Condensed Consolidating Financial Information | 6 Months Ended |
Jun. 30, 2014 |
Condensed Consolidating Financial Information | ' |
Condensed Consolidating Financial Information | ' |
Condensed Consolidating Financial Information |
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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 11 as Subsidiary Issuer / Guarantor) of pass-through certificates, as discussed in Note 10, the Company (which is also referred to in this Note 11 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, and will fully and unconditionally guarantee those obligations in connection with the future issuance of equipment notes by Hawaiian. |
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Also, in accordance with Regulation S-X paragraph 210.5-04 (c), the Company is required to report condensed financial information as a result of limitations on the ability of Hawaiian to pay dividends or advances to the Company included in Hawaiian’s debt agreements. The Company’s condensed consolidating financial information satisfies this requirement. |
Condensed consolidating financial statements are presented in the following tables: |
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Condensed Consolidating Statements of Operations and Comprehensive Income (Loss) |
Three months ended June 30, 2014 |
|
| | | | | | | | | | | | | | | | | | | | |
| | Parent Issuer / | | Subsidiary | | Non-Guarantor | | Eliminations | | Consolidated |
Guarantor | Issuer / | Subsidiaries |
| Guarantor | |
| | (in thousands) |
Operating Revenue | | $ | — | | | $ | 574,779 | | | $ | 1,025 | | | $ | (84 | ) | | $ | 575,720 | |
|
Operating Expenses: | | | | | | | | | | | | | | | |
|
Aircraft fuel, including taxes and delivery | | — | | | 174,139 | | | — | | | — | | | 174,139 | |
|
Wages and benefits | | — | | | 112,478 | | | — | | | — | | | 112,478 | |
|
Aircraft rent | | — | | | 26,095 | | | — | | | — | | | 26,095 | |
|
Maintenance materials and repairs | | — | | | 58,172 | | | 227 | | | — | | | 58,399 | |
|
Aircraft and passenger servicing | | — | | | 30,860 | | | — | | | — | | | 30,860 | |
|
Commissions and other selling | | — | | | 30,778 | | | 19 | | | (24 | ) | | 30,773 | |
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Depreciation and amortization | | — | | | 23,130 | | | 635 | | | — | | | 23,765 | |
|
Other rentals and landing fees | | — | | | 21,656 | | | — | | | — | | | 21,656 | |
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Other | | 1,507 | | | 44,302 | | | 212 | | | (60 | ) | | 45,961 | |
|
Total | | 1,507 | | | 521,610 | | | 1,093 | | | (84 | ) | | 524,126 | |
|
Operating Income (Loss) | | (1,507 | ) | | 53,169 | | | (68 | ) | | — | | | 51,594 | |
|
Nonoperating Income (Expense): | | | | | | | | | | | | | | | |
|
Undistributed net income of subsidiaries | | 29,694 | | | — | | | — | | | (29,694 | ) | | — | |
|
Interest expense and amortization of debt discounts and issuance costs | | (2,210 | ) | | (13,787 | ) | | — | | | — | | | (15,997 | ) |
|
Interest income | | 40 | | | 358 | | | — | | | — | | | 398 | |
|
Capitalized interest | | — | | | 1,974 | | | — | | | — | | | 1,974 | |
|
Gains on fuel derivatives | | — | | | 6,285 | | | — | | | — | | | 6,285 | |
|
Other, net | | — | | | 725 | | | — | | | — | | | 725 | |
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Total | | 27,524 | | | (4,445 | ) | | — | | | (29,694 | ) | | (6,615 | ) |
|
Income (Loss) Before Income Taxes | | 26,017 | | | 48,724 | | | (68 | ) | | (29,694 | ) | | 44,979 | |
