ||
Debt Instrument [Line Items] | ||
Secured debt | $ 83 | $ 96 |
Weighted average interest rate | 8.10% | 8.20% |
2020-1 Series A, due through 2032 | ||
Debt Instrument [Line Items] | ||
Secured debt | $ 552 | $ 594 |
Weighted average interest rate | 4.10% | 4.10% |
2020-1 Series B, due through 2028 | ||
Debt Instrument [Line Items] | ||
Secured debt | $ 136 | $ 155 |
Weighted average interest rate | 7.80% | 7.80% |
Fixed rate enhanced equipment notes, due through 2023 | ||
Debt Instrument [Line Items] | ||
Secured debt | $ 61 | $ 88 |
Weighted average interest rate | 4.40% | 4.50% |
Fixed rate equipment notes, due through 2028 | ||
Debt Instrument [Line Items] | ||
Secured debt | $ 448 | $ 622 |
Weighted average interest rate | 4.20% | 4.20% |
Floating rate equipment notes, due through 2028 | ||
Debt Instrument [Line Items] | ||
Secured debt | $ 56 | $ 103 |
Weighted average interest rate | 6.90% | 2.70% |
2020 sale-leaseback transactions, due through 2024 | ||
Debt Instrument [Line Items] | ||
Secured debt | $ 341 | $ 347 |
Weighted average interest rate | 7.30% | 7.40% |
Unsecured CARES Act Payroll Support Program loan, due through 2030 | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 2% | 2% |
Unsecured debt | $ 259 | $ 259 |
Unsecured Consolidated Appropriations Act Payroll Support Program Extension loan, due through 2031 | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 2% | 2% |
Unsecured debt | $ 144 | $ 144 |
Unsecured American Rescue Plan Act of 2021 Payroll Support loan, due through 2031 | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 2% | 2% |
Unsecured debt | $ 132 | $ 132 |
0.50% convertible senior notes, due through 2026 | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 0.50% | 0.50% |
Debt instrument, interest rate, stated percentage | 0.50% | |
Long-term debt | $ 750 | $ 750 |
Long-term Debt, Short-term Bo_4
Long-term Debt, Short-term Borrowings and Finance Lease Obligations - Narrative (Details) $ / shares in Units, shares in Millions | 1 Months Ended | 12 Months Ended | ||||||||||||||||
Oct. 21, 2022 USD ($) | May 06, 2021 USD ($) $ / shares shares | Jan. 15, 2021 USD ($) $ / shares shares | Apr. 23, 2020 USD ($) $ / shares shares | Mar. 31, 2021 USD ($) day | Dec. 31, 2022 USD ($) aircraft $ / shares | Dec. 31, 2021 USD ($) $ / shares | Dec. 31, 2020 USD ($) | Jul. 28, 2022 $ / shares | May 16, 2022 USD ($) $ / shares | Mar. 31, 2022 USD ($) $ / shares | Sep. 29, 2020 | Aug. 31, 2020 USD ($) aircraft | Dec. 31, 2019 USD ($) aircraft | Nov. 30, 2019 USD ($) aircraft | Dec. 31, 2018 USD ($) aircraft | Mar. 30, 2014 USD ($) aircraft | Apr. 30, 2013 USD ($) | |
Debt Instrument [Line Items] | ||||||||||||||||||
CARES act, payroll support program, total payment | $ 963,000,000 | |||||||||||||||||
CARES act, payroll support program, grant | $ 704,000,000 | |||||||||||||||||
Debt instrument term | 10 years | |||||||||||||||||
Class of warrant or right, outstanding (in shares) | shares | 2.7 | |||||||||||||||||
Class of warrant or right, exercise price of warrants or rights (in dollars per share) | $ / shares | $ 9.50 | |||||||||||||||||
Warrants and rights outstanding, term | 5 years | |||||||||||||||||
Proceeds from sale leaseback transactions | $ 563,000,000 | |||||||||||||||||
Proceeds from sale-leaseback transactions | $ 0 | $ 0 | 354,000,000 | |||||||||||||||
Proceeds from sale-leaseback transactions | 0 | 0 | 209,000,000 | |||||||||||||||
Losses on sale-leaseback transactions | 0 | 0 | 106,000,000 | |||||||||||||||
Finance lease assets | 2,000,000 | 3,000,000 | ||||||||||||||||
Finance lease, right-of-use asset, accumulated amortization | 1,000,000 | 1,000,000 | ||||||||||||||||
2023 | 2,000,000 | |||||||||||||||||
2022 | 1,000,000 | |||||||||||||||||
Interest expense | 7,000,000 | 6,000,000 | ||||||||||||||||
Debt issuance costs amortization | 3,000,000 | 3,000,000 | ||||||||||||||||
Debt extinguishment expense | 50,000,000 | |||||||||||||||||
Pledged assets not separately reported flight equipment | 6,200,000,000 | |||||||||||||||||
Interest paid, including capitalized interest, operating and investing activities | $ 124,000,000 | $ 180,000,000 | 139,000,000 | |||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||||||||||||
Spirit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||||||||||||||||
Acquisition price (in dollars per share) | $ / shares | $ 33.50 | $ 30 | ||||||||||||||||
Morgan Stanley | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Line of credit facility, current borrowing capacity | $ 200,000,000 | |||||||||||||||||
Payroll Support 2 Payments | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
CARES act, payroll support program, grant | $ 436,000,000 | |||||||||||||||||
Debt instrument term | 10 years | |||||||||||||||||
Class of warrant or right, outstanding (in shares) | shares | 0.7 | 1 | ||||||||||||||||
Class of warrant or right, exercise price of warrants or rights (in dollars per share) | $ / shares | $ 19.90 | $ 14.43 | ||||||||||||||||
CARES Act, Payroll Support Program 2, Total Payment | $ 580,000,000 | |||||||||||||||||
Payroll Support 3 Payments | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
CARES act, payroll support program, total payment | $ 541,000,000 | |||||||||||||||||
CARES act, payroll support program, grant | $ 409,000,000 | |||||||||||||||||
Debt instrument term | 10 years | |||||||||||||||||
Computer Equipment | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Finance lease assets | $ 3,000,000 | $ 4,000,000 | ||||||||||||||||
