Republic Airways (RJET) 10-Q 10 May 16 2016 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2016	May. 09, 2016
Entity Registrant Name	REPUBLIC AIRWAYS HOLDINGS INC
Entity Central Index Key	1,159,154
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Document Type	10-Q
Document Period End Date	Mar. 31, 2016
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q1
Amendment Flag	false
Entity Common Stock, Shares Outstanding		50,955,051

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Current Assets:
Cash and cash equivalents	$ 175.8	$ 173.5
Restricted cash	9	4.5
Receivables—net of allowance for doubtful accounts of $1.9 and $1.8, respectively	83.7	77.4
Inventories	53.9	53.4
Prepaid expenses and other current assets	19.1	10.4
Assets Held-for-sale, Not Part of Disposal Group, Current	23.9	45.4
Total current assets	365.4	364.6
Aircraft and other equipment, net	3,051	3,006.3
Maintenance deposits	51	49.9
Intangible and other assets, net	168	175.6
Total assets	3,635.4	3,596.4
Current Liabilities:
Current portion of long-term debt	2,250.2	2,443.5
Accounts payable	2.8	22.8
Accrued liabilities	101.8	183.5
Total current liabilities	2,354.8	2,649.8
Long-term debt—less current portion	0	0
Deferred credits and other non-current liabilities	40.4	86.9
Deferred income taxes	170.6	259.6
Liabilities Subject to Compromise	$ 616.4	$ 0
Commitments and contingencies
Stockholders' Equity:
Preferred stock, $.001 par value; 5,000,000 shares authorized; no shares issued or outstanding	$ 0	$ 0
Common stock, $.001 par value; one vote per share; 150,000,000 shares authorized; 60,521,616 and 60,521,616 shares issued and 50,955,051 and 50,948,385 shares outstanding, respectively	0	0
Additional Paid-in Capital	435.3	434.1
Treasury stock, 9,546,147 shares at cost	(183.9)	(183.9)
Accumulated other comprehensive loss	(2.2)	(2.2)
Accumulated Earnings	204	352.1
Total stockholders' equity	453.2	600.1
Total liabilities and stockholders' equity	$ 3,635.4	$ 3,596.4

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Current Assets:
Allowance for Doubtful Accounts Receivable, Current	$ 1.9	$ 1.8
Stockholders' Equity:
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	60,521,616	60,521,616
Common stock, shares outstanding	50,955,051	50,948,385
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Treasury Stock	9,546,147	9,546,147

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
OPERATING REVENUES:
Fixed-Fee Service	$ 295.8	$ 335.5
Other Revenue	5.9	5.5
Total operating revenues	301.7	341
OPERATING EXPENSES:
Wages and benefits	104.7	94.1
Aircraft fuel	0.2	3.7
Landings Fees and Airport Rents	5.6	5.9
Aircraft and Engine Rent	21.8	31.2
Maintenance and Repair	67.8	67.2
Insurance and taxes	5.1	4.9
Depreciation and amortization	51.8	46
Other	36.4	46.8
Total operating expenses	293.4	299.8
OPERATING INCOME	8.3	41.2
OTHER INCOME (EXPENSE):
Interest expense	(30.2)	(30)
INCOME (LOSS) BEFORE REORGANIZATION ITEMS AND INCOME TAXES	(21.9)	11.2
REORGANIZATION ITEMS, NET	(215.1)	0
INCOME (LOSS) BEFORE INCOME TAXES	(237)	11.2
INCOME TAX EXPENSE (BENEFIT)	(88.9)	4.8
NET INCOME (LOSS)	$ (148.1)	$ 6.4
NET INCOME (LOSS) PER COMMON SHARE - BASIC	$ (2.91)	$ 0.13
NET INCOME PER COMMON SHARE - DILUTED	$ (2.91)	$ 0.13

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
NET INCOME (LOSS)	$ (148.1)	$ 6.4
Other Comprehensive Income, net, Reclassification adjustment for loss realized on derivatives, net of tax	0	0
Total comprehensive income (loss), net	$ (148.1)	$ 6.4

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Net Cash From Operating Activities	$ 64.3	$ 57.2
INVESTING ACTIVITIES:
Purchase of aircraft and other equipment	(106.2)	(147.2)
Proceeds from sale of aircraft and other assets	29.5	47.9
Aircraft Deposits Returned (Paid)	(2)	5
Change in Restricted Cash	(4.4)	2.9
Net Cash Used In Investing Activities	(79.1)	(101.4)
FINANCING ACTIVITIES:
Payments on Debt	(49.3)	(77.5)
Proceeds from debt issuance and refinancing	101.4	147.5
Payments of Debt Extinguishment Costs and refinancing	(34.4)	(50.5)
Proceeds from exercise of stock options	0	3
Other, net	(0.6)	(1.5)
Net Cash From Financing Activities	17.1	21
NET CHANGES IN CASH AND CASH EQUIVALENTS	2.3	(23.2)
Cash and Cash Equivalents, at Carrying Value - Beginning of period	173.5	223.9
Cash and Cash Equivalents, at Carrying Value - End of period	175.8	200.7
CASH PAID FOR INTEREST AND INCOME TAXES [Abstract]
Interest paid	25.6	26.4
Income taxes paid	0.2	0.2
Noncash Investing and Financing Items [Abstract]
other equipment acquired utilizing manufacturer credits	1.6	5.8
Manufacturer credit applied to the purchase of aircraft	$ 4.8	$ 5.2