|
Income tax expense (benefit) | | (1,310 | ) | | 18,962 | | | — | | | — | | | 17,652 | |
|
Net Income (Loss) | | $ | 27,327 | | | $ | 29,762 | | | $ | (68 | ) | | $ | (29,694 | ) | | $ | 27,327 | |
|
Comprehensive Income (Loss) | | $ | 24,151 | | | $ | 26,586 | | | $ | (68 | ) | | $ | (26,518 | ) | | $ | 24,151 | |
|
|
Condensed Consolidating Statements of Operations and Comprehensive Income (Loss) |
Three months ended June 30, 2013 |
|
| | | | | | | | | | | | | | | | | | | | |
| | Parent Issuer / | | Subsidiary | | Non-Guarantor | | Eliminations | | Consolidated |
Guarantor | Issuer / | Subsidiaries |
| Guarantor | |
| | (in thousands) |
Operating Revenue | | $ | — | | | $ | 533,993 | | | $ | 22 | | | $ | (87 | ) | | $ | 533,928 | |
|
Operating Expenses: | | | | | | | | | | | | | | | |
|
Aircraft fuel, including taxes and delivery | | — | | | 169,223 | | | — | | | — | | | 169,223 | |
|
Wages and benefits | | — | | | 103,384 | | | — | | | — | | | 103,384 | |
|
Aircraft rent | | — | | | 28,285 | | | — | | | — | | | 28,285 | |
|
Maintenance materials and repairs | | — | | | 53,036 | | | — | | | — | | | 53,036 | |
|
Aircraft and passenger servicing | | — | | | 29,228 | | | — | | | — | | | 29,228 | |
|
Commissions and other selling | | — | | | 32,204 | | | — | | | (18 | ) | | 32,186 | |
|
Depreciation and amortization | | — | | | 19,788 | | | — | | | — | | | 19,788 | |
|
Other rentals and landing fees | | — | | | 19,630 | | | — | | | — | | | 19,630 | |
|
Other | | 4,217 | | | 37,503 | | | 126 | | | (69 | ) | | 41,777 | |
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Total | | 4,217 | | | 492,281 | | | 126 | | | (87 | ) | | 496,537 | |
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Operating Income (Loss) | | (4,217 | ) | | 41,712 | | | (104 | ) | | — | | | 37,391 | |
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Nonoperating Income (Expense): | | | | | | | | | | | | | | | |
|
Undistributed net income of subsidiaries | | 15,406 | | | — | | | — | | | (15,406 | ) | | — | |
|
Interest expense and amortization of debt discounts and issuance costs | | (2,158 | ) | | (10,005 | ) | | — | | | — | | | (12,163 | ) |
|
Interest income | | 28 | | | 98 | | | — | | | — | | | 126 | |
|
Capitalized interest | | — | | | 2,891 | | | — | | | — | | | 2,891 | |
|
Losses on fuel derivatives | | — | | | (6,906 | ) | | — | | | — | | | (6,906 | ) |
|
Other, net | | — | | | (3,124 | ) | | — | | | — | | | (3,124 | ) |
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Total | | 13,276 | | | (17,046 | ) | | — | | | (15,406 | ) | | (19,176 | ) |
|
Income (Loss) Before Income Taxes | | 9,059 | | | 24,666 | | | (104 | ) | | (15,406 | ) | | 18,215 | |
|
Income tax expense (benefit) | | (2,257 | ) | | 9,156 | | | — | | | — | | | 6,899 | |
|
Net Income (Loss) | | $ | 11,316 | | | $ | 15,510 | | | $ | (104 | ) | | $ | (15,406 | ) | | $ | 11,316 | |
|
Comprehensive Income (Loss) | | $ | 18,643 | | | $ | 22,837 | | | $ | (104 | ) | | $ | (22,733 | ) | | $ | 18,643 | |
|
|
Condensed Consolidating Statements of Operations and Comprehensive Income |
Six months ended June 30, 2014 |
|
| | | | | | | | | | | | | | | | | | | | |
| | Parent Issuer / | | Subsidiary | | Non-Guarantor | | Eliminations | | Consolidated |
Guarantor | Issuer / | Subsidiaries |
| Guarantor | |
| | (in thousands) |
Operating Revenue | | $ | — | | | $ | 1,099,106 | | | $ | 1,656 | | | $ | (184 | ) | | $ | 1,100,578 | |
|
Operating Expenses: | | | | | | | | | | | | | | | |
|