2023 | 2,000,000 | 2,000,000 | ||||||||||||||||
Line of Credit | Revolving Credit Facility and Letter of Credit Facility | Morgan Stanley | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term line of credit | 0 | $ 0 | ||||||||||||||||
Fixed rate specialty bonds, due through 2036 | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, face amount | $ 42,000,000 | |||||||||||||||||
Debt instrument, net amount | 43,000,000 | |||||||||||||||||
Debt instrument, unamortized premium | $ 1,000,000 | |||||||||||||||||
Fixed rate enhanced equipment notes, 2020-1A and B | Long-term Debt | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, face amount | $ 808,000,000 | $ 772,000,000 | ||||||||||||||||
2019-1 Series B, due through 2027 | Long-term Debt | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, face amount | $ 115,000,000 | |||||||||||||||||
Debt instrument, interest rate, stated percentage | 8% | |||||||||||||||||
2019-1 Series B, due through 2027 | Long-term Debt | Airbus A321 | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Number of aircraft, secured debt transactions | aircraft | 24 | 25 | ||||||||||||||||
2020-1 Series A, due through 2032 | Long-term Debt | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, face amount | $ 636,000,000 | $ 589,000,000 | ||||||||||||||||
Debt instrument, interest rate, stated percentage | 4% | 2.75% | ||||||||||||||||
2020-1 Series B, due through 2028 | Long-term Debt | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, face amount | $ 172,000,000 | $ 183,000,000 | ||||||||||||||||
Debt instrument, interest rate, stated percentage | 7.75% | 2.95% | ||||||||||||||||
Fixed rate enhanced equipment notes, due through 2023 | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, face amount | $ 226,000,000 | |||||||||||||||||
Fixed rate enhanced equipment notes, due through 2023 | Secured Debt | A-320-200 | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Number of new aircraft held as security | aircraft | 14 | |||||||||||||||||
Fixed rate equipment notes, due through 2028 | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, face amount | $ 11,000,000 | $ 219,000,000 | $ 567,000,000 | |||||||||||||||
Fixed rate equipment notes, due through 2028 | Secured Debt | A-320 | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Number of new aircraft held as security | aircraft | 10 | 14 | ||||||||||||||||
Fixed rate equipment notes, due through 2028 | Secured Debt | A-321 | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Number of new aircraft held as security | aircraft | 2 | 10 | ||||||||||||||||
Fixed rate equipment notes, due through 2028 | Secured Debt | E190 | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Number of aircraft, secured debt transactions | aircraft | 5 | |||||||||||||||||
Floating rate equipment notes, due through 2028 | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, face amount | $ 120,000,000 | |||||||||||||||||
Floating rate equipment notes, due through 2028 | Secured Debt | A-320 | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Number of new aircraft held as security | aircraft | 6 | |||||||||||||||||
Floating rate equipment notes, due through 2028 | Secured Debt | A-321 | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Number of new aircraft held as security | aircraft | 1 | |||||||||||||||||
Unsecured Debt | US Department of Treasury | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, face amount | $ 259,000,000 | |||||||||||||||||
Debt instrument, interest rate, stated percentage | 1% | |||||||||||||||||
Unsecured Debt | US Department of Treasury | Payroll Support 2 Payments | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, face amount | $ 144,000,000 | |||||||||||||||||
Debt instrument, interest rate, stated percentage | 1% | |||||||||||||||||
Unsecured Debt | US Department of Treasury | Payroll Support 3 Payments | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, face amount | $ 132,000,000 | |||||||||||||||||
Debt instrument, interest rate, stated percentage | 1% | |||||||||||||||||
Unsecured Debt | US Department of Treasury | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, basis spread on variable rate | 2% | |||||||||||||||||
Unsecured Debt | US Department of Treasury | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Payroll Support 2 Payments | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, basis spread on variable rate | 2% | |||||||||||||||||
Unsecured Debt | US Department of Treasury | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Payroll Support 3 Payments | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, basis spread on variable rate | 2% | |||||||||||||||||
Convertible Senior Notes Due 2026 | Senior Notes | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, face amount | $ 750,000,000 | $ 750,000,000 | ||||||||||||||||
Debt instrument, interest rate, stated percentage | 0.50% | 0.50% | 0.50% | |||||||||||||||
Proceeds from offering | $ 734,000,000 | |||||||||||||||||
Debt instrument, convertible ratio (in dollars per share) | $ / shares | $ 25.92 | |||||||||||||||||
Debt instrument, conversion ratio | 0.0385802 | |||||||||||||||||
Convertible Senior Notes Due 2026 | Senior Notes | Debt Instrument, Redemption, Period One | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, redemption price, percentage | 100% | |||||||||||||||||
Trading days | day | 20 | |||||||||||||||||