Chapter 11 Reorganization and G

Chapter 11 Reorganization and Going Concern (Notes)	3 Months Ended
	Mar. 31, 2016
Chapter 11 Reorganization [Abstract]
Reorganization under Chapter 11 of US Bankruptcy Code Disclosure [Text Block]	Chapter 11 and Going Concern On February 25, 2016 (the “Petition Date”), Republic Airways Holdings Inc. and certain of its wholly-owned direct and indirect subsidiaries (collectively, the “Debtors”) filed voluntary petitions for reorganization (the “Bankruptcy Filing”) under Chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”). The Chapter 11 cases are being administered under the caption "In re Republic Airways Holdings Inc., et al.," Case Number 16-10429. The Condensed Consolidated Financial Statements of the Debtors are substantially the same as the Condensed Consolidated Financial Statements of Republic Airways Holdings Inc. and Subsidiaries except the Debtors’ consolidated balance sheet includes an intra-entity payable of $202.8 million and the debt is reduced by $202.8 million as of March 31, 2016. The Debtors’ consolidated balance sheet also includes an intra-entity receivable of $7.0 million as of March 31, 2016. The remaining differences in the consolidated balance sheet relate to the investment in Non-Debtor entities, stockholders’ equity and deferred income taxes and are not material. The Debtors’ and Republic Airways Holdings Inc.’s consolidated statements of operations are the same for the three months ended March 31, 2016. The Debtors are currently operating as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and the applicable provisions of the Bankruptcy Code. In general, as debtors-in-possession under the Bankruptcy Code, the Company is authorized to continue to operate as an ongoing business but may not engage in transactions outside the ordinary course of business without the prior approval of the Bankruptcy Court. The Bankruptcy Court has granted a variety of motions that allow the Company to continue to operate its business in the ordinary course without interruption, covering, among other things, obligations to employee wages, salaries and benefits, taxes and certain vendors in the ordinary course for goods and services received after the Petition Date. While operating as debtors-in-possession under Chapter 11 of the Bankruptcy Code, the Debtors may sell or otherwise dispose of or liquidate assets or settle liabilities, subject to the approval of the Bankruptcy Court or otherwise as permitted in the ordinary course of business, in amounts other than those reflected in the Condensed Consolidated Financial Statements. Moreover, the Debtors have not yet prepared or filed with the Bankruptcy Court a plan of reorganization. The ultimate plan of reorganization, which must be approved by the Bankruptcy Court, could materially change the amounts and classifications in the historical Condensed Consolidated Financial Statements and potentially dilute equity stockholders. The Company's Chapter 11 cases followed an extended effort by the Company to restructure its business to strengthen its competitive and financial position. However, due to a growing national shortage of qualified pilots in the United States it made it increasingly difficult to maintain the necessary pilot staffing levels to sustain reliable performance requirements under the agreements with United Continental Holdings, Inc. ("United"), Delta Air Lines, Inc. ("Delta"), and American Airlines Group, Inc. ("American") (collectively referred to as our "Partners"). As a result of the pilot shortage, the Company has been forced to ground operating aircraft and reduce scheduled flying for each of its Partners, which has adversely affected the Company's financial position and cash flows from operations. Although a new three year collective bargaining agreement reached with its pilots in late 2015 has enabled the Company to stem the rate of attrition and significantly increase new pilot hiring, the Company needs time to be able to train new pilots, return more of its idled aircraft to revenue service, and restore higher levels of scheduled service for its Partners. General Information Notices to Creditors; Effect of Automatic Stay. The Debtors have begun the process of seeking to notify all known current or potential creditors that the Chapter 11 cases have been filed. Subject to certain exceptions under the Bankruptcy Code, the filing of the Debtors’ Chapter 11 cases automatically enjoined, or stayed, the continuation of most judicial or administrative proceedings or filing of other actions against the Debtors or their property to recover on, collect or secure a claim arising prior to the Petition Date. Thus, for example, most creditor actions to obtain possession of property from the Debtors, or to create, perfect or enforce any lien against the property of the Debtors, or to collect on monies owed or otherwise exercise rights or remedies with respect to a prepetition claim, are enjoined unless and until the Bankruptcy Court lifts the automatic stay as to any such claim. Vendors are being paid for goods furnished and services provided after the Petition Date in the ordinary course of business. Appointment of Creditors’ Committee. On March 4, 2016, the U.S. Trustee for the Southern District of New York appointed an official committee of unsecured creditors (the “Creditors’ Committee”) for the Chapter 11 cases. The Bankruptcy Code provides for the U.S. Trustee to appoint a statutory committee of creditors holding unsecured claims as soon as practicable after the commencement of a Chapter 11 case. The statutory creditors’ committee ordinarily consists of holders of the seven largest unsecured claims who are willing to serve. Generally, an official creditors’ committee represents the interests of all unsecured creditors in a bankruptcy case. On April 4, 2016, the Company submitted a letter to the Office of the United States Trustee of the Southern District of New York to oppose the creation of an official committee of equity security holders. After careful consideration of the facts of the case and analysis of the requests, the United States Trustee declined to form an Official Equity Committee. Executory Contracts and Unexpired Leases. Under Section 365 and other relevant sections of the Bankruptcy Code, the Debtors may assume, assume and assign, or reject certain executory contracts and unexpired leases, including, without limitation, certain aircraft, aircraft engines, appliances and spare parts (each, as defined in section 1110(a)(3)(A)(i) of the Bankruptcy Code), and collectively with all records and documents relating thereto, the ("Aircraft Equipment") and leases of real property, subject to the approval of the Bankruptcy Court and certain other conditions. Under the Bankruptcy Code, the Debtors’ rights to assume, assume and assign, or reject unexpired leases of non-residential real estate expire on June 25, 2016 (subject to further extension by the Bankruptcy Court). In general, rejection of an executory contract or unexpired lease is treated as a prepetition breach of the executory contract or unexpired lease in question and, subject to certain exceptions, relieves the Debtors from performing their future obligations under such executory contract or unexpired lease but entitles the contract counterparty or lessor to a prepetition general unsecured claim for damages caused by such deemed breach. Counterparties to such rejected contracts or leases have the right to file claims against the Debtors’ estate for such damages. Generally, the assumption of an executory contract or unexpired lease requires the Debtors to cure existing defaults under such executory contract or unexpired lease. Any description of an executory contract or unexpired lease elsewhere in these Notes, including where applicable the Debtors’ express termination rights or a quantification of their obligations, must be read in conjunction with, and is qualified by, any rights the Debtors have under Section 365 of the Bankruptcy Code. The Debtors expect that liabilities subject to compromise and resolution in the Chapter 11 cases will arise in the future as a result of damage claims created by the Debtors’ rejection of various executory contracts and unexpired leases. Special Protection Applicable to Leases and Secured Financing of Aircraft Equipment. Notwithstanding the general discussion above of the impact of the automatic stay, under Section 1110 of the Bankruptcy Code (“Section 1110”), beginning 60 days after filing a petition under Chapter 11, certain secured parties, lessors and conditional sales vendors may have a right to take possession of certain qualifying Aircraft Equipment that is leased or subject to a security interest or conditional sale contract, unless the Debtors, subject to approval by the Bankruptcy Court, agree to perform under the applicable agreement, and cure any defaults as provided in Section 1110 (other than defaults of a kind specified in Section 365(b)(2) of the Bankruptcy Code). Taking such action does not preclude the Debtors from later rejecting the applicable lease or surrendering and returning the Aircraft Equipment subject to the related security agreement. The Debtors may extend the 60 -day period by agreement of the relevant financing party, with Bankruptcy Court approval. In the absence of an agreement and cure as described above or such an extension, following written demand for possession, the financing party may take possession of the Aircraft Equipment and enforce any of its contractual rights or remedies to sell, lease or otherwise retain or dispose of such Aircraft Equipment. The 60 -day period under Section 1110 in the Chapter 11 cases expired on April 25, 2016. In accordance with the Bankruptcy Court’s Order Authorizing the Debtors to (i) Enter into Agreements Under 11 U.S.C. 1110(a), (ii) Enter into Stipulations to Extend the Time to Comply with 11 U.S.C. 1110 and (iii) File Redacted Section 1110 Notices and 1110(b) Stipulations, dated March 23, 2016, the Debtors have entered into agreements to extend the automatic stay or agreed to perform and cure defaults under financing agreements with respect to certain Aircraft Equipment. While the Debtors have reached agreements on, or agreements on key aspects of, renegotiated terms with respect to certain of their Aircraft Equipment and are continuing to negotiate terms with respect to many of their other Aircraft Equipment financings, the ultimate outcome of these negotiations cannot be predicted with certainty. To the extent the Debtors are unable to reach definitive agreements with Aircraft Equipment financing parties, those parties may seek to repossess the subject Aircraft Equipment pursuant to Section 1110(c) of the Bankruptcy Code. The loss of a significant number of operating aircraft could result in a material adverse effect on the Debtors’ financial and operating performance. Magnitude of Potential Claims The Debtors will file with the Bankruptcy Court schedules and statements of financial affairs setting forth, among other things, the assets and liabilities of the Debtors, subject to the assumptions filed in connection therewith. All of the schedules may be subject to further amendment or modification. Bankruptcy Rule 3003(c)(3) requires the Bankruptcy Court to fix the time within which proofs of claim must be filed in a Chapter 11 case pursuant to section 501 of the Bankruptcy Code. This Bankruptcy Rule also provides that any creditor who asserts a claim against the Debtors that arose prior to the Petition Date and whose claim (i) is not listed on the Debtors’ schedules or (ii) is listed on the schedules as disputed, contingent, or unliquidated, must file a proof of claim. The Bankruptcy Court has not yet established a date and time by which such proofs of claim must be filed. Differences between liabilities the Debtors have estimated and the claims filed, or to be filed, will be investigated and resolved in connection with the claims resolution process. The Company will continue to evaluate these liabilities throughout the Chapter 11 proceedings and adjust amounts as necessary. Such adjustments may be material. In light of the expected number of creditors, the claims resolution process may take considerable time to complete. At this time, the Debtors estimate that the ultimate amount of allowed claims to be between $585.0 million and $1.0 billion . Impact of Chapter 11 Filing on Availability and Utilization of Net Operating Losses —The availability and utilization of net operating losses after the Company’s emergence from Chapter 11 is uncertain at this time and will be highly influenced by the composition of the plan of reorganization that is ultimately pursued. However, the Company’s net operating losses (“NOLs”) could be utilized in the near term to offset gains on the expected disposition of aircraft. On February 25, 2016 , we filed the motion to request the Bankruptcy Court to establish Notification Procedures on Certain Transfers of Claims Against and Interests in the Debtors’ Estates, which restricts trading in the Company’s common stock and claims. The order is intended to prevent certain transfers of the Company’s common stock and certain transfers of claims against the Debtors that could impair the ability of one or more of the Debtors’ estates to use their net operating loss carryovers and certain other tax attributes currently or on a reorganized basis. Any acquisition, disposition, or other transfer of equity or claims on or after February 25, 2016 in violation of the restrictions set forth in the order will be null and void ab initio and/or subject to sanctions as an act in violation of the automatic stay under sections 105(a) and 362 of the Bankruptcy Code. The order applies to (i) “Substantial Equity holders,” i.e., persons who are, or as a result of a transaction would become, the beneficial owner of approximately 4.75% percent of the outstanding shares of the Company’s common stock and (ii) “Substantial Claimholders,” i.e., persons who are, or as a result of a transaction become, the beneficial owner of unsecured claims in excess of a threshold amount of unsecured claims (initially $4.9 million of unsecured claims, but which may be subsequently increased or decreased under certain circumstances in connection with the Debtors’ filing of a Chapter 11 plan). In the case of Substantial Equity holders, the order imposes current restrictions with respect to the acquisition or disposition of the Company’s stock, and certain notifications may be required. In the case of Substantial Claimholders, the order imposes a procedure pursuant to which, under certain circumstances, the claims acquired during the Chapter 11 cases may have to be resold, and certain notifications may be required. Liabilities Subject to Compromise The following table summarizes the components of liabilities subject to compromise included on the Condensed Consolidated Balance Sheet as of March 31, 2016 : (in millions) Debt and accrued interest $ 216.4 Deferred credits and other liabilities 44.0 Accounts payable and other accrued liabilities 167.3 Partner liabilities 188.7 Total liabilities subject to compromise $ 616.4 Debt, including undersecured debt, classified as subject to compromise as of March 31, 2016 : (in millions) Promissory notes payable, collateralized by aircraft, bearing interest at fixed rates $ 128.5 Promissory notes payable, collateralized by eligible spare parts and equipment, bearing interest at variable rates 1.6 Line of credit, collaterialized by eligible spare parts and equipment, bearing interest at variable rates 83.0 Other 1.0 Total debt subject to compromise $ 214.1 Liabilities subject to compromise refers to prepetition obligations which may be impacted by the Chapter 11 reorganization process. These amounts represent the Debtors’ current estimate of known or potential prepetition obligations to be resolved in connection with the Chapter 11 cases. Reorganization Items, net Reorganization items refer to revenues, expenses (including professional fees), realized gains and losses and provisions for losses that are realized or incurred in the Chapter 11 proceedings related to the reorganization and restructuring of the business. The following table summarizes the components included in reorganization items, net on the Condensed Consolidated Statements of Operations for the three months ended March 31, 2016 : (in millions) Aircraft settlement and rejections $ 40.9 Partner settlement and rejections 170.7 Professional fees 3.5 Total reorganization items, net $ 215.1 Claims related to reorganization items are reflected in liabilities subject to compromise on the Condensed Consolidated Balance Sheet and were all non-cash items for the three months ended March 31, 2016 . Going Concern These Condensed Consolidated Financial Statements have also been prepared on a going concern basis, which contemplates continuity of operations, realization of assets and satisfaction of liabilities in the ordinary course of business. Accordingly, the Condensed Consolidated Financial Statements do not include any adjustments relating to the recoverability of assets and classification of liabilities that might be necessary should the Debtors be unable to continue as a going concern. As a result of the Chapter 11 proceedings, the satisfaction of the Company’s liabilities and funding of ongoing operations are subject to uncertainty and, accordingly, there is a substantial doubt of the Company’s ability to continue as a going concern. There is no assurance that the Company will be able to emerge successfully from Chapter 11. Additionally, there is no assurance that long-term funding of any type would be available to the Company, or that it would be available at rates and on terms and conditions that would be financially acceptable and viable to the Company in the long term. If the Company is unable to generate additional working capital and or raise additional financing when needed, it may be required to suspend operations, sell assets or enter into a merger or other combination with a third party, any of which could adversely affect the value of the Company’s common stock, or render it worthless. If the Company issues additional debt or equity securities, such securities may enjoy rights, privileges and priorities superior to those enjoyed by holders of the Company’s common stock, thereby diluting the value of the Company’s common stock. Additionally, in connection with the Chapter 11 Filing, material modifications could be made to the Company’s fleet and capacity purchase agreements. These modifications could materially affect the Company’s financial results going forward and could result in future impairment charges.

