Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Feb. 03, 2021 | Jun. 30, 2020 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2020 | ||
Entity Registrant Name | AerSale Corp | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 177,157,500 | ||
Entity Common Stock, Shares Outstanding | 41,046,216 | ||
Entity Central Index Key | 0001754170 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
ICFR Auditor Attestation Flag | false | ||
Common Stock | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Common Stock, par value $0.0001 per share | ||
Trading Symbol | ASLE | ||
Security Exchange Name | NASDAQ | ||
Redeemable warrants | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Redeemable warrants, each warrant exercisable for one share of Common Stock at an exercise price of $11.50 | ||
Trading Symbol | ASLEW | ||
Security Exchange Name | NASDAQ |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 29,316,946 | $ 17,505,002 |
Accounts receivable, net of allowance for doubtful accounts of $1,652,000 and $1,545,000 as of December 31, 2020 and 2019 | 50,214,991 | 51,867,653 |
Inventory: | ||
Aircraft, airframes, engines and parts | 85,191,747 | 57,918,723 |
Advance vendor payments | 6,205,479 | 3,247,255 |
Due from related party | 474,257 | 6,130,990 |
Deposits, prepaid expenses, and other current assets | 7,560,391 | 5,116,175 |
Total current assets | 178,963,811 | 141,785,798 |
Fixed assets: | ||
Aircraft and engines held for lease, net | 86,844,145 | 111,896,294 |
Property and equipment, net | 7,839,045 | 7,461,792 |
Inventory: | ||
Aircraft, airframes, engines, and parts, net | 55,463,352 | 37,043,804 |
Deferred income taxes, net | 5,707,912 | 4,753,679 |
Deferred financing costs, net | 366,750 | 1,034,564 |
Deferred customer incentives and other assets, net | 270,782 | 324,869 |
Due from related party | 5,449,739 | 5,449,739 |
Goodwill | 19,860,168 | 13,858,551 |
Other intangible assets, net | 28,363,988 | 20,375,166 |
Total assets | 389,129,692 | 343,984,256 |
Current liabilities: | ||
Accounts payable | 16,363,699 | 17,030,404 |
Accrued expenses | 8,576,941 | 9,629,084 |
Income tax payable | 1,324,481 | |
Lessee and customer purchase deposits | 2,819,987 | 3,473,921 |
Current portion of long-term debt, net | 3,351,714 | |
Deferred revenue | 2,594,979 | 7,708,761 |
Total current liabilities | 31,680,087 | 41,193,884 |
Long-term lease deposits | 1,144,935 | 4,184,874 |
Maintenance deposit payments and other liabilities | 3,663,571 | 4,620,133 |
Total liabilities | 36,488,593 | 49,998,891 |
Stockholders' equity: | ||
Common stock, $0.0001 par value. Authorized 200,000,000 shares; issued and outstanding 41,046,216 shares and 5,285,054, respectively | 4,105 | 529 |
Additional paid-in capital | 293,390,354 | 243,220,709 |
Retained earnings | 59,246,640 | 50,764,127 |
Total equity | 352,641,099 | 293,985,365 |
Total liabilities and stockholders' equity | $ 389,129,692 | $ 343,984,256 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Consolidated Balance Sheets | ||
Allowance for doubtful accounts | $ 1,652,000 | $ 1,545,000 |
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 |
Common Stock, Shares, Issued | 41,046,216 | 5,285,054 |
Common Stock, Shares, Outstanding | 41,046,216 | 5,285,054 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Net revenue: | |||
Leasing | $ 55,649,323 | $ 64,245,884 | $ 73,372,413 |
Revenues | 208,938,247 | 304,201,203 | 290,732,049 |
Costs of sales and operating expenses: | |||
Cost of leasing | 24,243,806 | 29,217,035 | 29,077,463 |
Total cost of sales | 156,149,102 | 219,152,444 | 218,563,244 |
Gross profit | 52,789,145 | 85,048,759 | 72,168,805 |
Selling, general, and administrative expenses | 55,634,855 | 59,813,607 | 46,611,982 |
CARES Act proceeds | (12,692,702) | ||
Transaction costs (recovered) incurred | (1,435,705) | 3,176,797 | 51,360 |