Convertible Senior Notes Due 2026 | Senior Notes | Debt Instrument, Redemption, Period Two | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, redemption price, percentage | 130% | |||||||||||||||||
Trading days | day | 30 | |||||||||||||||||
Second Amended And Restated Agreement | Line of Credit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, basis spread on variable rate | 1% | |||||||||||||||||
Line of credit facility, current borrowing capacity | $ 550,000,000 | |||||||||||||||||
Increase in lending commitments | 50,000,000 | |||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 600,000,000 | |||||||||||||||||
Variable rate | 0% | |||||||||||||||||
Second Amended And Restated Agreement | Line of Credit | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, basis spread on variable rate | 2% | |||||||||||||||||
Senior Secured Bridge Facility | Goldman Sachs Bank USA, Bank of America, N.A. and BofA Securities, Inc | Spirit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, face amount | $ 3,500,000,000 | |||||||||||||||||
Senior Secured Bridge Facility | Senior Notes | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, face amount | 3,500,000,000 | |||||||||||||||||
Senior Secured Bridge Facility | Bridge Facility | Goldman Sachs Bank USA, Bank of America, N.A. and BofA Securities, Inc | Spirit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, face amount | $ 3,500,000,000 |
Long-term Debt, Short-term Bo_5
Long-term Debt, Short-term Borrowings and Finance Lease Obligations - Maturities Of Our Debt and Finance Leases (Details) $ in Millions | Dec. 31, 2022 USD ($) |
Debt Disclosure [Abstract] | |
2023 | $ 547 |
2024 | 330 |
2025 | 192 |
2026 | 929 |
2027 | 174 |
Thereafter | $ 1,475 |
Long-term Debt, Short-term Bo_6
Long-term Debt, Short-term Borrowings and Finance Lease Obligations - Net of Debt Acquisition Costs (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Present value of future minimum lease payment | $ 2 | $ 3 |
Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 3,645 | 4,003 |
Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 2,848 | 3,982 |
Fixed rate specialty bonds, due through 2036 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 42 | 42 |
Fixed rate specialty bonds, due through 2036 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 43 | 45 |
2019-1 Series AA, due through 2032 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 504 | 532 |
2019-1 Series AA, due through 2032 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 345 | 442 |
2019-1 Series A, due through 2028 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 157 | 166 |
2019-1 Series A, due through 2028 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 124 | 150 |
2019-1 Series B, due through 2027 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 82 | 94 |
2019-1 Series B, due through 2027 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 87 | 121 |
2020-1 Series A, due through 2032 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 546 | 587 |
2020-1 Series A, due through 2032 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 457 | 634 |
2020-1 Series B, due through 2028 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 135 | 153 |
2020-1 Series B, due through 2028 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 142 | 199 |
Fixed rate enhanced equipment notes, due through 2023 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 61 | 88 |
Fixed rate enhanced equipment notes, due through 2023 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 60 | 88 |
Fixed rate equipment notes, due through 2028 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 447 | 620 |
Fixed rate equipment notes, due through 2028 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 422 | 706 |
Floating rate equipment notes, due through 2028 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 56 | 103 |
Floating rate equipment notes, due through 2028 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 49 | 99 |
Unsecured CARES Act Payroll Support Program loan, due through 2030 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 259 | 259 |
Unsecured CARES Act Payroll Support Program loan, due through 2030 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 126 | 219 |
2020 sale-leaseback transactions, due through 2024 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 341 | 347 |
2020 sale-leaseback transactions, due through 2024 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 329 | 374 |
Unsecured Consolidated Appropriations Act Payroll Support Program Extension loan, due through 2031 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 144 | 144 |
Unsecured Consolidated Appropriations Act Payroll Support Program Extension loan, due through 2031 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 68 | 121 |
Unsecured American Rescue Plan Act of 2021 Payroll Support loan, due through 2031 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 132 | 132 |
Unsecured American Rescue Plan Act of 2021 Payroll Support loan, due through 2031 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 62 | 111 |
0.50% convertible senior notes, due through 2026 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 750 | 750 |
Debt instrument, interest rate, stated percentage | 0.50% | |
0.50% convertible senior notes, due through 2026 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 739 | 736 |