Organization and Business

Organization and Business	3 Months Ended
	Mar. 31, 2016
Organization and Business [Abstract]
Nature of Operations [Text Block]	Organization and Business We are a Delaware holding company organized in 1996 that offers scheduled passenger services through our wholly-owned operating air carrier subsidiaries: Shuttle America Corporation ("Shuttle") and Republic Airline Inc. ("Republic"). Unless the context indicates otherwise, the terms the "Company," "we," "us," or "our" refer to Republic Airways Holdings Inc. and our subsidiaries. In accordance with Generally Accepted Accounting Principles ("GAAP"), the Debtors have applied Accounting Standard Codification ("ASC") 852 Reorganizations (ASC 852), in preparing the Condensed Consolidated Financial Statements. ASC 852 requires that the financial statements, for periods subsequent to the Chapter 11 cases, distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. Accordingly, certain revenues, expenses (including professional fees), realized gains and losses and provisions for losses that are realized or incurred in the Chapter 11 cases are recorded in reorganization items, net on the accompanying Condensed Consolidated Statement of Operations. In addition, prepetition obligations that may be impacted by the Chapter 11 reorganization process have been classified on the Condensed Consolidated Balance Sheet in liabilities subject to compromise. These liabilities are reported at the amounts expected to be allowed by the Bankruptcy Court, even if they may be settled for lesser amounts. In the opinion of management, these financial statements reflect all adjustments that are necessary to present fairly the results of operations for the interim periods presented. All adjustments are of a normal, recurring nature unless otherwise disclosed. The results of operations for the three months ended March 31, 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016 . These financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 , filed March 11, 2016.