Income from operation | 11,282,697 | 22,058,355 | 25,505,463 |
Other income (expenses): | |||
Interest expense, net | (1,644,969) | (3,006,663) | (2,374,881) |
Other income, net | 494,465 | 611,109 | 367,806 |
Total other expenses | (1,150,504) | (2,395,554) | (2,007,075) |
Income from continuing operations before income tax provision | 10,132,193 | 19,662,801 | 23,498,388 |
Income tax (expense) benefit | (1,649,680) | (4,163,663) | 3,227,061 |
Net income from continuing operations | 8,482,513 | 15,499,138 | 26,725,449 |
Discontinued operations: | |||
Gain from discontinued operations | 22,640,442 | ||
Loss on deconsolidation of discontinued operations | 0 | (1,380,102) | |
Total discontinued operations | 21,260,340 | ||
Net income | 8,482,513 | 15,499,138 | 47,985,789 |
Net income attributable to non-controlling interests | 39,132,578 | ||
Net income attributable to AerSale Corporation | 8,482,513 | 15,499,138 | 8,853,211 |
Dividends attributable to preferred stockholders | 34,632,836 | 33,577,536 | |
Net (loss) from continuing operations attributable to AerSale Corporation common shareholders | $ 8,482,513 | $ (19,133,698) | $ (24,724,325) |
Earnings (loss) per share - basic: | |||
Earnings (loss) from continuing operations | $ 8.09 | $ (516.98) | $ (185.14) |
Earnings (loss) from continuing operations | (482.90) | ||
Earnings (loss) per share - basic | 8.09 | (516.98) | (668.04) |
Earnings (loss) per share - diluted: | |||
Earnings (loss) from continuing operations | 7.61 | (516.98) | (185.14) |
Loss from discontinued operations | (482.90) | ||
Earnings (loss) per share - diluted | $ 7.61 | $ (516.98) | $ (668.04) |
Product | |||
Net revenue: | |||
Revenues | $ 49,390,126 | $ 170,566,047 | $ 178,580,286 |
Costs of sales and operating expenses: | |||
Cost of products | 49,889,691 | 131,671,553 | 157,524,530 |
Services | |||
Net revenue: | |||
Revenues | 103,898,798 | 69,389,272 | 38,779,350 |
Costs of sales and operating expenses: | |||
Total cost of sales | $ 82,015,605 | $ 58,263,856 | $ 31,961,251 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) | Cumulative effect of adjustment upon adoption of ASC 606Retained Earnings | Cumulative effect of adjustment upon adoption of ASC 606Total AerSale Stockholders' Equity | Preferred Stock | Common Stock | Additional Paid-in Capital | Retained Earnings | Total AerSale Stockholders' Equity | Noncontrolling Interest | Total |
Balance at beginning at Dec. 31, 2017 | $ 2,000 | $ 500 | $ 243,218,738 | $ 25,695,345 | $ 268,916,583 | $ (39,132,578) | |||
Balance at beginning (in shares) at Dec. 31, 2017 | 200,000 | 50,000 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Conversion of shares due to merger recapitalization | $ (2,000) | $ 29 | 1,971 | ||||||
Conversion of shares due to merger recapitalization (in shares) | (200,000) | 5,235,054 | |||||||
Net loss attributable to non-controlling interests | 39,132,578 | $ 39,132,578 | |||||||
Effect of reverse merger | $ 529 | 243,220,709 | 25,695,345 | 268,916,583 | $ (39,132,578) | ||||
Effect of reverse merger (in shares) | 5,285,054 | ||||||||
Net income from continuing operations attributable to AerSale Corporation | 8,853,211 | 8,853,211 | |||||||
Net loss attributable to AerSale Corp. | 8,853,211 | ||||||||
Balance at ending at Dec. 31, 2018 | $ 716,433 | $ 716,433 | $ 529 | 243,220,709 | 34,548,556 | 277,769,794 | |||
Balance at ending (in shares) at Dec. 31, 2018 | 5,285,054 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income from continuing operations attributable to AerSale Corporation | 15,499,138 | 15,499,138 | |||||||
Net loss attributable to AerSale Corp. | 15,499,138 | ||||||||
Balance at ending at Dec. 31, 2019 | $ 529 | 243,220,709 | 50,764,127 | 293,985,365 | 293,985,365 | ||||