0.50% convertible senior notes, due through 2026 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | $ 534 | $ 673 |
Leases - Lease-Related Assets a
Leases - Lease-Related Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Assets | ||
Operating lease assets | $ 660 | $ 729 |
Finance lease assets | $ 2 | $ 3 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization | Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization |
Total lease assets | $ 662 | $ 732 |
Current: | ||
Operating lease liabilities | 97 | 106 |
Finance lease liabilities | $ 2 | $ 1 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Long-Term Debt and Lease Obligation, Current | Long-Term Debt and Lease Obligation, Current |
Long-term: | ||
Operating lease liabilities | $ 639 | $ 690 |
Finance lease liabilities | $ 0 | $ 2 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Long-term debt and finance lease obligations | Long-term debt and finance lease obligations |
Total lease liabilities | $ 738 | $ 799 |
Weighted average remaining lease term (in years) | ||
Operating leases | 9 years | 9 years |
Finance leases | 1 year | 2 years |
Weighted average discount rate | ||
Operating leases | 6.76% | 6% |
Finance leases | 6.09% | 6.09% |
Leases - Narrative (Details)
Leases - Narrative (Details) | 12 Months Ended |
Dec. 31, 2022 aircraft | |
Lessee, Lease, Description [Line Items] | |
Aircraft leases, minimum remaining lease term | 7 months |
Aircraft leases, maximum remaining lease term | 6 years |
Facility leases, minimum lease term remaining | 1 month |
Facility leases, maximum lease term remaining | 16 years |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Renewal lease term | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Renewal lease term | 2 years |
Aircraft | |
Lessee, Lease, Description [Line Items] | |
Number of aircraft operated | 290 |
Number of aircraft accounted for under operating leases | 62 |
Finance lease, number of aircraft leases | 0 |
Number of aircraft variable rate rent | 0 |
Number of aircraft having purchase options | 30 |
Leases - Lease Costs (Details)
Leases - Lease Costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | |||
Operating lease cost | $ 158 | $ 165 | $ 160 |
Short-term lease cost | 1 | 1 | 1 |
Amortization of assets | 0 | 0 | 6 |
Interest on lease liabilities | 0 | 1 | 2 |
Variable lease cost | 500 | 562 | 282 |
Sublease income | 20 | 10 | (5) |
Total net lease cost | $ 679 | $ 739 | $ 446 |
Leases - Other Information (Det
Leases - Other Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | |||
Operating cash flows for operating leases | $ 154 | $ 160 | $ 146 |
Operating cash flows for finance leases | 0 | 3 | 4 |
Financing cash flows for finance leases | $ 1 | $ 59 | $ 28 |
Leases - Lease Commitments (Det
Leases - Lease Commitments (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Operating Leases | ||
2023 | $ 143 | |
2024 | 138 | |
2025 | 98 | |
2026 | 80 | |
2027 | 81 | |
Thereafter | 463 | |
Total minimum lease payments | 1,003 | |
Less: amount of lease payment representing interest | (267) | |
Present value of future minimum lease payment | 736 | |
Less: current obligations under leases | (97) | $ (106) |
Operating lease liabilities | 639 | 690 |
Finance Leases | ||
2023 | 2 | |
2024 | 0 | |
2025 | 0 | |
2026 | 0 | |
2027 | 0 | |
Thereafter | 0 | |
Total minimum lease payments | 2 | |
Less: amount of lease payment representing interest | 0 | |
Present value of future minimum lease payment | 2 | 3 |
Less: current obligations under leases | (2) | (1) |
Finance lease liabilities | $ 0 | $ 2 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | ||||
Dec. 04, 2020 $ / shares shares | Mar. 31, 2020 $ / shares shares | Dec. 31, 2020 USD ($) shares | Dec. 31, 2019 USD ($) agreement $ / shares shares | Dec. 31, 2022 shares | Dec. 31, 2021 shares | |
Class of Stock [Line Items] | ||||||
ASR agreements | agreement | 4 | |||||
Payments for repurchase of common stock | $ | $ 160 | $ 535 | ||||
Treasury stock, shares, acquired (in shares) | 13 | 13 | 28.1 | |||
Accelerated share repurchases, final price paid (in dollars per share) | $ / shares | $ 12.27 | $ 19.02 | ||||
Shares Issued, Price (in dollars per share) | $ / shares | $ 14.40 | |||||
Common stock reserved for issuance (in shares) | 14.8 | |||||
Treasury stock, shares (in shares) | 158.9 | 158 | ||||
Common Stock | ||||||
Class of Stock [Line Items] | ||||||
Stock issued during period, shares, new issues (in shares) | 42 |
(Loss) Earnings Per Share (Deta
(Loss) Earnings Per Share (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |||||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 1.8 | 3.4 | 2 | ||
Treasury stock, shares, acquired (in shares) | 13 | 13 | 28.1 | ||
Payments for repurchase of common stock | $ 160 | $ 535 |
(Loss) Earnings Per Share - Com
(Loss) Earnings Per Share - Computed Basic and Diluted Earnings Per Common Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |||
Net loss | $ (362) | $ (182) | $ (1,354) |
Weighted average basic shares (in shares) | 323.6 | 318 | 277.5 |
Effect of dilutive securities (in shares) | 0 | 0 | 0 |
Weighted average diluted shares | 323.6 | 318 | 277.5 |
Basic (in dollars per share) | $ (1.12) | $ (0.57) | $ (4.88) |
Diluted (in dollars per share) | $ (1.12) | $ (0.57) | $ (4.88) |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |||||
May 21, 2015 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Jan. 01, 2012 | May 31, 2011 | |
Share-Based Compensation [Abstract] | ||||||