Aircraft fuel, including taxes and delivery | | — | | | 345,278 | | | — | | | — | | | 345,278 | |
|
Wages and benefits | | — | | | 219,972 | | | — | | | — | | | 219,972 | |
|
Aircraft rent | | — | | | 52,374 | | | — | | | — | | | 52,374 | |
|
Maintenance materials and repairs | | — | | | 116,470 | | | 239 | | | — | | | 116,709 | |
|
Aircraft and passenger servicing | | — | | | 61,081 | | | — | | | — | | | 61,081 | |
|
Commissions and other selling | | — | | | 62,125 | | | 32 | | | (49 | ) | | 62,108 | |
|
Depreciation and amortization | | — | | | 45,842 | | | 734 | | | — | | | 46,576 | |
|
Other rentals and landing fees | | — | | | 42,218 | | | — | | | — | | | 42,218 | |
|
Other | | 2,769 | | | 89,438 | | | 559 | | | (135 | ) | | 92,631 | |
|
Total | | 2,769 | | | 1,034,798 | | | 1,564 | | | (184 | ) | | 1,038,947 | |
|
Operating Income (Loss) | | (2,769 | ) | | 64,308 | | | 92 | | | — | | | 61,631 | |
|
Nonoperating Income (Expense): | | | | | | | | | | | | | | | |
|
Undistributed net income of subsidiaries | | 26,887 | | | — | | | — | | | (26,887 | ) | | — | |
|
Interest expense and amortization of debt discounts and issuance costs | | (4,390 | ) | | (26,617 | ) | | — | | | — | | | (31,007 | ) |
|
Interest income | | 79 | | | 538 | | | — | | | — | | | 617 | |
|
Capitalized interest | | — | | | 4,750 | | | — | | | — | | | 4,750 | |
|
Losses on fuel derivatives | | — | | | (614 | ) | | — | | | — | | | (614 | ) |
|
Other, net | | — | | | 1,310 | | | — | | | — | | | 1,310 | |
|
Total | | 22,576 | | | (20,633 | ) | | — | | | (26,887 | ) | | (24,944 | ) |
|
Income Before Income Taxes | | 19,807 | | | 43,675 | | | 92 | | | (26,887 | ) | | 36,687 | |
|
Income tax expense (benefit) | | (2,445 | ) | | 16,880 | | | — | | | — | | | 14,435 | |
|
Net Income | | $ | 22,252 | | | $ | 26,795 | | | $ | 92 | | | $ | (26,887 | ) | | $ | 22,252 | |
|
Comprehensive Income | | $ | 13,825 | | | $ | 18,368 | | | $ | 92 | | | $ | (18,460 | ) | | $ | 13,825 | |
|
|
Condensed Consolidating Statements of Operations and Comprehensive Income |
Six months ended June 30, 2013 |
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| | | | | | | | | | | | | | | | | | | | |
| | Parent Issuer / | | Subsidiary | | Non-Guarantor | | Eliminations | | Consolidated |
Guarantor | Issuer / | Subsidiaries |
| Guarantor | |
| | (in thousands) |
Operating Revenue | | $ | — | | | $ | 1,024,241 | | | $ | 637 | | | $ | (196 | ) | | $ | 1,024,682 | |
|
Operating Expenses: | | | | | | | | | | | | | | | |
|
Aircraft fuel, including taxes and delivery | | — | | | 343,712 | | | — | | | — | | | 343,712 | |
|
Wages and benefits | | — | | | 206,119 | | | — | | | — | | | 206,119 | |
|
Aircraft rent | | — | | | 54,304 | | | — | | | — | | | 54,304 | |
|
Maintenance materials and repairs | | — | | | 108,295 | | | — | | | — | | | 108,295 | |
|
Aircraft and passenger servicing | | — | | | 58,287 | | | — | | | — | | | 58,287 | |
|
Commissions and other selling | | — | | | 66,031 | | | — | | | (34 | ) | | 65,997 | |
|
Depreciation and amortization | | — | | | 38,901 | | | — | | | — | | | 38,901 | |
|
Other rentals and landing fees | | — | | | 38,777 | | | — | | | — | | | 38,777 | |
|
Other | | 5,485 | | | 79,307 | | | 195 | | | (162 | ) | | 84,825 | |
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Total | | 5,485 | | | 993,733 | | | 195 | | | (196 | ) | | 999,217 | |
|
Operating Income (Loss) | | (5,485 | ) | | 30,508 | | | 442 | | | — | | | 25,465 | |
|
Nonoperating Income (Expense): | | | | | | | | | | | | | | | |
|
Undistributed net income of subsidiaries | | 624 | | | — | | | — | | | (624 | ) | | — | |
