BASIS OF PRESENTATION | BASIS OF PRESENTATION The Company has prepared the Condensed Consolidated Financial Statements according to U.S. Generally Accepted Accounting Principles (“GAAP”) and has included the accounts of Sun Country Airlines Holdings, Inc. and its subsidiaries. The accompanying unaudited Condensed Consolidated Financial Statements of Sun Country Airlines Holdings, Inc. should be read in conjunction with the Consolidated Financial Statements contained in the 2021 10-K. Management believes that all adjustments necessary for the fair presentation of results, consisting of normally recurring items, have been included in the unaudited Condensed Consolidated Financial Statements for the interim periods presented. The Company reclassified certain prior period amounts to conform to the current period presentation. All material intercompany balances and transactions have been eliminated in consolidation. The preparation of financial statements in accordance with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses, and the disclosure of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates. Significant areas of judgment relate to passenger revenue recognition, maintenance under the built-in overhaul method, equity-based compensation, tax receivable agreement, lease accounting, impairment of goodwill, impairment of long-lived and intangible assets, air traffic liabilities, the loyalty program, as well as the valuation of Amazon warrants. During the six months ended June 30, 2022, there were no significant changes to the Company’s critical accounting policies. Due to impacts from the global coronavirus (“COVID-19”) pandemic, seasonal variations in the demand for air travel, the volatility of aircraft fuel prices, uncertainties in pilot staffing and other factors, operating results for the six months ended June 30, 2022 are not necessarily indicative of operating results for future quarters or for the year ending December 31, 2022. Air travel is also significantly impacted by general economic conditions, the amount of disposable income available to consumers, unemployment levels, corporate travel budgets, extreme or severe weather and natural disasters, disease outbreaks, fears of terrorism or war, and other factors beyond the Company's control. Revision of Previously Issued Consolidated Financial Statements During the second quarter of 2022, the Company identified an immaterial misstatement in the Company's Condensed Consolidated Financial Statements for the quarter and year-to-date interim periods in the year ended December 31, 2021 (the "previously issued financial statements"). The error related to the improper application of Accounting Standards Codification (ASC) Topic 842, Leases regarding the treatment of the incremental difference between the net purchase price of the leased aircraft and the net operating lease recorded on the balance sheet immediately prior to the transaction. This difference should have been capitalized as part of the acquisition costs incurred to purchase the aircraft off the operating lease. The Company incorrectly expensed this amount as incurred within Special Items, net on the Condensed Consolidated Statements of Operations. The error resulted in an understatement of the benefit within Special Items, net, partially offset by incremental Depreciation and Amortization Expense for the three and six months ended June 30, 2021, and an understatement of Aircraft and Flight Equipment. The Company assessed the materiality of the errors on the prior period financial statements in accordance with Securities and Exchange Commission Staff Accounting Bulletin No. 99, Materiality , codified in ASC 250, Presentation of Financial Statements . Management concluded it was immaterial to the Company's previously issued annual or interim financial statements. While management believes the effect of the error is immaterial, the Company has revised the previously issued financial statements as presented in these Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q. In addition, the immaterial error will be corrected in the comparative amounts presented in the Company’s subsequent quarterly and annual filings. The impact of the revision on the Company's previously issued Consolidated Balance Sheets as of December 31, 2021 are as follows: December 31, 2021 As Previously Issued Correction As Revised Assets Aircraft and Flight Equipment $ 440,356 $ 6,963 $ 447,319 Total Property & Equipment 688,624 6,963 695,587 Accumulated Depreciation & Amortization (115,013) (2,056) (117,069) Total Property & Equipment, net 573,611 4,907 578,518 Deferred Tax Asset 18,737 (1,129) 17,608 Total Other Assets 427,590 (1,129) 426,461 Total Assets 1,376,644 3,778 1,380,422 Stockholder's Equity Retained Earnings 594 3,778 4,372 Total Stockholders' Equity 486,811 3,778 490,589 Total Liabilities and Stockholders' Equity 1,376,644 3,778 1,380,422 The impact of the revision on the Company's previously issued Condensed Consolidated Statements of Operations for the three and six-month periods ended June 30, 2021 are as follows: Three Months Ended June 30, 2021 Six Months Ended June 30, 2021 As Previously Issued Correction As Revised As Previously Issued Correction As Revised Operating Expenses Depreciation and Amortization $ 13,460 $ 748 $ 14,208 $ 26,075 $ 748 $ 26,823 Special Items, net (38,520) (1,299) (39,819) (65,392) (6,963) (72,355) Total Operating Expenses 99,951 (551) 99,400 202,630 (6,215) 196,415 Operating Income 49,238 551 49,789 74,172 6,215 80,387 Income Before