Unrecognized stock-based compensation expense | $ 24 | |||||
Number of years expected to recognize stock-based compensation | 21 months | |||||
Share-based payment arrangement, expense | $ 30 | $ 28 | $ 28 | |||
Share-based compensation arrangement by Share-based payment award, number of shares authorized (in shares) | 10,500,000 | |||||
Share-based compensation arrangement by share-based payment award, number of additional shares authorized (in shares) | 7,500,000 | |||||
Shares issued following the director's departure from the board | 6 months 1 day | |||||
CSPP offering period | 6 months | |||||
Outstanding voting securities | 50% | |||||
Exercise price of purchasing rights as percentage of fair market value per share in case of acquisition | 85% | |||||
Incentive Compensation Plan 2011 | ||||||
Share-Based Compensation [Abstract] | ||||||
Share-based compensation arrangement by Share-based payment award, number of shares authorized (in shares) | 15,000,000 | |||||
Restricted Stock Unit Activity Under 2011 Plan | ||||||
Share-Based Compensation [Abstract] | ||||||
unvested restricted stock units (in shares) | 300,000 | 900,000 | ||||
Restricted stock unit activity granted, weighted average grant date fair value (in dollars per share) | $ 0 | $ 0 | ||||
Granted (in shares) | 0 | |||||
Crewmember Stock Purchase Plan 2011 | ||||||
Share-Based Compensation [Abstract] | ||||||
Share-based compensation arrangement by Share-based payment award, number of shares authorized (in shares) | 17,500,000 | 8,000,000 | ||||
Employees contribution towards purchase of common stock | 10% | |||||
Purchase price discount based upon the stock price | 15% | |||||
Employee stock purchase plan (ESPP), expense | $ 9 | $ 9 | $ 6 | |||
Stock issued under crewmember stock purchase plan (in shares) | 6,400,000 | 3,400,000 | 4,100,000 | |||
Share-based compensation arrangement by share-based payment award, per share weighted average price of shares purchased (in dollars per share) | $ 8.07 | $ 13.93 | $ 8.94 | |||
Restricted Stock Unit Activity Under 2020 Plan | ||||||
Share-Based Compensation [Abstract] | ||||||
unvested restricted stock units (in shares) | 2,800,000 | 1,300,000 | ||||
Restricted stock unit activity granted, weighted average grant date fair value (in dollars per share) | $ 12.56 | |||||
Granted (in shares) | 2,200,000 | |||||
Restricted Stock Units (RSUs) | ||||||
Share-Based Compensation [Abstract] | ||||||
unvested restricted stock units (in shares) | 2,800,000 | |||||
Share-based compensation aggregate intrinsic value, vested | $ 9 | $ 19 | $ 18 | |||
Restricted Stock Units (RSUs) | Restricted Stock Unit Activity Under 2011 Plan | ||||||
Share-Based Compensation [Abstract] | ||||||
Share-based compensation arrangement by Share-based payment award, award vesting period | 3 years | |||||
Restricted Stock Units (RSUs) | Restricted Stock Unit Activity Under 2020 Plan | ||||||
Share-Based Compensation [Abstract] | ||||||
Share-based compensation aggregate intrinsic value, vested | $ 6 | |||||
Deferred Stock Units (DSU's) | ||||||
Share-Based Compensation [Abstract] | ||||||
Minimum vesting period | 1 year | |||||
Maximum vesting period | 3 years | |||||
Performance Shares | ||||||
Share-Based Compensation [Abstract] | ||||||
Granted (in shares) | 0 | |||||
Crewmember Stock Purchase Plan 2011 | ||||||
Share-Based Compensation [Abstract] | ||||||
Share-based compensation arrangement by share-based payment award, number of additional shares authorized (in shares) | 15,000,000 |
Share-Based Compensation - RSU
Share-Based Compensation - RSU Activity (Details) - $ / shares shares in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Restricted Stock Unit Activity Under 2011 Plan | ||
Shares | ||
Nonvested at beginning of year (in shares) | 0.9 | |
Granted (in shares) | 0 | |
Vested (in shares) | (0.6) | |
Forfeited (in shares) | 0 | |
Nonvested at end of year (in shares) | 0.3 | 0.9 |
Weighted Average Grant Date Fair Value | ||
Nonvested at beginning of year (in dollars per share) | $ 17.72 | |
Granted (in dollars per share) | 0 | $ 0 |
Vested (in dollars per share) | 17.70 | |
Forfeited (in dollars per share) | 18.05 | |
Nonvested at end of year (in dollars per share) | $ 18.17 | $ 17.72 |
Restricted Stock Unit Activity Under 2020 Plan | ||
Shares | ||
Nonvested at beginning of year (in shares) | 1.3 | |
Granted (in shares) | 2.2 | |
Vested (in shares) | (0.5) | |
Forfeited (in shares) | (0.2) | |
Nonvested at end of year (in shares) | 2.8 | 1.3 |
Weighted Average Grant Date Fair Value | ||
Nonvested at beginning of year (in dollars per share) | $ 17.98 | |
Granted (in dollars per share) | 12.56 | |
Vested (in dollars per share) | 18.43 | |
Forfeited (in dollars per share) | 16.32 | |
Nonvested at end of year (in dollars per share) | $ 13.97 | $ 17.98 |
Income Taxes - Income Tax Expen
Income Taxes - Income Tax Expense (Benefit) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Deferred: | |||
Federal | $ (86) | $ (44) | $ (247) |
State | 13 | (44) | (82) |
Deferred income tax benefit | (73) | (88) | (329) |
Current: | |||
Federal | (3) | 3 | (199) |
State | 0 | 5 | (9) |
Foreign | 1 | (1) | (2) |
Current income tax (benefit) expense | (2) | 7 | (210) |
Total income tax benefit | $ (75) | $ (81) | $ (539) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Valuation allowance | $ 90 | $ 73 |
Valuation allowance, deferred tax asset, increase (decrease), amount | 82 | |
Foreign tax credit | 8 | |