|
Interest expense and amortization of debt discounts and issuance costs | | (4,268 | ) | | (19,272 | ) | | — | | | — | | | (23,540 | ) |
|
Interest income | | 64 | | | 189 | | | — | | | — | | | 253 | |
|
Capitalized interest | | — | | | 6,331 | | | — | | | — | | | 6,331 | |
|
Losses on fuel derivatives | | — | | | (13,467 | ) | | — | | | — | | | (13,467 | ) |
|
Other, net | | — | | | (4,206 | ) | | — | | | — | | | (4,206 | ) |
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Total | | (3,580 | ) | | (30,425 | ) | | — | | | (624 | ) | | (34,629 | ) |
|
Income (Loss) Before Income Taxes | | (9,065 | ) | | 83 | | | 442 | | | (624 | ) | | (9,164 | ) |
|
Income tax benefit | | (3,236 | ) | | (99 | ) | | — | | | — | | | (3,335 | ) |
|
Net Income (Loss) | | $ | (5,829 | ) | | $ | 182 | | | $ | 442 | | | $ | (624 | ) | | $ | (5,829 | ) |
|
Comprehensive Income | | $ | 3,593 | | | $ | 9,604 | | | $ | 442 | | | $ | (10,046 | ) | | $ | 3,593 | |
|
Condensed Consolidating Balance Sheets |
June 30, 2014 |
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| | | | | | | | | | | | | | | | | | | | |
| | Parent Issuer / | | Subsidiary | | Non-Guarantor | | Eliminations | | Consolidated |
Guarantor | Issuer / | Subsidiaries |
| Guarantor | |
| | (in thousands) |
ASSETS | | | | | | | | | | | | | | | |
|
Current assets: | | | | | | | | | | | | | | | |
|
Cash and cash equivalents | | $ | 45,764 | | | $ | 310,762 | | | $ | 3,755 | | | $ | — | | | $ | 360,281 | |
|
Restricted cash | | — | | | 20,379 | | | — | | | — | | | 20,379 | |
|
Short-term investments | | — | | | 203,333 | | | — | | | — | | | 203,333 | |
|
Accounts receivable, net | | 1,096 | | | 93,787 | | | 128 | | | (178 | ) | | 94,833 | |
|
Spare parts and supplies, net | | — | | | 16,143 | | | 928 | | | — | | | 17,071 | |
|
Deferred tax assets, net | | — | | | 17,325 | | | — | | | — | | | 17,325 | |
|
Prepaid expenses and other | | 8 | | | 32,696 | | | 189 | | | — | | | 32,893 | |
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Total | | 46,868 | | | 694,425 | | | 5,000 | | | (178 | ) | | 746,115 | |
|
Property and equipment at cost | | — | | | 1,937,148 | | | 33,757 | | | — | | | 1,970,905 | |
|
Less accumulated depreciation and amortization | | — | | | (346,016 | ) | | (734 | ) | | — | | | (346,750 | ) |
|
Property and equipment, net | | — | | | 1,591,132 | | | 33,023 | | | — | | | 1,624,155 | |
|
Long-term prepayments and other | | 908 | | | 84,637 | | | — | | | — | | | 85,545 | |
|
Deferred tax assets, net | | 17,213 | | | — | | | — | | | (17,213 | ) | | — | |
|
Goodwill and other intangible assets, net | | — | | | 129,283 | | | — | | | — | | | 129,283 | |
|
Intercompany receivable | | 62,785 | | | — | | | — | | | (62,785 | ) | | — | |
|
Investment in consolidated subsidiaries | | 368,818 | | | — | | | — | | | (368,818 | ) | | — | |
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TOTAL ASSETS | | $ | 496,592 | | | $ | 2,499,477 | | | $ | 38,023 | | | $ | (448,994 | ) | | $ | 2,585,098 | |
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LIABILITIES AND SHAREHOLDERS’ EQUITY | | | | | | | | | | | | | | | |
|
Current liabilities: | | | | | | | | | | | | | | | |
|
Accounts payable | | $ | 492 | | | $ | 87,223 | | | $ | 349 | | | $ | (178 | ) | | $ | 87,886 | |
|
Air traffic liability | | — | | | 535,101 | | | 1,987 | | | — | | | 537,088 | |
|
Other accrued liabilities | | 1,413 | | | 93,092 | | | 145 | | | — | | | 94,650 | |
|