Significant Accounting Policies

Significant Accounting Policies	3 Months Ended
	Mar. 31, 2016
Summary Of Significant Accounting Policies [Abstract]
Significant Accounting Policies [Text Block]	Summary of Significant Accounting Policies Rental Income – Under the Company’s fixed-fee code-share and fixed-fee charter agreements, the Company is reimbursed an amount per aircraft designed to compensate the Company for certain aircraft ownership costs. The Company has concluded that a component of its fixed-fee service revenue under the agreements discussed above is rental income, inasmuch as the agreements identify the “right of use” of a specific type and number of aircraft over a stated period of time. The amounts deemed to be rental income during the three months ended March 31, 2016 and 2015 , were $95.5 million and $112.9 million , respectively. Other Revenue – Other revenue primarily consists of revenue related to lease revenue for aircraft leased under operating leases. Interest Expense – In accordance with ASC 852, the Debtors record interest expense only to the extent (1) interest will be paid during the Chapter 11 Cases or (2) it is probable that the Bankruptcy Court will allow a claim in respect of such interest. Interest expense recorded in the Condensed Consolidated Statements of Operations totaled $30.2 million for the three months ended March 31, 2016 . Contractual interest expense (including interest expense that is associated with obligations in liabilities subject to compromise) during this period totaled $30.7 million . Reorganization Items - Reorganization items primarily consists of the expected amount of allowed claims related to aircraft settlement and rejections, partner settlement and rejections and professional fees. Restricted Cash – Restricted cash primarily consists of balances in escrow for restricted amounts for satisfying debt and lease payments due within the next year, certificate of deposit that secure certain letters of credit issued for workers' compensation claim reserves and certain airport authorities and funds held by a third party owner/trustee in trust for the satisfaction of certain contingent tax obligations. The Company has no interest in the funds held in trust. Restricted cash is carried at cost, which management believes approximates fair value. Liabilities Subject to Compromise - Liabilities subject to compromise primarily consist of prepetition liabilities, including claims that became known after the petition was filed as a result of contract settlements or rejections, and are recorded on the basis of the expected amount of the allowed claim. Stockholders’ Equity – For the period from December 31, 2015 through March 31, 2016 , additional paid-in capital increased to $435.3 million from $434.1 million due to $1.2 million of stock compensation expense, accumulated other comprehensive loss remained at $2.2 million and accumulated earnings decreased to $204.0 million from $352.1 million based on current year-to-date net loss. Net Income (Loss) Per Common Share – The following table is based on the weighted average number of common shares outstanding during the period. The following is a reconciliation of the weighted average common shares for the basic and diluted per share computations (in millions, except per share information): Three Months Ended March 31, 2016 2015 Basic and diluted income (loss) per share: Net income (loss) $ (148.1 ) $ 6.4 Weighted-average common shares outstanding for basic net income (loss) per common share 50.9 50.2 Effect of dilutive employee stock options and restricted stock — 0.5 Adjusted weighted-average common shares outstanding for diluted net income (loss) per common share 50.9 50.7 Net income (loss) per share - Basic $ (2.91 ) $ 0.13 Net income (loss) per share - Diluted $ (2.91 ) $ 0.13 The Company excluded 2.1 million and 1.4 million employee stock options from the calculation of diluted net income (loss) per share due to its anti-dilutive impact for the three months ended March 31, 2016 and 2015 , respectively. Fair Value Measurements – ASC Topic 820, Fair Value Measurements and Disclosures, requires disclosures about how fair value is determined for assets and liabilities and sets forth a hierarchy for which these assets and liabilities must be grouped. The Topic establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1 quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2 quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 unobservable inputs for the asset or liability. The following table sets forth information regarding the Company's assets measured at fair value on a recurring basis (in millions): Fair Value of Assets on a Recurring Basis March 31, 2016 Level 1 Level 2 Level 3 Chautauqua restructuring asset $ 53.6 $ — $ — $ 53.6 Fair Value of Assets on a Recurring Basis December 31, 2015 Level 1 Level 2 Level 3 Chautauqua restructuring asset $ 59.1 $ — $ — $ 59.1 Chautauqua restructuring asset – In October 2012, the Company restructured certain aircraft ownership obligations related to its 50 -seat regional jet platform, Chautauqua. In connection with the restructuring, the Company issued a convertible note payable with a face value of $25.0 million , provided call rights on 28 of its owned aircraft and agreed to parent company guarantees related to future minimum lease payments, among other commitments. The Company elected the fair value option under ASC 825-10, " Financial Instruments " for the agreement related to its 28 owned aircraft because management believes the fair value option provides the most accurate representation of the economic benefit of this agreement to Chautauqua in the Company's financial statements. Under the fair value option, the Company recorded an $86.4 million asset representing the combined fair value of expected future cash inflows under the agreement, net of the value of the Company's obligations attributable to the call rights on the 28 aircraft. The recurring fair value measurement of this agreement has been calculated using an income approach, which requires the use of subjective assumptions that are considered level 3 inputs. Fair values have been estimated by discounting the cash flows expected to be received over the term of the agreement, using a discount rate based on observable yields on instruments bearing comparable risks and credit worthiness of the counterparty. Critical assumptions used in the fair value measurement primarily include the amount and timing of cash inflows, the discount rate and the probability of whether the call option on the restructured aircraft will be exercised by the counterparty. A change in these assumptions could result in a significantly higher or lower fair value measurement, which would result in a gain or loss during the period in which the assumption changes. A 100 basis point change in the discount rate used would not have a significant impact on the change in fair value of the restructuring asset as of March 31, 2016 . Similarly, a change in the assumed probability of whether the call option on the restructured aircraft will be exercised could result in either a gain or loss of up to $3.2 million per aircraft during the period in which that assumption changed. In March 2013 the agreement was amended, which resulted in a $12.0 million increase in the restructuring asset under the fair value option. The $12.0 million increase represents the fair value of expected future cash inflows under the amendment. In addition, this amendment resulted in a $12.0 million deferred credit that amortized as a reduction to the basis of future aircraft deliveries through the first quarter of 2015. On February 11, 2014, the Company announced the early termination of its 44 to 50 seat fixed-fee agreements with United Airlines and American Airlines, which were scheduled to terminate in 2014. These agreements began to wind-down in March 2014 and resulted in the grounding of 27 small jet aircraft. The Company notified the counterparty that 15 of the 27 aircraft to be grounded are subject to this agreement and callable by the counterparty. The Company was notified by the counterparty during the first quarter of 2014 that it did not intend to exercise its call option on these aircraft. The Company recorded a fair value gain of $18.4 million for the three months ended March 31, 2014, which represents the fair value of the increase in cash flows expected to be received over the remaining term of the agreement, due to the counterparty's obligation to increase its payment to the Company for aircraft that cease to have applicable capacity purchase agreement ("CPA") reimbursement rates. D uring the three months ended March 31, 2016 , the Company recorded a fair value loss of $5.0 million which represents the decrease in fair value due primarily to the change in the assumption that the counterparty would exercise all of its call rights on the aircraft covered by the agreement offset by the decrease in cash outflows related to certain return conditions of the aircraft. As of March 31, 2016 , the Company would owe approximately $59.9 million under certain circumstances of non-performance or voluntary repayment, however; the Company estimated the probability of non-performance or repayment as remote. The following is a reconciliation of the beginning and ending balances for the periods indicated of recurring fair value measurements using Level 3 inputs (in millions): Three Months Ended Chautauqua Restructuring Asset March 31, 2016 March 31, 2015 Beginning Balance $ 59.1 $ 81.2 Cash received or other (5.5 ) (2.7 ) Ending Balance $ 53.6 $ 78.5 Fair Value of Debt – Market risk associated with our fixed and variable rate long-term debt primarily relates to the potential change in fair value and impact to future earnings, respectively, from a change in interest rates. In the table below, the aggregate fair value of debt was based primarily on recently completed market transactions and estimates based on interest rates, maturities, credit risk, and underlying collateral and is classified primarily as Level 3 within the fair value hierarchy. ($ in millions) March 31, December 31, 2016 2015 Net carrying amount $ 2,250.2 $ 2,460.7 Estimated fair value 2,179.8 2,222.7 New Accounting Pronouncements – In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Shared-Based Payment Accounting . The objective of the update is to identify, evaluate and improve areas of generally accepted accounting principles (GAAP) for which cost and complexity can be reduced while maintaining or improving the usefulness of the information provided to users of financial statements. It is effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted for any entity in any interim or annual period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year which includes that interim period. An entity that elects early adoption must adopt all the amendments in the same period. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements and related disclosures. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which amends the FASB Accounting Standards Codification. The objective of the update is to improve financial reporting by increasing transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. It is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years for (1) a public business entity, (2) a not-for-profit entity that has issued, or is a conduit bond obligor for securities that are traded, listed, or quoted on an exchange or an over-the-counter market or (3) an employee benefit plan that files financial statements with the U.S. Securities and Exchange Commission (SEC). For all other entities, the update is effective for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. Early application of the amendments is permitted for all entities. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements and related disclosures. In April 2015, the FASB issued ASU 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs . The objective of this update is to identify, evaluate, and improve areas of generally accepted accounting principles (GAAP) for which cost and complexity can be reduced while maintaining or improving the usefulness of the information provided to the users of financial statements. It is effective for fiscal years beginning after December 15, 2015 and interim periods within those fiscal years. The Company has adopted this standard as of January 1, 2016 and has appropriately reflected the impact in the consolidated financial statements. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. The update is intended to reduce diversity in the timing and content of footnote disclosures. The amendments require management to assess an entity's ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management's plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management's plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). The definition of substantial doubt within the new standard incorporates a likelihood threshold of "probable" similar to the use of that term under current GAAP for loss contingencies. It is effective for annual periods ending after December 15, 2016 and interim periods thereafter. Early adoption is permitted. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements and related disclosures. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) . The objective of the update is to require the recognition of revenue in an amount that reflects the consideration to which the entity expects to be entitled in exchange for the transfer of promised goods or services to customers. It is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. On April 1, 2015, the FASB voted to propose a one-year deferral of the effective date. On July 9, 2015, the FASB voted to approve this deferral, permitting public organizations to apply the new revenue standard to annual reporting periods beginning after December 15, 2017. In April 2016, FASB issued ASU 2016-10, updating ASU 2014-09 to provide guidance in Topic 606 that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those services. The amendments do not change the core principle of the guidance, rather they clarify the aspects of identifying performance obligations and the licensing implementation guidance. Public organizations may adopt the new revenue standard early, but not before the original public organization effective date. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements.