Unrecognized tax benefits that would impact effective tax rate | $ 8 |
Income Taxes - Effective Tax Ra
Income Taxes - Effective Tax Rate On Income Before Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Income tax benefit at statutory rate | $ (92) | $ (55) | $ (398) |
State income tax, net of federal benefit | 13 | (36) | (71) |
Nondeductible expenses | 8 | 5 | 5 |
Net operating loss carryback | 0 | 0 | (73) |
Foreign tax credit re-characterization | 0 | 0 | (13) |
Foreign rate differential | 4 | (5) | 2 |
Valuation allowance | (2) | 4 | 10 |
Unrecognized tax benefit | (3) | 7 | (3) |
Other, net | (3) | (1) | 2 |
Total income tax benefit | $ (75) | $ (81) | $ (539) |
Income Taxes - Components Of De
Income Taxes - Components Of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred tax assets: | ||
Deferred revenue/gains | $ 271 | $ 301 |
Employee benefits | 72 | 70 |
Foreign tax credit | 78 | 83 |
Other Credits | 4 | 4 |
Net operating loss carryforward | 709 | 522 |
Interest expense limitation carryforward | 29 | 0 |
Operating lease liabilities | 194 | 189 |
Rent expense | 84 | 108 |
Transaction Costs | 13 | 0 |
Sec. 174 research activities | 16 | 0 |
Other | 20 | 17 |
Total deferred tax assets | 1,490 | 1,294 |
Valuation allowance | (90) | (73) |
Deferred tax assets, net | 1,400 | 1,221 |
Deferred tax liabilities: | ||
Property and Equipment | (1,963) | (1,845) |
Operating lease assets | (173) | (182) |
Other | (34) | (37) |
Total deferred tax liabilities | (2,170) | (2,064) |
Net deferred tax liability | $ (770) | $ (843) |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits, beginning balance | $ 40 | $ 32 | $ 36 |
Increases for tax positions taken during the period | 5 | 2 | 1 |
Decreases for tax positions taken during the period | (6) | (1) | 0 |
Increases for tax positions taken during a prior period | 0 | 19 | 0 |
Decreases for tax positions taken during a prior period | (13) | (12) | (5) |
Unrecognized tax benefits, ending balance | $ 26 | $ 40 | $ 32 |
Crewmember Retirement Plan (Det
Crewmember Retirement Plan (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Jan. 01, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Retirement Benefits [Abstract] | ||||
Percentage of compensation in cash | 100% | |||
Percentage of employees' pay | 5% | |||
Years of service | 3 years | |||
Percentage of employee's pay for profit sharing match | 5% | |||
Period of discretionary contribution | 3 years | |||
Percentage of FAA licensed employees gross pay for which ER can contribute discretionary profit sharing contribution to plan | 3% | |||
Percentage of company contribution to pilots retirement program | 16% | 15% | ||
Pilots retirement vesting period | 3 years | |||
Percentage of eligible pre-tax profits the company contributes to profit sharing until the pre-tax margin is 18% | 10% | |||
Profit sharing calculation trigger, pretax margin | 18% | |||
Percentage of eligible pre-tax profits the company contributes to profit sharing when pre-tax margin is above 18% | 20% | |||
Defined contribution plan, cost | $ 249 | $ 213 | $ 177 |
Commitments (Details)
Commitments (Details) gallon in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Jan. 31, 2023 USD ($) | Apr. 30, 2022 USD ($) gallon | Dec. 31, 2021 USD ($) | Dec. 31, 2022 USD ($) term aircraft | Dec. 31, 2023 aircraft | May 01, 2022 | Feb. 28, 2022 aircraft | |
Unrecorded Unconditional Purchase Obligation [Line Items] | |||||||
Number of optional aircraft converted to firm orders | aircraft | 30 | ||||||
Number of available aircraft | aircraft | 20 | ||||||
2023 | $ 1,600 | ||||||
2024 | 2,100 | ||||||
2025 | 1,800 | ||||||
2026 | 1,400 | ||||||
Thereafter | 1,000 | ||||||
Other Commitments [Abstract] | |||||||
Restricted assets pledged related to workers compensation insurance policies and other business partner agreements | $ 41 | ||||||
Renewal contract term | 5 years | ||||||
Ratification bonus | $ 8 | ||||||
Percentage of employees represented by unions under collective bargaining agreements | 48% | ||||||
Percentage of employees represented by unions under collective bargaining agreements, amendable or will become amendable within one year | 21% | ||||||
Employment agreement | 5 years | ||||||
Employment agreement automatic renewal term | 5 years | ||||||
Renewal notice period | 90 days | ||||||
2024 | $ 3 | ||||||
2025 | 6 | ||||||
2026 | 8 | ||||||
Thereafter | $ 100 | ||||||
Number of renewal terms, option one | term | 1 | ||||||
Lease renewal term, one | 10 years | ||||||
Number of renewal terms, option two | term | 2 | ||||||
Lease renewal term, two | 5 years | ||||||
Commitment, sustainable aviation fuel, gallon | gallon | 125 | ||||||
Commitment terms | 10 years | ||||||
Subsequent Event | |||||||
Other Commitments [Abstract] | |||||||
One-time bonus payment | $ 66 | ||||||
Base pay increase | 21% | ||||||
Contract extension period | 2 years | ||||||
A-321 Neo | |||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | |||||||
Number of aircraft and spare engine orders by the firm | aircraft | 62 | ||||||
A-321 Neo | Forecast | |||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | |||||||
Number of aircraft scheduled to receive next year | aircraft | 4 | ||||||
A220-300 | |||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | |||||||
Number of aircraft and spare engine orders by the firm | aircraft | 86 | ||||||
Other Commitments [Abstract] | |||||||
One-time bonus payment | $ 32 | ||||||
Base pay increase | 3% | ||||||