Income Tax 61,221 551 61,772 79,044 6,215 85,259 Income Tax Expense 9,468 127 9,595 14,875 1,429 16,304 Net Income 51,753 424 52,177 64,169 4,786 68,955 Basic Income per share $ 0.91 $ 0.00 $ 0.91 $ 1.21 $ 0.09 $ 1.30 Diluted Income per share $ 0.83 $ 0.01 $ 0.84 $ 1.12 $ 0.08 $ 1.20 The revision also impacted the Company's previously issued Condensed Consolidated Statements of Changes in Stockholders Equity as follows: For the Three Months Ended March 31, 2021 As Previously Issued Correction As Revised Net Income $ 12,416 $ 4,362 $ 16,778 As of March 31, 2022 As of June 30, 2021 As of March 31, 2021 As Previously Issued Correction As Revised As Previously Issued Correction As Revised As Previously Issued Correction As Revised Retained Earnings (Deficit) $ 4,231 $ 3,778 $ 8,009 $ (12,707) $ 4,786 $ (7,921) $ (64,460) $ 4,362 $ (60,098) Total Stockholders' Equity 493,291 3,778 497,069 464,233 4,786 469,019 409,960 4,362 414,322 The Company's Condensed Consolidated Statement of Changes Stockholders' Equity as of December 31, 2021 has been corrected to reflect the changes to the impacted Stockholders' Equity accounts as described above. The impact of the revision on the Company's previously issued Condensed Consolidated Statements of Cash Flow for the six months ended June 30, 2021 is as follows: Six Months Ended June 30, 2021 As Previously Issued Correction As Revised Operating Activities Net Income $ 64,169 $ 4,786 $ 68,955 Depreciation and Amortization 26,075 748 26,823 Non-Cash Gain on Asset Transaction, Net (12,668) 12,668 — Deferred Income Taxes 14,875 1,429 16,304 Operating Lease Obligations (15,826) (12,668) (28,494) Net Cash Provided by Operating Activities 89,841 6,963 96,804 Investing Activities Purchases of Property & Equipment (66,736) (6,963) (73,699) Net Cash Used in Investing Activities (67,188) (6,963) (74,151) The revision had no impact on the Company's Net Cash Provided by Financing Activities for the six months ended June 30, 2021. Investments Investments consist of debt securities and Certificates of Deposit. The Certificates of Deposit are recorded at cost, plus accrued interest. These certificates serve as collateral for letters of credit required by various airports and other vendors. All of the certificates have original maturities greater than 90 days. During the quarter ended June 30, 2022, the Company purchased $70,391 of debt securities with original maturities of three months or greater. The investments are classified as current assets on the Condensed Consolidated Balance Sheets because the securities are highly liquid and are available to be quickly converted into cash to fund current operations. Primarily all of the Company's Available-for-Sale securities will mature within one year. The Company limits its exposure to any one issuer or market sector, and largely limits its investments to investment grade quality securities. The Company's investment securities are classified as Available-for-Sale and are reported at fair value on the Company's Condensed Consolidated Balance Sheets. Unrealized gains and losses on the Company's Available-for-Sale securities are excluded from net earnings and are reported as a component of Accumulated Other Comprehensive Income (Loss), net of income tax effects, within Stockholders' Equity on the Condensed Consolidated Balance Sheets until realized. Realized gains and losses are recorded using the specific identification method and reflected in Other, net within Non-operating Income (Expense) on the Company's Condensed Consolidated Statement of Operations. Premiums and discounts recorded on Available-for-Sale debt securities are accounted for in Other, net within Non-operating Income (Expense) on the Company's Condensed Consolidated Statement of Operations. At each reporting period, the Company assesses its Available-for-Sale investments in an unrealized loss position to determine whether an impairment exists. The Company will record an impairment if management intends to sell an impaired security, will likely be required to sell a security before recovery of the entire amortized cost, or the same level of collectible cash flows from the security is no longer expected. The entire impairment will be included in Other, net within Non-operating Income (Expense) on the Company's Condensed Consolidated Statement of Operations. Recently Adopted Accounting Standards On May 3, 2021, the Financial Accounting Standards Board ("FASB") issued Accounting Standard Update ("ASU") 2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. This new standard provides clarification and reduces diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (such as warrants) that remain equity classified after modification or exchange. On January 1, 2022, the Company adopted ASU 2021-04 on a prospective basis, as required by the Standard. There was no financial statement impact upon adoption. In November 2021, the FASB issued ASU 2021-10, Government Assistance (Topic 832), Disclosures by Business Entities about Government Assistance . The new standard requires additional disclosures regarding government grants and money contributions. The standard requires disclosures on the nature of the transactions and related accounting policies, including significant terms and conditions, as well as the amounts and specific financial statement line items affected by the transactions. The Company adopted this standard as of January 1, 2022, see Note 3 for additional information on COVID-19 related government assistance the Company has received. |