Debt

Debt	3 Months Ended
	Mar. 31, 2016
Debt Disclosure [Abstract]
Debt Disclosure [Text Block]	Debt During the three months ended March 31, 2016 , the Company took delivery of four aircraft and borrowed $87.7 million secured by the aircraft. In addition, the Company sold one E190 aircraft for proceeds of $21.9 million . The proceeds from the sale of this aircraft were used to extinguish the debt associated with the aircraft of $20.1 million . During April 2015, the FASB issued ASU 2015-03, “Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs”, which simplifies the presentation of debt issuance costs. This ASU requires that debt issue costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from that debt liability. We adopted ASU 2015-03 effective January 1, 2016. Adoption of this ASU resulted in a retrospective reclassification of our debt issuance costs from other assets to debt on the Condensed Consolidated Balance Sheet of $17.2 million as of December 31, 2015. The Bankruptcy Filing constituted an event of default for certain of the Company's debt and lease obligations and therefore the debt has been reflected as current on the Company's condensed consolidated balance sheet as of March 31, 2016 and December 31, 2015. Payment obligations under the debt and lease agreements are temporarily stayed as a result of the Bankruptcy Filing and the creditors' and lessors' rights of enforcement of the debt and lease agreements are subject to the applicable provisions of the Bankruptcy Code. Debtor-in-Possession Financing In connection with the Company's Chapter 11 cases, on March 24, 2016, the Company and Delta entered into a debtor-in-possession credit agreement pursuant to which Delta agreed to provide $75.0 million in secured debtor-in-possession financing (the "DIP Financing") to the Company, guaranteed by the Company's subsidiaries. Such DIP Financing was approved by the court on Friday, May 6, 2016, the Company expects to close the DIP Financing no later than May 16, 2016.

Commitments & Contingincies

Commitments & Contingincies	3 Months Ended
	Mar. 31, 2016
Commitments and Contingencies [Abstract]
Commitments and Contingencies Disclosure [Text Block]	Commitments and Contingencies Commitments As of March 31, 2016 , the Company has firm orders to purchase 40 CS300 aircraft that have scheduled delivery dates beginning in early 2015 and continuing through 2017. In 2015, Bombardier announced that the aircraft would not be expected into service until late 2016. The Company has stopped making pre-delivery deposit payments on these aircraft. The Company also has a commitment for 40 Embraer E175 aircraft under the United brand that have scheduled delivery dates currently and through the third quarter of 2017. As of March 31, 2016 , 16 of these aircraft have been delivered and placed into service with United and the remaining 24 E175 aircraft are scheduled to be placed into service with United through the third quarter of 2017. The Company can provide no assurance that it will be able to accept and finance these aircraft and place the aircraft into service for United during the pendency of the bankruptcy case. The Company also has a commitment to acquire 19 spare aircraft engines (of which six have been delivered as of March 31, 2016 ). The Company expects to take delivery of the engines as follows: five engines in 2016, seven engines in 2017, and one engine in 2018. The Company can provide no assurance that it will be able to accept and finance these engines during the pendency of the bankruptcy case. The following table displays the Company's future contractual obligations for aircraft and other equipment under firm order (in millions): Payments Due by Period Beyond 2016 2017 2018 2019 2020 2021 Total Debt or lease financed aircraft under purchase obligations (1) $ 1,099.6 $ 1,471.0 $ 778.4 $ — $ — $ — $ 3,349.0 Engines under firm orders 33.7 48.7 7.0 — — — 89.4 Total contractual obligations for aircraft and engines $ 1,133.3 $ 1,519.7 $ 785.4 $ — $ — $ — $ 3,438.4 (1) Represents delivery of CS300s based on estimated service beginning in late 2016 and E175 aircraft through the third quarter of 2017. The information in the table above reflects a purchase price of the aircraft at projected delivery dates. The assumption of agreements related to the Company’s aircraft commitments is subject to collaboration with the Company’s key stakeholders and, in some instances, approval of the Bankruptcy Court. The Company cannot predict what the outcome of these discussions and the Bankruptcy Court process will be. The Company had aircraft return costs of $1.8 million and $4.8 million for the three months ended March 31, 2016 and 2015, respectively. These costs were associated with the transition of Q400 and E190 aircraft, which is included in other operating expense in the Condensed Consolidated Statements of Operations. Contingencies We are subject to certain legal and administrative actions which the Company considers routine to the Company's business activities. Except for the bankruptcy proceeding, management believes that the ultimate outcome of any pending legal matters will not have a material adverse effect on our financial position, liquidity or results of operations. As of March 31, 2016 , approximately 69% of the Company's workforce is employed under union contracts. Although we have never had a work interruption or stoppage, we are subject to risks of work interruption or stoppage and/or may incur additional administrative expenses associated with union representation of our employees. If we are unable to reach agreement with any of our unionized work groups on the amended terms of their collective bargaining agreements, we may be subject to work interruptions and/or stoppages. Any sustained work stoppages could adversely affect our ability to fulfill our obligations under our fixed-fee agreements and could have a material adverse effect on our financial condition and results of operations.

Subsequent Events (Notes)

Subsequent Events (Notes)	3 Months Ended
	Mar. 31, 2016
Subsequent Events [Abstract]
Subsequent Events [Text Block]	. Subsequent Events On May 6, 2016, the Bankruptcy court approved the Company to amend our flying agreements with Delta Air Lines. The amendments to the agreements will result in the following items; consensual wind-down of our single-class flying, full settlement of litigation and related claims, full restoration of 30 E170 and E175 aircraft, increased reimbursement rates in the single- and dual-class agreements, compensation for certain slots. The Company also entered a DIP Financing Agreement that will provide incremental liquidity in the form of $75.0 million .