Balance at ending (in shares) at Dec. 31, 2019 | 5,285,054 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Effect of reverse merger | $ 3,566 | 49,127,199 | 49,130,765 | ||||||
Effect of reverse merger (in shares) | 35,656,859 | ||||||||
Stock-based compensation | $ 10 | 1,042,446 | 1,042,456 | ||||||
Stock-based compensation (in shares) | 104,303 | ||||||||
Net income from continuing operations attributable to AerSale Corporation | 8,482,513 | 8,482,513 | |||||||
Net loss attributable to AerSale Corp. | 8,482,513 | ||||||||
Balance at ending at Dec. 31, 2020 | $ 4,105 | $ 293,390,354 | $ 59,246,640 | $ 352,641,099 | $ 352,641,099 | ||||
Balance at ending (in shares) at Dec. 31, 2020 | 41,046,216 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Parenthetical) | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Consolidated Statements of Stockholders' Equity | |
Closing costs, merger | $ 10,742,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities: | |||
Net income from continuing operations | $ 8,482,513 | $ 15,499,138 | $ 26,725,449 |
Adjustments to reconcile net income from continuing operations to net cash (used in) provided by operating activities: | |||
Depreciation and amortization | 24,222,907 | 30,080,936 | 29,826,222 |
Amortization expense | 740,372 | 802,280 | 1,019,953 |
Inventory impairment | 13,651,271 | 5,557,481 | 1,084,247 |
Impairment of aircraft held for lease | 3,035,578 | 0 | |
Provision for doubtful accounts | 211,696 | 54,939 | 618,786 |
Deferred income taxes | 21,611 | 2,461,865 | (7,815,572) |
Stock-based compensation | 1,042,456 | 0 | |
Decreases (increases) in operating assets and liabilities, net of acquisitions: | |||
Accounts receivable | (2,586,940) | (21,535,624) | (8,936,950) |
Inventory | (55,275,418) | 3,420,729 | 7,717,316 |
Deposits, prepaid expenses, and other current assets | 3,373,540 | (2,848,692) | 190,347 |
Deferred customer incentives and other assets | 55,754 | 23,477 | (3,580,770) |
Advance vendor payments | (2,958,224) | (250,697) | 341,797 |
Accounts payable | (800,943) | 3,771,721 | 1,224,994 |
Income tax receivable | 384 | 850,844 | |
Income tax payable | 1,324,481 | 0 | |
Accrued expenses | (1,697,118) | 3,159,718 | 3,564,972 |
Deferred revenue | (5,893,782) | 1,748,328 | 4,152,140 |
Lessee and customer purchase deposits | 1,775,908 | 2,822,894 | 1,411,814 |
Maintenance deposit payments and other liabilities | (956,562) | 686,957 | 850,898 |
Net cash (used in) provided by operating activities | (12,230,900) | 45,455,834 | 59,246,487 |
Cash flows from investing activities: | |||
Business acquisitions | (16,975,595) | (26,081,080) | (22,283,660) |
Proceeds from sale of assets | 3,100,000 | 2,115,441 | 75,297,892 |
Acquisition of aircraft and engines held for lease, including capitalized cost | (5,127,892) | (36,478,888) | (7,589,143) |
Purchase of property and equipment | (2,137,219) | (1,648,618) | (1,235,182) |
Net cash (used in) provided by investing activities | (21,140,706) | (62,093,145) | 44,189,907 |
Cash flows from financing activities: | |||
Repayments of long-term secured debt | 0 | (3,432,837) | |
Repayments of 8% Senior Secured Notes | (3,424,273) | (5,512,054) | (5,069,941) |
Proceeds from revolving credit facility | 96,725,970 | 77,703,575 | 23,900,000 |
Repayments of revolving credit facility | (96,725,970) | (77,703,575) | (97,500,000) |
Payments of debt issuance costs | 0 | (1,680,447) | |
Proceeds from merger | 48,607,823 | 0 | |
Net cash provided by (used in) financing activities | 45,183,550 | (5,512,054) | (83,783,225) |
Cash flows from discontinued operations: | |||
Net cash provided by (used in) operating activities | 18,050,201 | (4,594,395) | |
Net cash used in financing activities | 0 | (1,225,937) | |
Net cash provided by (used in) discontinued operations | 18,050,201 | (5,820,332) | |
Increase (decrease) in cash and cash equivalents | 11,811,944 | (4,099,164) | 13,832,837 |