Current maturities of long-term debt, less discount, and capital lease obligations | | 78,538 | | | 77,487 | | | — | | | — | | | 156,025 | |
|
Total | | 80,443 | | | 792,903 | | | 2,481 | | | (178 | ) | | 875,649 | |
|
Long-term debt and capital lease obligations | | — | | | 915,110 | | | — | | | — | | | 915,110 | |
|
Intercompany payable | | — | | | 62,785 | | | — | | | (62,785 | ) | | — | |
|
Other liabilities and deferred credits: | | | | | | | | | | | | | | 0 | |
|
Accumulated pension and other postretirement benefit obligations | | — | | | 266,489 | | | — | | | — | | | 266,489 | |
|
Other liabilities and deferred credits | | 203 | | | 59,422 | | | 750 | | | — | | | 60,375 | |
|
Deferred tax liabilities, net | | — | | | 68,742 | | | — | | | (17,213 | ) | | 51,529 | |
|
Total | | 203 | | | 394,653 | | | 750 | | | (17,213 | ) | | 378,393 | |
|
Shareholders’ equity | | 415,946 | | | 334,026 | | | 34,792 | | | (368,818 | ) | | 415,946 | |
|
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | | $ | 496,592 | | | $ | 2,499,477 | | | $ | 38,023 | | | $ | (448,994 | ) | | $ | 2,585,098 | |
|
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Condensed Consolidating Balance Sheets |
December 31, 2013 |
|
| | | | | | | | | | | | | | | | | | | | |
| | Parent Issuer / | | Subsidiary | | Non-Guarantor | | Eliminations | | Consolidated |
Guarantor | Issuer / | Subsidiaries |
| Guarantor | |
| | (in thousands) |
ASSETS | | | | | | | | | | | | | | |
|
Current assets: | | | | | | | | | | | | | | | |
|
Cash and cash equivalents | | $ | 84,797 | | | $ | 333,663 | | | $ | 4,924 | | | $ | — | | | $ | 423,384 | |
|
Restricted cash | | — | | | 19,434 | | | — | | | — | | | 19,434 | |
|
Accounts receivable, net | | 1,192 | | | 73,241 | | | 31 | | | (219 | ) | | 74,245 | |
|
Spare parts and supplies, net | | — | | | 19,767 | | | — | | | — | | | 19,767 | |
|
Deferred tax assets, net | | — | | | 17,325 | | | — | | | — | | | 17,325 | |
|
Prepaid expenses and other | | — | | | 51,613 | | | 39 | | | — | | | 51,652 | |
|
Total | | 85,989 | | | 515,043 | | | 4,994 | | | (219 | ) | | 605,807 | |
|
Property and equipment at cost | | — | | | 1,629,517 | | | 31,917 | | | — | | | 1,661,434 | |
|
Less accumulated depreciation and amortization | | — | | | (327,102 | ) | | — | | | — | | | (327,102 | ) |
|
Property and equipment, net | | — | | | 1,302,415 | | | 31,917 | | | — | | | 1,334,332 | |
|
Long-term prepayments and other | | 1,171 | | | 90,782 | | | — | | | — | | | 91,953 | |
|
Restricted cash | | — | | | 1,566 | | | — | | | — | | | 1,566 | |
|
Deferred tax assets, net | | 14,767 | | | — | | | — | | | (14,767 | ) | | — | |
|
Goodwill and other intangible assets, net | | — | | | 130,603 | | | — | | | — | | | 130,603 | |
|
Intercompany receivable | | 25,286 | | | — | | | — | | | (25,286 | ) | | — | |
|
Investment in consolidated subsidiaries | | 348,040 | | | — | | | — | | | (348,040 | ) | | — | |
|
TOTAL ASSETS | | $ | 475,253 | | | $ | 2,040,409 | | | $ | 36,911 | | | $ | (388,312 | ) | | $ | 2,164,261 | |
|
LIABILITIES AND SHAREHOLDERS’ EQUITY | | | | | | | | | | | | | | | |
|
Current liabilities: | | | | | | | | | | | | | | | |
|
Accounts payable | | $ | 532 | | | $ | 88,990 | | | $ | 484 | | | $ | (219 | ) | | $ | 89,787 | |
|
Air traffic liability | | — | | | 407,359 | | | 1,727 | | | — | | | 409,086 | |
|
Other accrued liabilities | | 1,307 | | | 96,264 | | | — | | | — | | | 97,571 | |
|
Current maturities of long-term debt, less discount, and capital lease obligations | | — | | | 62,187 | | | — | | | — | | | 62,187 | |
|