Significant Accounting Polici13

Significant Accounting Policies Significant Accounting (Policies)	3 Months Ended
	Mar. 31, 2016
Accounting Policies [Abstract]
fixed fee service revenues [Policy Text Block]	Rental Income – Under the Company’s fixed-fee code-share and fixed-fee charter agreements, the Company is reimbursed an amount per aircraft designed to compensate the Company for certain aircraft ownership costs. The Company has concluded that a component of its fixed-fee service revenue under the agreements discussed above is rental income, inasmuch as the agreements identify the “right of use” of a specific type and number of aircraft over a stated period of time. The amounts deemed to be rental income during the three months ended March 31, 2016 and 2015 , were $95.5 million and $112.9 million , respectively.
other revenue policy text block [Policy Text Block]	Other Revenue – Other revenue primarily consists of revenue related to lease revenue for aircraft leased under operating leases.
Interest Expense on Prepetition Liabilities, Policy [Policy Text Block]	Interest Expense – In accordance with ASC 852, the Debtors record interest expense only to the extent (1) interest will be paid during the Chapter 11 Cases or (2) it is probable that the Bankruptcy Court will allow a claim in respect of such interest. Interest expense recorded in the Condensed Consolidated Statements of Operations totaled $30.2 million for the three months ended March 31, 2016 . Contractual interest expense (including interest expense that is associated with obligations in liabilities subject to compromise) during this period totaled $30.7 million .
reorganization items [Policy Text Block]	Reorganization Items - Reorganization items primarily consists of the expected amount of allowed claims related to aircraft settlement and rejections, partner settlement and rejections and professional fees.
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block]	Restricted Cash – Restricted cash primarily consists of balances in escrow for restricted amounts for satisfying debt and lease payments due within the next year, certificate of deposit that secure certain letters of credit issued for workers' compensation claim reserves and certain airport authorities and funds held by a third party owner/trustee in trust for the satisfaction of certain contingent tax obligations. The Company has no interest in the funds held in trust. Restricted cash is carried at cost, which management believes approximates fair value.
liabilities subject to compromise policy [Policy Text Block]	Liabilities Subject to Compromise - Liabilities subject to compromise primarily consist of prepetition liabilities, including claims that became known after the petition was filed as a result of contract settlements or rejections, and are recorded on the basis of the expected amount of the allowed claim.
Earnings Per Share, Policy [Policy Text Block]	Net Income (Loss) Per Common Share – The following table is based on the weighted average number of common shares outstanding during the period. The following is a reconciliation of the weighted average common shares for the basic and diluted per share computations (in millions, except per share information): Three Months Ended March 31, 2016 2015 Basic and diluted income (loss) per share: Net income (loss) $ (148.1 ) $ 6.4 Weighted-average common shares outstanding for basic net income (loss) per common share 50.9 50.2 Effect of dilutive employee stock options and restricted stock — 0.5 Adjusted weighted-average common shares outstanding for diluted net income (loss) per common share 50.9 50.7 Net income (loss) per share - Basic $ (2.91 ) $ 0.13 Net income (loss) per share - Diluted $ (2.91 ) $ 0.13 The Company excluded 2.1 million and 1.4 million employee stock options from the calculation of diluted net income (loss) per share due to its anti-dilutive impact for the three months ended March 31, 2016 and 2015 , respectively.
Fair Value Measurement, Policy [Policy Text Block]	Fair Value Measurements – ASC Topic 820, Fair Value Measurements and Disclosures, requires disclosures about how fair value is determined for assets and liabilities and sets forth a hierarchy for which these assets and liabilities must be grouped. The Topic establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1 quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2 quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 unobservable inputs for the asset or liability. The following table sets forth information regarding the Company's assets measured at fair value on a recurring basis (in millions): Fair Value of Assets on a Recurring Basis March 31, 2016 Level 1 Level 2 Level 3 Chautauqua restructuring asset $ 53.6 $ — $ — $ 53.6 Fair Value of Assets on a Recurring Basis December 31, 2015 Level 1 Level 2 Level 3 Chautauqua restructuring asset $ 59.1 $ — $ — $ 59.1 Chautauqua restructuring asset – In October 2012, the Company restructured certain aircraft ownership obligations related to its 50 -seat regional jet platform, Chautauqua. In connection with the restructuring, the Company issued a convertible note payable with a face value of $25.0 million , provided call rights on 28 of its owned aircraft and agreed to parent company guarantees related to future minimum lease payments, among other commitments. The Company elected the fair value option under ASC 825-10, " Financial Instruments " for the agreement related to its 28 owned aircraft because management believes the fair value option provides the most accurate representation of the economic benefit of this agreement to Chautauqua in the Company's financial statements. Under the fair value option, the Company recorded an $86.4 million asset representing the combined fair value of expected future cash inflows under the agreement, net of the value of the Company's obligations attributable to the call rights on the 28 aircraft. The recurring fair value measurement of this agreement has been calculated using an income approach, which requires the use of subjective assumptions that are considered level 3 inputs. Fair values have been estimated by discounting the cash flows expected to be received over the term of the agreement, using a discount rate based on observable yields on instruments bearing comparable risks and credit worthiness of the counterparty. Critical assumptions used in the fair value measurement primarily include the amount and timing of cash inflows, the discount rate and the probability of whether the call option on the restructured aircraft will be exercised by the counterparty. A change in these assumptions could result in a significantly higher or lower fair value measurement, which would result in a gain or loss during the period in which the assumption changes. A 100 basis point change in the discount rate used would not have a significant impact on the change in fair value of the restructuring asset as of March 31, 2016 . Similarly, a change in the assumed probability of whether the call option on the restructured aircraft will be exercised could result in either a gain or loss of up to $3.2 million per aircraft during the period in which that assumption changed. In March 2013 the agreement was amended, which resulted in a $12.0 million increase in the restructuring asset under the fair value option. The $12.0 million increase represents the fair value of expected future cash inflows under the amendment. In addition, this amendment resulted in a $12.0 million deferred credit that amortized as a reduction to the basis of future aircraft deliveries through the first quarter of 2015. On February 11, 2014, the Company announced the early termination of its 44 to 50 seat fixed-fee agreements with United Airlines and American Airlines, which were scheduled to terminate in 2014. These agreements began to wind-down in March 2014 and resulted in the grounding of 27 small jet aircraft. The Company notified the counterparty that 15 of the 27 aircraft to be grounded are subject to this agreement and callable by the counterparty. The Company was notified by the counterparty during the first quarter of 2014 that it did not intend to exercise its call option on these aircraft. The Company recorded a fair value gain of $18.4 million for the three months ended March 31, 2014, which represents the fair value of the increase in cash flows expected to be received over the remaining term of the agreement, due to the counterparty's obligation to increase its payment to the Company for aircraft that cease to have applicable capacity purchase agreement ("CPA") reimbursement rates. D uring the three months ended March 31, 2016 , the Company recorded a fair value loss of $5.0 million which represents the decrease in fair value due primarily to the change in the assumption that the counterparty would exercise all of its call rights on the aircraft covered by the agreement offset by the decrease in cash outflows related to certain return conditions of the aircraft. As of March 31, 2016 , the Company would owe approximately $59.9 million under certain circumstances of non-performance or voluntary repayment, however; the Company estimated the probability of non-performance or repayment as remote. The following is a reconciliation of the beginning and ending balances for the periods indicated of recurring fair value measurements using Level 3 inputs (in millions): Three Months Ended Chautauqua Restructuring Asset March 31, 2016 March 31, 2015 Beginning Balance $ 59.1 $ 81.2 Cash received or other (5.5 ) (2.7 ) Ending Balance $ 53.6 $ 78.5 Fair Value of Debt – Market risk associated with our fixed and variable rate long-term debt primarily relates to the potential change in fair value and impact to future earnings, respectively, from a change in interest rates. In the table below, the aggregate fair value of debt was based primarily on recently completed market transactions and estimates based on interest rates, maturities, credit risk, and underlying collateral and is classified primarily as Level 3 within the fair value hierarchy. ($ in millions) March 31, December 31, 2016 2015 Net carrying amount $ 2,250.2 $ 2,460.7 Estimated fair value 2,179.8 2,222.7
New Accounting Pronouncements, Policy [Policy Text Block]	New Accounting Pronouncements – In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Shared-Based Payment Accounting . The objective of the update is to identify, evaluate and improve areas of generally accepted accounting principles (GAAP) for which cost and complexity can be reduced while maintaining or improving the usefulness of the information provided to users of financial statements. It is effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted for any entity in any interim or annual period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year which includes that interim period. An entity that elects early adoption must adopt all the amendments in the same period. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements and related disclosures. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which amends the FASB Accounting Standards Codification. The objective of the update is to improve financial reporting by increasing transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. It is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years for (1) a public business entity, (2) a not-for-profit entity that has issued, or is a conduit bond obligor for securities that are traded, listed, or quoted on an exchange or an over-the-counter market or (3) an employee benefit plan that files financial statements with the U.S. Securities and Exchange Commission (SEC). For all other entities, the update is effective for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. Early application of the amendments is permitted for all entities. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements and related disclosures. In April 2015, the FASB issued ASU 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs . The objective of this update is to identify, evaluate, and improve areas of generally accepted accounting principles (GAAP) for which cost and complexity can be reduced while maintaining or improving the usefulness of the information provided to the users of financial statements. It is effective for fiscal years beginning after December 15, 2015 and interim periods within those fiscal years. The Company has adopted this standard as of January 1, 2016 and has appropriately reflected the impact in the consolidated financial statements. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. The update is intended to reduce diversity in the timing and content of footnote disclosures. The amendments require management to assess an entity's ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management's plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management's plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). The definition of substantial doubt within the new standard incorporates a likelihood threshold of "probable" similar to the use of that term under current GAAP for loss contingencies. It is effective for annual periods ending after December 15, 2016 and interim periods thereafter. Early adoption is permitted. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements and related disclosures. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) . The objective of the update is to require the recognition of revenue in an amount that reflects the consideration to which the entity expects to be entitled in exchange for the transfer of promised goods or services to customers. It is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. On April 1, 2015, the FASB voted to propose a one-year deferral of the effective date. On July 9, 2015, the FASB voted to approve this deferral, permitting public organizations to apply the new revenue standard to annual reporting periods beginning after December 15, 2017. In April 2016, FASB issued ASU 2016-10, updating ASU 2014-09 to provide guidance in Topic 606 that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those services. The amendments do not change the core principle of the guidance, rather they clarify the aspects of identifying performance obligations and the licensing implementation guidance. Public organizations may adopt the new revenue standard early, but not before the original public organization effective date. The Company is currently evaluating the impact that this amended guidance will have on its consolidated financial statements.

