Condensed Consolidating Financial Information | Condensed Consolidating Financial Information The following condensed consolidating financial information is presented in accordance with Regulation S-X paragraph 210.3-10 because, in connection with the issuance by two pass-through trusts formed by Hawaiian (which is also referred to in this Note 14 as Subsidiary Issuer / Guarantor) of pass-through certificates, the Company (which is also referred to in this Note 14 as Parent Issuer / Guarantor) is fully and unconditionally guaranteeing the payment obligations of Hawaiian, which is a 100% owned subsidiary of the Company, under equipment notes issued by Hawaiian to purchase new aircraft. The Company's condensed consolidating financial statements are presented in the following tables: Condensed Consolidating Statements of Operations and Comprehensive Loss Three months ended March 31, 2020 Parent Issuer / Subsidiary Non-Guarantor Eliminations Consolidated (in thousands) Operating Revenue $ — $ 559,162 $ 3,890 $ (3,908 ) $ 559,144 Operating Expenses: Wages and benefits — 188,254 — — 188,254 Aircraft fuel, including taxes and delivery — 113,478 — — 113,478 Maintenance, materials and repairs — 59,066 1,897 (554 ) 60,409 Aircraft and passenger servicing — 38,283 — — 38,283 Commissions and other selling 19 26,700 42 (45 ) 26,716 Aircraft rent — 27,023 (19 ) — 27,004 Other rentals and landing fees — 29,793 — (27 ) 29,766 Depreciation and amortization — 37,477 1,972 — 39,449 Purchased services 90 37,096 321 (3,266 ) 34,241 Special items — 126,904 — — 126,904 Other 1,346 40,732 674 (16 ) 42,736 Total 1,455 724,806 4,887 (3,908 ) 727,240 Operating Loss (1,455 ) (165,644 ) (997 ) — (168,096 ) Nonoperating Income (Expense): Undistributed net loss of subsidiaries (143,225 ) — — 143,225 — Interest expense and amortization of debt discounts and issuance costs — (6,795 ) — — (6,795 ) Interest income 3 3,017 — — 3,020 Capitalized interest — 831 — — 831 Losses on fuel derivatives — (6,452 ) — — (6,452 ) Other, net — 2,305 (1 ) — 2,304 Total (143,222 ) (7,094 ) (1 ) 143,225 (7,092 ) Loss Before Income Taxes (144,677 ) (172,738 ) (998 ) 143,225 (175,188 ) Income tax benefit (305 ) (30,301 ) (210 ) — (30,816 ) Net Income $ (144,372 ) $ (142,437 ) $ (788 ) $ 143,225 $ (144,372 ) Comprehensive Loss $ (143,041 ) $ (141,106 ) $ (788 ) $ 141,894 $ (143,041 ) Condensed Consolidating Statements of Operations and Comprehensive Income (Loss) Three months ended March 31, 2019 Parent Issuer / Subsidiary Non-Guarantor Eliminations Consolidated (in thousands) Operating Revenue $ — $ 656,090 $ 792 $ (131 ) $ 656,751 Operating Expenses: Wages and benefits — 175,065 — — 175,065 Aircraft fuel, including taxes and delivery — 126,104 — — 126,104 Maintenance, materials and repairs — 61,802 1,243 — 63,045 Aircraft and passenger servicing — 38,900 — — 38,900 Commissions and other selling — 30,865 18 (47 ) 30,836 Aircraft rent — 30,367 29 — 30,396 Depreciation and amortization — 36,492 1,659 — 38,151 Other rentals and landing fees — 31,019 27 — 31,046 Purchased services 54 32,193 222 (16 ) 32,453 Other 1,842 35,856 449 (68 ) 38,079 Total 1,896 598,663 3,647 (131 ) 604,075 Operating Income (Loss) (1,896 ) 57,427 (2,855 ) — 52,676 Nonoperating Income (Expense): Undistributed net income of subsidiaries 37,849 — — (37,849 ) — Interest expense and amortization of debt discounts and issuance costs — (7,514 ) (16 ) — (7,530 ) Interest income 8 2,975 — — 2,983 Capitalized interest — 1,285 — — 1,285 Gains on fuel derivatives — 570 — — 570 Other, net — (1,069 ) 44 — (1,025 ) Total 37,857 (3,753 ) 28 (37,849 ) (3,717 ) Income (Loss) Before Income Taxes 35,961 53,674 (2,827 ) (37,849 ) 48,959 Income tax expense (benefit) (397 ) 13,591 (593 ) — 12,601 Net Income (Loss) $ 36,358 $ 40,083 $ (2,234 ) $ (37,849 ) $ 36,358 Comprehensive Income (Loss) $ 38,619 $ 42,344 $ (2,234 ) $ (40,110 ) $ 38,619 Condensed Consolidating Balance Sheets March 31, 2020 Parent Issuer / Subsidiary Non-Guarantor Eliminations Consolidated (in thousands) ASSETS Current assets: Cash and cash equivalents $ 354 $ 591,450 $ 8,805 $ — $ 600,609 Short-term investments — 213,974 — — 213,974 Accounts receivable, net — 28,991 2,341 (747 ) 30,585 Income taxes receivable — 99,665 — — 99,665 Spare parts and supplies, net — 38,481 — — 38,481 Prepaid expenses and other 132 45,779 222 — 46,133 Total 486 1,018,340 11,368 (747 ) 1,029,447 Property and equipment at cost — 2,997,359 98,334 — 3,095,693 Less accumulated depreciation and amortization — (772,372 ) (24,586 ) — (796,958 ) Property and equipment, net — 2,224,987 73,748 — 2,298,735 Operating lease right-of-use assets — 611,693 — — 611,693 Long-term prepayments and other 50 182,895 410 — 183,355 Goodwill and other intangible assets, net — 13,000 500 — 13,500 Intercompany receivable — 573,580 — (573,580 ) — Investment in consolidated subsidiaries 1,486,632 — 504 (1,487,136 ) — TOTAL ASSETS $ 1,487,168 $ 4,624,495 $ 86,530 $ (2,061,463 ) $ 4,136,730 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Accounts payable $ 504 $ 147,510 $ 5,043 $ (747 ) $ 152,310 Air traffic liability and current frequent flyer deferred revenue — 618,126 5,615 — 623,741 Other accrued liabilities — 138,205 150 — 138,355 Current maturities of long-term debt, less discount — 59,794 — — 59,794 Current maturities of finance lease obligations — 22,045 — — 22,045 Current maturities of operating leases — 79,718 — — 79,718 Total 504 1,065,398 10,808 (747 ) 1,075,963 Long-term debt — 757,221 — — 757,221 Intercompany payable 562,298 — 11,282 (573,580 ) — Other liabilities and deferred credits: Noncurrent finance lease obligations — 137,059 — — 137,059 Noncurrent operating leases — 495,500 — — 495,500 Accumulated pension and other post-retirement benefit obligations — 199,964 — — 199,964 Other liabilities and deferred credits — 78,808 1,103 — 79,911 Noncurrent frequent flyer deferred revenue — 172,281 — — 172,281 Deferred tax liabilities, net — 294,465 — — 294,465 Total — 1,378,077 1,103 — 1,379,180 Shareholders’ equity 924,366 1,423,799 63,337 (1,487,136 ) 924,366 TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 1,487,168 $ 4,624,495 $ 86,530 $ (2,061,463 ) $ 4,136,730 Condensed Consolidating Balance Sheets December 31, 2019 Parent Issuer / Subsidiary Non-Guarantor Eliminations Consolidated (in thousands) ASSETS Current assets: Cash and cash equivalents $ 1,228 $ 362,933 $ 8,895 $ — $ 373,056 Short-term investments — 245,599 — — 245,599 Accounts receivable, net — 95,141 3,188 (949 ) 97,380 Income taxes receivable, net — 64,192 — — 64,192 Spare parts and supplies, net — 37,630 — — 37,630 Prepaid expenses and other 90 56,743 16 — 56,849 Total 1,318 862,238 12,099 (949 ) 874,706 Property and equipment at cost — 2,987,222 92,094 — 3,079,316 Less accumulated depreciation and amortization — (739,930 ) (22,614 ) — (762,544 ) Property and equipment, net — 2,247,292 69,480 — 2,316,772 Operating lease right-of-use assets — 632,545 — — 632,545 Long-term prepayments and other — 182,051 387 — 182,438 Goodwill and other intangible assets, net — 119,663 500 — 120,163 Intercompany receivable — 550,075 — (550,075 ) — Investment in consolidated subsidiaries 1,619,949 — 504 (1,620,453 ) — TOTAL ASSETS $ 1,621,267 $ 4,593,864 $ 82,970 $ (2,171,477 ) $ 4,126,624 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Accounts payable $ 529 $ 139,764 $ 9,404 $ (949 ) $ 148,748 Air traffic liability and current frequent flyer deferred revenue — 600,851 5,833 — 606,684 Other accrued liabilities — 161,125 305 — 161,430 Current maturities of long-term debt, less discount — 