A-220 | Forecast | |||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | |||||||
Number of aircraft scheduled to receive next year | aircraft | 11 | ||||||
A321 Neo LR | Forecast | |||||||
Unrecorded Unconditional Purchase Obligation [Line Items] | |||||||
Number of aircraft scheduled to receive next year | aircraft | 4 |
Contingencies (Details)
Contingencies (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2022 USD ($) lawsuit | |
Commitments and Contingencies Disclosure [Abstract] | |
Maximum period of limit for loan repayment | 15 years |
Maximum period of limit for repayment regarding leases with foreign lenders | 25 years |
Maximum period of contract range of specified parties related to legal liability | 25 years |
Asset retirement obligations, noncurrent | $ | $ 6 |
Number of putative class action lawsuits | lawsuit | 4 |
Financial Derivative Instrume_3
Financial Derivative Instruments and Risk Management - Hedged Percentages Of Our Projected Fuel (Details) - Fuel | Dec. 31, 2022 |
Derivatives, Fair Value [Line Items] | |
First Quarter 2023 | 8.80% |
Call Option | |
Derivatives, Fair Value [Line Items] | |
First Quarter 2023 | 8.80% |
Financial Derivative Instrume_4
Financial Derivative Instruments and Risk Management - Fuel Derivatives (Details) - Aircraft Fuel Derivatives - Fuel $ in Millions | 12 Months Ended | |
Dec. 31, 2022 USD ($) MBoe | Dec. 31, 2021 USD ($) MBoe | |
Derivative [Line Items] | ||
Asset fair value recorded in prepaid expenses and other current assets | $ 3 | $ 0 |
Longest remaining term (months) | 3 months | |
Hedged volume (barrels, in thousands) | MBoe | 450 | 0 |
Estimated amount of existing gains expected to be reclassified into earnings in the next 12 months | $ 2 | $ 0 |
Financial Derivative Instrume_5
Financial Derivative Instruments and Risk Management - Hedging Effectiveness (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Fuel Costs | ||
Aircraft Fuel Derivatives | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Hedge effectiveness losses recognized in aircraft fuel expense | $ 7 | $ 0 | $ 7 |
Percentage of actual consumption economically hedged | 7% | 0% | 25% |
Aircraft Fuel Derivatives | Other Income | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Losses on derivatives resulting from the discontinuance of hedge accounting recognized in interest income and other | $ 0 | $ 0 | $ 8 |
Aircraft Fuel Derivatives | Comprehensive Income | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Hedge losses on derivatives recognized in comprehensive income | $ 3 | $ 0 | $ 11 |
Financial Derivative Instrume_6
Financial Derivative Instruments and Risk Management - Narrative (Details) - USD ($) | 3 Months Ended | |||
Sep. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Forecast | ||||
Derivative [Line Items] | ||||
Percentage of projected fuel requirements hedged | 5.50% | 19.30% | ||
Aircraft Fuel Derivatives | ||||
Derivative [Line Items] | ||||
Offsetting derivative instruments | $ 0 | $ 0 | ||
Aircraft Fuel Derivatives | Fuel | ||||
Derivative [Line Items] | ||||
Estimated amount of existing gains expected to be reclassified into earnings in the next 12 months | $ 2,000,000 | $ 0 |
Fair Value - Fair value, by bal
Fair Value - Fair value, by balance sheet grouping (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Assets | ||
Available-for-sale investment securities | $ 337 | $ 800 |
Recurring | ||
Assets | ||
Cash equivalents | 665 | 1,515 |
Available-for-sale investment securities | 337 | 800 |
Equity Investment Securities | 8 | 26 |
Aircraft fuel derivatives | 3 | |
Recurring | Level 1 | ||
Assets | ||
Cash equivalents | 665 | 1,515 |
Available-for-sale investment securities | 0 | 0 |
Equity Investment Securities | 8 | 26 |
Aircraft fuel derivatives | 0 | |
Recurring | Level 2 | ||
Assets | ||
Cash equivalents | 0 | 0 |
Available-for-sale investment securities | 324 | 800 |
Equity Investment Securities | 0 | |
Aircraft fuel derivatives | 3 | |
Recurring | Level 3 | ||
Assets | ||
Cash equivalents | 0 | 0 |
Available-for-sale investment securities | 13 | 0 |
Equity Investment Securities | 0 | $ 0 |
Aircraft fuel derivatives | $ 0 |
Fair Value - Narrative (Details
Fair Value - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Change in fair value | $ (4) | $ 0 | $ (11) |
Unrealized loss on investments | 12 | 10 | |
Realized gain on equity investment securities | 1 | ||
Recognized (loss) gain on investment | (2) | 37 | 2 |
Available-for-sale securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Change in fair value | $ (1) | $ 0 | $ 0 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accumulated other comprehensive income (loss), net of taxes | |||
Beginning balance | $ 3,849 | $ 3,951 | $ 4,799 |
Reclassifications into earnings, net of tax | 4 | 0 | 9 |
Change in fair value | (4) | 0 | (11) |
Ending balance | 3,563 | 3,849 | 3,951 |
Reclassifications into earnings, tax | (3) | 0 | (5) |
Change in fair value, tax | 2 | 0 | 5 |
Accumulated Other Comprehensive Income (Loss) | |||
Accumulated other comprehensive income (loss), net of taxes | |||
Beginning balance | 0 | 0 | 2 |
Ending balance | 0 | 0 | 0 |
Aircraft Fuel Derivatives | |||
Accumulated other comprehensive income (loss), net of taxes | |||
Beginning balance | 0 | 0 | 2 |
Reclassifications into earnings, net of tax | 4 | 0 | 9 |
Change in fair value | (3) | 0 | (11) |
Ending balance | 1 | 0 | 0 |
Available-for-sale securities | |||
Accumulated other comprehensive income (loss), net of taxes | |||