Chapter 11 Reorganization and14

Chapter 11 Reorganization and Going Concern (Tables)	3 Months Ended
	Mar. 31, 2016
Debt classified as subject to compromise [Abstract]
Liabilities Subject to Compromise [Table Text Block]	Liabilities Subject to Compromise The following table summarizes the components of liabilities subject to compromise included on the Condensed Consolidated Balance Sheet as of March 31, 2016 : (in millions) Debt and accrued interest $ 216.4 Deferred credits and other liabilities 44.0 Accounts payable and other accrued liabilities 167.3 Partner liabilities 188.7 Total liabilities subject to compromise $ 616.4
debt classified as liabilities subject to compromise table [Table Text Block]	Debt, including undersecured debt, classified as subject to compromise as of March 31, 2016 : (in millions) Promissory notes payable, collateralized by aircraft, bearing interest at fixed rates $ 128.5 Promissory notes payable, collateralized by eligible spare parts and equipment, bearing interest at variable rates 1.6 Line of credit, collaterialized by eligible spare parts and equipment, bearing interest at variable rates 83.0 Other 1.0 Total debt subject to compromise $ 214.1 Liabilities subject to compromise refers to prepetition obligations which may be impacted by the Chapter 11 reorganization process. These amounts represent the Debtors’ current estimate of known or potential prepetition obligations to be resolved in connection with the Chapter 11 cases.
reorganization items, net [Table Text Block]	Reorganization Items, net Reorganization items refer to revenues, expenses (including professional fees), realized gains and losses and provisions for losses that are realized or incurred in the Chapter 11 proceedings related to the reorganization and restructuring of the business. The following table summarizes the components included in reorganization items, net on the Condensed Consolidated Statements of Operations for the three months ended March 31, 2016 : (in millions) Aircraft settlement and rejections $ 40.9 Partner settlement and rejections 170.7 Professional fees 3.5 Total reorganization items, net $ 215.1 Claims related to reorganization items are reflected in liabilities subject to compromise on the Condensed Consolidated Balance Sheet and were all non-cash items for the three months ended March 31, 2016 .

Significant Accounting Polici15

Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2016
Summary Of Significant Accounting Policies [Abstract]
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]	Net Income (Loss) Per Common Share – The following table is based on the weighted average number of common shares outstanding during the period. The following is a reconciliation of the weighted average common shares for the basic and diluted per share computations (in millions, except per share information): Three Months Ended March 31, 2016 2015 Basic and diluted income (loss) per share: Net income (loss) $ (148.1 ) $ 6.4 Weighted-average common shares outstanding for basic net income (loss) per common share 50.9 50.2 Effect of dilutive employee stock options and restricted stock — 0.5 Adjusted weighted-average common shares outstanding for diluted net income (loss) per common share 50.9 50.7 Net income (loss) per share - Basic $ (2.91 ) $ 0.13 Net income (loss) per share - Diluted $ (2.91 ) $ 0.13 The Company excluded 2.1 million and 1.4 million employee stock options from the calculation of diluted net income (loss) per share due to its anti-dilutive impact for the three months ended March 31, 2016 and 2015 , respectively.
Fair Value, Assets Measured on Recurring Basis [Table Text Block]	The following table sets forth information regarding the Company's assets measured at fair value on a recurring basis (in millions): Fair Value of Assets on a Recurring Basis March 31, 2016 Level 1 Level 2 Level 3 Chautauqua restructuring asset $ 53.6 $ — $ — $ 53.6 Fair Value of Assets on a Recurring Basis December 31, 2015 Level 1 Level 2 Level 3 Chautauqua restructuring asset $ 59.1 $ — $ — $ 59.1
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]	The following is a reconciliation of the beginning and ending balances for the periods indicated of recurring fair value measurements using Level 3 inputs (in millions): Three Months Ended Chautauqua Restructuring Asset March 31, 2016 March 31, 2015 Beginning Balance $ 59.1 $ 81.2 Cash received or other (5.5 ) (2.7 ) Ending Balance $ 53.6 $ 78.5
Fair Value, by Balance Sheet Grouping [Table Text Block]	Fair Value of Debt – Market risk associated with our fixed and variable rate long-term debt primarily relates to the potential change in fair value and impact to future earnings, respectively, from a change in interest rates. In the table below, the aggregate fair value of debt was based primarily on recently completed market transactions and estimates based on interest rates, maturities, credit risk, and underlying collateral and is classified primarily as Level 3 within the fair value hierarchy. ($ in millions) March 31, December 31, 2016 2015 Net carrying amount $ 2,250.2 $ 2,460.7 Estimated fair value 2,179.8 2,222.7

Commitments & Contingincies (Ta

Commitments & Contingincies (Tables)	3 Months Ended
	Mar. 31, 2016
Unrecorded Unconditional Purchase Obligation [Line Items]
Unrecorded Unconditional Purchase Obligations Disclosure [Table Text Block]	The following table displays the Company's future contractual obligations for aircraft and other equipment under firm order (in millions): Payments Due by Period Beyond 2016 2017 2018 2019 2020 2021 Total Debt or lease financed aircraft under purchase obligations (1) $ 1,099.6 $ 1,471.0 $ 778.4 $ — $ — $ — $ 3,349.0 Engines under firm orders 33.7 48.7 7.0 — — — 89.4 Total contractual obligations for aircraft and engines $ 1,133.3 $ 1,519.7 $ 785.4 $ — $ — $ — $ 3,438.4 (1) Represents delivery of CS300s based on estimated service beginning in late 2016 and E175 aircraft through the third quarter of 2017. The information in the table above reflects a purchase price of the aircraft at projected delivery dates.

Chapter 11 Reorganization and17

Chapter 11 Reorganization and Going Concern (Details) $ in Millions	3 Months Ended	12 Months Ended
	Mar. 31, 2016USD ($)unsecuredclaims	Dec. 31, 2015
Chapter 11 Reorganization [Abstract]
Bankruptcy Proceedings, Date Petition for Bankruptcy Filed	Feb. 25, 2016
Bankruptcy Proceedings, Court Where Petition Was Filed	United States Bankruptcy Court for the Southern District of New York
intra-entity payable non debtor balance sheet	$ 202.8
intra-entity receivable non debtor balance sheet	$ 7
Number of years in the pilot labor agreement		3 years
statutory committee of creditors | unsecuredclaims	7
period of time to take possession of certain aircraft equipment	60 days
estimated minimum amount of bankruptcy claims to be filed with bankruptcy court	$ 585
estimated maximum amount of bankruptcy claims to be filed with bankruptcy court	$ 1,000
substantial equity holder percentage	4.75%
Initial threshold to be a substantial claimholder	$ 4.9