53,273 — — 53,273 Current maturities of finance lease obligations — 21,857 — — 21,857 Current maturities of operating leases — 83,224 — — 83,224 Total 529 1,060,094 15,542 (949 ) 1,075,216 Long-term debt — 547,254 — — 547,254 Intercompany payable 538,942 — 11,133 (550,075 ) — Other liabilities and deferred credits: 0 Noncurrent finance lease obligations — 141,861 — — 141,861 Noncurrent operating leases — 514,685 — — 514,685 Accumulated pension and other post-retirement benefit obligations — 203,596 — — 203,596 Other liabilities and deferred credits — 96,338 1,096 — 97,434 Noncurrent frequent flyer deferred revenue — 175,218 — — 175,218 Deferred tax liabilities, net — 289,564 — — 289,564 Total — 1,421,262 1,096 — 1,422,358 Shareholders’ equity 1,081,796 1,565,254 55,199 (1,620,453 ) 1,081,796 TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 1,621,267 $ 4,593,864 $ 82,970 $ (2,171,477 ) $ 4,126,624 Condensed Consolidating Statements of Cash Flows Three months ended March 31, 2020 Parent Issuer / Subsidiary Non- Eliminations Consolidated (in thousands) Net Cash Provided By (Used In) Operating Activities $ (976 ) $ 50,724 $ (2,861 ) $ — $ 46,887 Cash Flows From Investing Activities: Net payments to affiliates (9,000 ) (22,126 ) — 31,126 — Additions to property and equipment, including pre-delivery deposits — (40,616 ) (6,229 ) — (46,845 ) Purchases of investments — (48,133 ) — — (48,133 ) Sales of investments — 80,218 — — 80,218 Net cash used in investing activities (9,000 ) (30,657 ) (6,229 ) 31,126 (14,760 ) Cash Flows From Financing Activities: Long-term borrowings — 235,000 — — 235,000 Repayments of long-term debt and finance lease obligations — (25,320 ) — — (25,320 ) Dividend payments (5,514 ) — — — (5,514 ) Net payments from affiliates 22,126 — 9,000 (31,126 ) — Repurchases of common stock (7,510 ) — — — (7,510 ) Other — (1,230 ) — — (1,230 ) Net cash provided by financing activities 9,102 208,450 9,000 (31,126 ) 195,426 Net increase (decrease) in cash and cash equivalents (874 ) 228,517 (90 ) — 227,553 Cash, cash equivalents, & restricted cash - Beginning of Period 1,228 362,933 8,895 — 373,056 Cash, cash equivalents, & restricted cash - End of Period $ 354 $ 591,450 $ 8,805 $ — $ 600,609 Condensed Consolidating Statements of Cash Flows Three months ended March 31, 2019 Parent Issuer / Subsidiary Non- Eliminations Consolidated (in thousands) Net Cash Provided By (Used In) Operating Activities $ (670 ) $ 152,752 $ (1,402 ) $ — $ 150,680 Cash Flows From Investing Activities: Net payments to affiliates (4,250 ) (20,920 ) — 25,170 — Additions to property and equipment, including pre-delivery deposits — (71,978 ) (2,283 ) — (74,261 ) Proceeds from the sale and sale leaseback of aircraft and aircraft related equipment — 2,780 — — 2,780 Purchases of investments — (71,454 ) — — (71,454 ) Sales of investments — 137,286 — — 137,286 Other — (6,275 ) — — (6,275 ) Net cash used in investing activities (4,250 ) (30,561 ) (2,283 ) 25,170 (11,924 ) Cash Flows From Financing Activities: Repayments of long-term debt and finance lease obligations — (24,352 ) (2 ) — (24,354 ) Dividend payments (5,811 ) — — — (5,811 ) Net payments from affiliates 20,920 — 4,250 (25,170 ) — Repurchases of Common Stock (11,086 ) — — — (11,086 ) Other — (982 ) — — (982 ) Net cash provided by (used in) financing activities 4,023 (25,334 ) 4,248 (25,170 ) (42,233 ) Net increase (decrease) in cash and cash equivalents (897 ) 96,857 563 — 96,523 Cash, cash equivalents, & restricted cash - Beginning of Period 5,154 255,279 8,144 — 268,577 Cash, cash equivalents, & restricted cash - End of Period $ 4,257 $ 352,136 $ 8,707 $ — $ 365,100 Income Taxes The income tax expense (benefit) is presented as if each entity that is part of the consolidated group files a separate return. |