Total | | 1,839 | | | 654,800 | | | 2,211 | | | (219 | ) | | 658,631 | |
|
Long-term debt and capital lease obligations | | 76,550 | | | 667,736 | | | — | | | — | | | 744,286 | |
|
Intercompany payable | | — | | | 25,286 | | | — | | | (25,286 | ) | | — | |
|
Other liabilities and deferred credits: | | | | | | | | | | | | | | 0 | |
|
Accumulated pension and other postretirement benefit obligations | | — | | | 264,106 | | | — | | | — | | | 264,106 | |
|
Other liabilities and deferred credits | | — | | | 59,424 | | | — | | | — | | | 59,424 | |
|
Deferred tax liabilities, net | | — | | | 55,717 | | | — | | | (14,767 | ) | | 40,950 | |
|
Total | | — | | | 379,247 | | | — | | | (14,767 | ) | | 364,480 | |
|
Shareholders’ equity | | 396,864 | | | 313,340 | | | 34,700 | | | (348,040 | ) | | 396,864 | |
|
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | | $ | 475,253 | | | $ | 2,040,409 | | | $ | 36,911 | | | $ | (388,312 | ) | | $ | 2,164,261 | |
|
Condensed Consolidating Statements of Cash Flows |
Six months ended June 30, 2014 |
|
| | | | | | | | | | | | | | | | | | | | |
| | Parent Issuer / | | Subsidiary | | Non- | | Eliminations | | Consolidated |
Guarantor | Issuer / | Guarantor |
| Guarantor | Subsidiaries |
| | (in thousands) |
Net Cash Provided By (Used In) Operating Activities | | $ | (4,537 | ) | | $ | 207,836 | | | $ | 670 | | | $ | — | | | $ | 203,969 | |
|
Cash Flows From Investing Activities: | | | | | | | | | | | | | | | |
|
Net payments to subsidiaries | | (38,829 | ) | | — | | | — | | | 38,829 | | | — | |
|
Additions to property and equipment, including pre-delivery deposits | | — | | | (329,927 | ) | | (1,839 | ) | | — | | | (331,766 | ) |
|
Net proceeds from disposition of property and equipment | | — | | | 350 | | | — | | | — | | | 350 | |
|
Purchases of investments | | — | | | (234,143 | ) | | — | | | — | | | (234,143 | ) |
|
Sales of investments | | — | | | 30,859 | | | — | | | — | | | 30,859 | |
|
Net cash used in investing activities | | (38,829 | ) | | (532,861 | ) | | (1,839 | ) | | 38,829 | | | (534,700 | ) |
|
Cash Flows From Financing Activities: | | | | | | | | | | | | | | | |
|
Proceeds from exercise of stock options | | 4,333 | | | — | | | — | | | — | | | 4,333 | |
|
Long-term borrowings | | — | | | 293,430 | | | — | | | — | | | 293,430 | |
|
Repayments of long-term debt and capital lease obligations | | — | | | (30,756 | ) | | — | | | — | | | (30,756 | ) |
|
Net payments from parent company | | — | | | 38,829 | | | — | | | (38,829 | ) | | — | |
|
Change in restricted cash | | — | | | 621 | | | — | | | — | | | 621 | |
|
Net cash provided by financing activities | | 4,333 | | | 302,124 | | | — | | | (38,829 | ) | | 267,628 | |
|
Net decrease in cash and cash equivalents | | (39,033 | ) | | (22,901 | ) | | (1,169 | ) | | — | | | (63,103 | ) |
|
Cash and cash equivalents - Beginning of Period | | 84,797 | | | 333,663 | | | 4,924 | | | — | | | 423,384 | |
|
Cash and cash equivalents - End of Period | | $ | 45,764 | | | $ | 310,762 | | | $ | 3,755 | | | $ | — | | | $ | 360,281 | |
|
Condensed Consolidating Statements of Cash Flows |
Six months ended June 30, 2013 |
|
| | | | | | | | | | | | | | | | | | | | |
| | Parent Issuer / | | Subsidiary | | Non- | | Eliminations | | Consolidated |
Guarantor | Issuer / | Guarantor |
| Guarantor | Subsidiaries |
| | (in thousands) |
Net Cash Provided By (Used In) Operating Activities | | $ | (4,229 | ) | | $ | 172,860 | | | $ | (508 | ) | | $ | — | | | $ | 168,123 | |
|
Cash Flows From Investing Activities: | | | | | | | | | | | | | | | |