Chapter 11 Reorganization and18

Chapter 11 Reorganization and Going Concern Liabilities Subject to Compromise (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Reorganizations [Abstract]
Liabilities Subject to Compromise, Debt and Accrued Interest	$ 216.4
Liabilities Subject to Compromise, Other Liabilities	44
Liabilities Subject to Compromise, Accounts Payable and Accrued Liabilities	167.3
Liabilities Subject to Compromise, Partner liabilities	188.7
Liabilities Subject to Compromise	$ 616.4	$ 0

Chapter 11 Reorganization and19

Chapter 11 Reorganization and Going Concern Debt subject to compromise (Details) $ in Millions	Mar. 31, 2016USD ($)
Reorganizations [Abstract]
Promissory notes payable, collateralized by aircraft, bearing interest at fixed rates	$ 128.5
Promissory notes payable, collateralized by eligible spare parts and equipment, bearing interest at variable rates	1.6
Line of credit, collaterialized by eligible spare parts and equipment, bearing interest at variable rates	83
Other	1
Total debt secured by aircraft and parts	$ 214.1

Chapter 11 Reorganization and20

Chapter 11 Reorganization and Going Concern Reorganization items (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Reorganization Items [Abstract]
Aircraft settlement and rejections	$ 40.9
Partner settlement and rejections	170.7
Professional fees	3.5
Total reorganization items, net	$ 215.1	$ 0

Significant Accounting Polici21

Significant Accounting Policies (Details) Text - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Accounting Policies [Abstract]
Fixed-Fee Rental Income	$ 95.5	$ 112.9
Interest Expense	30.2	$ 30
Interest Expense on Prepetition Liabilities Recognized in Statement of Operations	30.7
Additional Paid-in Capital	435.3		$ 434.1
Share-based Compensation	1.2
Accumulated other comprehensive loss	2.2		2.2
Accumulated Earnings	$ 204		$ 352.1

Significant Accounting Polici22

Significant Accounting Policies (Details) EPS - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Summary Of Significant Accounting Policies [Abstract]
NET INCOME (LOSS)	$ (148.1)	$ 6.4
Weighted average number of shares outstanding	50.9	50.2
Incremental Common Shares Attributable to Share-based Payment Arrangements	0	0.5
Shares used to computed diluted earnings per share	50.9	50.7
NET INCOME (LOSS) PER COMMON SHARE - BASIC	$ (2.91)	$ 0.13
NET INCOME PER COMMON SHARE - DILUTED	$ (2.91)	$ 0.13
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	2.1	1.4

Significant Accounting Polici23

Significant Accounting Policies (Details) Fair Value $ in Millions	3 Months Ended
	Mar. 31, 2016USD ($)AircraftSeats	Mar. 31, 2015USD ($)	Mar. 31, 2014USD ($)	Mar. 31, 2013USD ($)	Dec. 31, 2015USD ($)	Dec. 31, 2012USD ($)
Derivative Asset, Fair Value, Gross Asset	$ 53.6				$ 59.1
Chautauqua Seats on Aircraft | Seats	50
Convertible Notes Payable - EMB Fair Value						$ 25
CHQ restructuring call rights provided on owned aircraft | Aircraft	28
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset Value (begin)	$ 59.1	$ 81.2		$ 86.4
Debt Instrument, Interest Rate, Stated Percentage	1.00%
possible gain or loss if there is a change in assumed probability of call option on restructured aircrat	$ 3.2
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset Transfers Into Level 3				$ 12
Seats on E140 aircraft under CPA with American | Seats	44
Seats on E145 aircraft under CPA that were operating for United | Seats	50
Number of E140 and E145 aircraft which were grounded during the year | Aircraft	27
number of E140 aircraft permanently parked | Aircraft	15
Fair Value Gain - restructuring asset			$ 18.4
Asset at Fair Value, Changes in Fair Value Resulting from Changes in Assumptions	$ 5
CHQ Restructuring - possible voluntary repayment under circumstances of non-performance	59.9
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Transfers out of Level 3	(5.5)	(2.7)
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset Value (end)	53.6	$ 78.5
Long-term Debt, net carrying amount	2,250.2				2,460.7
Long-term Debt, Fair Value	2,179.8				2,222.7
Fair Value, Inputs, Level 1 [Member]
Derivative Asset, Fair Value, Gross Asset	0				0
Fair Value, Inputs, Level 2 [Member]
Derivative Asset, Fair Value, Gross Asset	0				0
Fair Value, Inputs, Level 3 [Member]
Derivative Asset, Fair Value, Gross Asset	$ 53.6				$ 59.1

Debt Details (Details)

Debt Details (Details) $ in Millions	Jan. 01, 2016USD ($)	Mar. 31, 2016USD ($)Aircraft
Debt Disclosure [Abstract]
number of United E175 deliveries | Aircraft		4
proceeds from aircraft debt for United CPA		$ 87.7
Number of E190 Aircraft sold in Q1 2015 | Aircraft		1
Proceeds from sale of E190 aircraft		$ 21.9
Extinguishment of debt relating to the sale of E190 aircraft		20.1
Debt Issuance Cost	$ 17.2
Debtor-in-Possession Financing, Amendments to Arrangement, Description		$ 75

Commitments & Contingincies (De

Commitments & Contingincies (Details) Committments Table $ in Millions	3 Months Ended
	Mar. 31, 2016USD ($)AircraftEngines	Mar. 31, 2015USD ($)
Long-term Purchase Commitment [Line Items]
Firm Purchase Orders for CS300 Aircraft | Aircraft	40
Number of E175 aircraft to operate under United brand | Aircraft	40
Number of Aircraft delivered for United CPA | Aircraft	16
Remaining aircraft to be delivered to United | Aircraft	24
Number of Spare Aircraft Engines under commitment | Engines	19
Number of engines delivered | Engines	6
Number of engines to be delivered in year one | Engines	5
Number of Engines to be Delivered in Year Two | Engines	7
Number of Engines to be Delivered in Year Three | Engines	1
Unrecorded Unconditional Purchase Obligation for Aircraft due within one year	$ 1,099.6
Unrecorded Unconditional Purchase Obligation for Aircraft due within two years	1,471
Unrecorded Unconditional Purchase Obligation for Aircraft due within three years	778.4
Unrecorded Unconditional Purchase Obligation for Aircraft due within four years	0
Unrecorded Unconditional Purchase Obligation for Aircraft due within five years	0
Unrecorded Unconditional Purchase Obligation for Aircraft due after five years	0
Unrecorded Unconditional Purchase Obligation for Aircraft	3,349
unconditional purchase obligations for engines, due within one year	33.7
Unrecorded Unconditional Purchase Obligation for Engines, due within two years	48.7
Unrecorded Unconditional Purchase Obligation for Engines, due within three years	7
Unrecorded Unconditional Purchase Obligation for Engines, due within four years	0
Unrecorded Unconditional Purchase Obligation for Engines, due within five year	0
Unrecorded Unconditional Purchase Obligation for Engines, due after five year	0
Unrecorded Unreconciled Purchase Obligation for Engines, Total	89.4
Unrecorded Unconditional Purchase Obligation, Due within One Year	1,133.3
Unrecorded Unconditional Purchase Obligation, Due within Two Years	1,519.7
Unrecorded Unconditional Purchase Obligation, Due within Three Years	785.4
Unrecorded Unconditional Purchase Obligation, Due within Four Years	0
Unrecorded Unconditional Purchase Obligation, Due within Five Years	0
Unrecorded Unconditional Purchase Obligation, Due after Five Years	0
Unrecorded Unconditional Purchase Obligation	3,438.4
Amount of aircraft return costs associated with the transition of Q400 and E190 aircraft	$ 1.8	$ 4.8

Commitments & Contingincies (26

Commitments & Contingincies (Details) Contingencies	Mar. 31, 2016
Subsequent Event [Line Items]
Union Employees	69.00%

Subsequent Events (Details)

Subsequent Events (Details) $ in Millions	Mar. 31, 2016USD ($)Aircraft
Subsequent Events [Abstract]
Restored E170 and E175 Aircraft under Delta Amendment | Aircraft	30
Debtor-in-Possession Financing, Amendments to Arrangement, Description | $	$ 75