Beginning balance | 0 | 0 | 0 |
Reclassifications into earnings, net of tax | 0 | 0 | 0 |
Change in fair value | (1) | 0 | 0 |
Ending balance | $ (1) | $ 0 | $ 0 |
Geographic Information (Details
Geographic Information (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 USD ($) destination | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Summarization of operating revenues by geographic regions | |||
Total revenue | $ 9,158 | $ 6,037 | $ 2,957 |
Caribbean & Latin America | |||
Segment Reporting Information [Line Items] | |||
Number of destinations | destination | 34 | ||
Summarization of operating revenues by geographic regions | |||
Total revenue | $ 2,968 | 2,150 | 1,067 |
PUERTO RICO | |||
Segment Reporting Information [Line Items] | |||
Number of destinations | destination | 3 | ||
U.S Virgin Islands | |||
Segment Reporting Information [Line Items] | |||
Number of destinations | destination | 1 | ||
Domestic & Canada | |||
Summarization of operating revenues by geographic regions | |||
Total revenue | $ 6,067 | 3,869 | 1,890 |
Atlantic | |||
Summarization of operating revenues by geographic regions | |||
Total revenue | $ 123 | $ 18 | $ 0 |
Special Items (Details)
Special Items (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Unusual or Infrequent Items, or Both [Abstract] | |||||
Federal payroll support grant recognition | $ 0 | $ (830,000,000) | $ (685,000,000) | ||
CARES Act employee retention credit | 0 | (11,000,000) | (36,000,000) | ||
Union contract costs | 1,000,000 | 8,000,000 | 0 | ||
Embraer E190 fleet transition | 52,000,000 | 0 | 273,000,000 | ||
Severance and benefit costs | 0 | 0 | 59,000,000 | ||
ALPA ratification bonus | $ 32,000,000 | 0 | 0 | ||
Spirit acquisition costs | 28,000,000 | 0 | 0 | ||
Losses on sale-leaseback transactions | 0 | 0 | 106,000,000 | ||
Total | 113,000,000 | (833,000,000) | (283,000,000) | ||
Federal payroll support grant recognition | 0 | 830,000,000 | 685,000,000 | ||
Wages paid | 5,000 | ||||
ERC as contra-expense | $ 11,000,000 | 36,000,000 | |||
Renewal contract term | 5 years | 5 years | |||
Ratification bonus | $ 8,000,000 | ||||
Fleet impairment | $ 0 | 273,000,000 | |||
Severance and benefit costs, disbursed | 44,000,000 | ||||
Proceeds from sale leaseback transactions | 563,000,000 | ||||
Proceeds from sale-leaseback transactions | 0 | 0 | 354,000,000 | ||
Proceeds from sale-leaseback transactions | $ 0 | $ 0 | $ 209,000,000 |
Entry into Merger Agreement w_2
Entry into Merger Agreement with Spirit Airlines (Details) - USD ($) | Oct. 26, 2022 | Jul. 28, 2022 | Dec. 31, 2022 | Jul. 29, 2022 | May 16, 2022 | Dec. 31, 2021 |
Business Acquisition [Line Items] | ||||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | ||||
Spirit | ||||||
Business Acquisition [Line Items] | ||||||
Reverse break-up fee | $ 94,000,000 | |||||
Spirit | Frontier Group Holdings, Inc | ||||||
Business Acquisition [Line Items] | ||||||
Transaction expenses incurred | $ 25,000,000 | |||||
Spirit | ||||||
Business Acquisition [Line Items] | ||||||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | ||||
Acquisition price (in dollars per share) | 33.50 | $ 30 | ||||
Business acquisition amount equal to extent paid (in dollars per share) | 2.50 | |||||
Payment of ticking fee, per share (in dollars per share) | $ 0.10 | |||||
Business acquisition, amount paid to each holder of record (in dollars per share) | $ 2.50 | |||||
Business acquisition, amount paid to each holder of record | $ 272,000,000 | |||||
Additional prepayment period | 5 days | |||||
Termination fee | $ 70,000,000 | |||||
Additional parent regulatory fee period | 2 days | |||||
Spirit | Spirit | ||||||
Business Acquisition [Line Items] | ||||||
Transaction expenses incurred | $ 25,000,000 | |||||
Spirit | Minimum | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition amount equal to extent paid (in dollars per share) | $ 1.15 | |||||
Spirit | Goldman Sachs Bank USA, Bank of America, N.A. and BofA Securities, Inc | Senior Secured Bridge Facility | ||||||
Business Acquisition [Line Items] | ||||||
Face value of convertible debt issued | $ 3,500,000,000 | |||||
Spirit | Goldman Sachs Bank USA, Bank of America, N.A. and BofA Securities, Inc | Senior Secured Bridge Facility | Bridge Facility | ||||||
Business Acquisition [Line Items] | ||||||
Face value of convertible debt issued | $ 3,500,000,000 |
Schedule II - Valuation and Q_2
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Valuation and Qualifying Accounts | |||
Balance at beginning of period | $ 100 | $ 98 | $ 54 |
Additions Charged to Costs and Expenses | 51 | 37 | 49 |
Deductions | 28 | 35 | 5 |
Balance at end of period | 123 | 100 | 98 |
Valuation allowance for deferred tax assets | |||
Valuation and Qualifying Accounts | |||
Balance at beginning of period | 73 | 69 | 31 |
Additions Charged to Costs and Expenses | 30 | 19 | 38 |
Deductions | 13 | 15 | 0 |
Balance at end of period | 90 | 73 | 69 |
Allowance for obsolete inventory parts | |||
Valuation and Qualifying Accounts | |||
Balance at beginning of period | 24 | 27 | 22 |
Additions Charged to Costs and Expenses | 5 | 4 | 5 |
Deductions | 0 | 7 | 0 |
Balance at end of period | 29 | 24 | 27 |
Allowance for doubtful accounts | |||
Valuation and Qualifying Accounts | |||
Balance at beginning of period | 3 | 2 | 1 |
Additions Charged to Costs and Expenses | 16 | 14 | 6 |
Deductions | 15 | 13 | 5 |
Balance at end of period | $ 4 | $ 3 | $ 2 |