|
Net payments from subsidiaries | | 4,361 | | | — | | | — | | | (4,361 | ) | | — | |
|
Additions to property and equipment, including pre-delivery deposits | | — | | | (174,213 | ) | | (774 | ) | | — | | | (174,987 | ) |
|
Net cash provided by (used in) investing activities | | 4,361 | | | (174,213 | ) | | (774 | ) | | (4,361 | ) | | (174,987 | ) |
|
Cash Flows From Financing Activities: | | | | | | | | | | | | | | | |
|
Proceeds from exercise of stock options | | 1,442 | | | — | | | — | | | — | | | 1,442 | |
|
Long-term borrowings | | — | | | 132,000 | | | — | | | — | | | 132,000 | |
|
Repayments of long-term debt and capital lease obligations | | — | | | (28,174 | ) | | — | | | — | | | (28,174 | ) |
|
Debt issuance costs | | — | | | (10,696 | ) | | — | | | — | | | (10,696 | ) |
|
Net payments to parent company | | — | | | (4,361 | ) | | — | | | 4,361 | | | — | |
|
Change in restricted cash | | — | | | (16,000 | ) | | — | | | — | | | (16,000 | ) |
|
Net cash provided by financing activities | | 1,442 | | | 72,769 | | | — | | | 4,361 | | | 78,572 | |
|
Net increase (decrease) in cash and cash equivalents | | 1,574 | | | 71,416 | | | (1,282 | ) | | — | | | 71,708 | |
|
Cash and cash equivalents - Beginning of Period | | 83,626 | | | 303,967 | | | 18,287 | | | — | | | 405,880 | |
|
Cash and cash equivalents - End of Period | | $ | 85,200 | | | $ | 375,383 | | | $ | 17,005 | | | $ | — | | | $ | 477,588 | |
|
Certain Restrictions on Subsidiary Distributions, Dividends and Repurchases |
|
The Company and Hawaiian are party to an Amended and Restated Credit Agreement (Credit Agreement), dated as of December 10, 2010, that provides for a Revolving Credit Facility. See further discussion of the Revolving Credit Facility at Note 7 to the Consolidated Financial Statements included in the Company’s Annual Report on form 10-K for the year ended December 31, 2013. The Credit Agreement provides that, subject to certain exceptions, neither Hawaiian nor any other subsidiary of the Company will make any distribution or other payment on account of, or declare or pay any dividend on, or purchase, acquire, redeem or retire any stock issued by Hawaiian or any other subsidiary of the Company. The exceptions include (i) distributions by Hawaiian to the Company for the purpose of allowing the Company to pay federal and state income and franchise taxes, (ii) distributions by Hawaiian to the Company to pay customary costs and expenses of operating a publicly-traded company in an aggregate amount in any year not to exceed $10.0 million, and (iii) so long as no event of default has occurred and is continuing or would result therefrom, distributions by Hawaiian to the Company for the purpose of making regularly scheduled interest payments on specified indebtedness of the Company. In addition, the Credit Agreement restricts the ability of Hawaiian and the other subsidiaries of the Company from making loans or advances to the Company. The net assets of Hawaiian restricted under the Credit Agreement, defined as shareholders’ equity, totaled $334.0 million and $313.3 million as of June 30, 2014 and December 31, 2013, respectively. |
|
Long-Term Debt |
|
The long-term debt included in the Parent Issuer / Guarantor column represents the Convertible Debt described in Note 7 to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. |
|
Income Taxes |
|
The income tax expense (benefit) is presented as if each entity that is part of the consolidated group files a separate return. |