Cash, cash equivalents and restricted cash, beginning of year | 17,505,002 | 21,604,166 | 7,771,329 |
Cash, cash equivalents, end of year | 29,316,946 | 17,505,002 | 21,604,166 |
Supplemental disclosure of cash activities | |||
Income taxes, net | 2,650,000 | 8,529,000 | 4,656,000 |
Interest | 855,000 | 2,296,000 | 2,310,000 |
Supplemental disclosure of noncash investing activities | |||
Reclassification of aircraft and aircraft engines inventory to (from) equipment held for lease net | $ 6,228,000 | $ (22,468,000) | $ 182,000 |
DESCRIPTION OF THE BUSINESS
DESCRIPTION OF THE BUSINESS | 12 Months Ended |
Dec. 31, 2020 | |
DESCRIPTION OF THE BUSINESS | |
DESCRIPTION OF THE BUSINESS | NOTE A - DESCRIPTION OF THE BUSINESS Organization Monocle Acquisition Corporation (“Monocle”) was initially formed on August 20, 2018 for the purpose of effecting a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or similar business combination with one or more businesses. On December 22, 2020, (the “Closing Date”), Monocle consummated the previously announced business combination pursuant to that certain Amended and Restated Agreement and Plan of Merger, dated September 8, 2020 (the “Merger Agreement”) by and among Monocle, AerSale Corporation (f/k/a Monocle Holdings Inc.), a Delaware corporation (the “Company”), AerSale Aviation, Inc. (f/k/a AerSale Corp.), a Delaware corporation (“AerSale Aviation”), Monocle Merger Sub 1 Inc., a Delaware corporation (“Merger Sub 1”), Monocle Merger Sub 2 LLC, a Delaware limited liability company (“Merger Sub 2”), and Leonard Green & Partners, L.P., a Delaware limited partnership, solely in its capacity as the initial Holder Representative (as defined in the Merger Agreement). The transactions contemplated by the Merger Agreement are referred to herein as the “Merger” or the “Business Combination” and in connection therewith, Monocle merged with and into us, whereby we survived the merger and became the successor issuer to Monocle by operation of Rule 12g-3 under the Exchange Act. Upon the consummation of the Merger: (a) Merger Sub 1 was merged with and into Monocle, with Monocle surviving the merger as a wholly-owned direct subsidiary of the Company (the “First Merger”), and (b) Merger Sub 2 was merged with and into AerSale Aviation, with AerSale Aviation surviving the merger as a wholly-owned indirect subsidiary of the Company (the “Second Merger”). In connection with the closing of the Business Combination (the “Closing”), AerSale Aviation changed its name from “AerSale Corp.” to “AerSale Aviation, Inc.” and the Company changed its name from “Monocle Holdings Inc.” to “AerSale Corporation.” Immediately following the Merger, the Company contributed all of its ownership in Monocle to AerSale Aviation which will continue as a wholly owned subsidiary of the Company. The Company’s corporate headquarters are based in Miami, Florida, with additional offices, hangars, and warehouses globally. Description of the Business The Company is a worldwide provider of aftermarket commercial aircraft, engines, and their parts to airlines, leasing companies, manufacturers of original equipment, government and defense contractors, and repair and overhaul service providers. We focus on mid-life assets and monetize them through our Asset Management Solutions segment. Asset Management Solutions activities include monetization of the assets through leasing or sale of whole asset components, or through teardown activities in support of our Used Serviceable Material (“USM”) activities. Our monetizing services have been developed to maximize returns on mid-life Flight Equipment throughout their operating life, in conjunction with realizing the highest residual value of Flight Equipment at their retirement. We do this by utilizing our deep market and technical knowledge in management of Flight Equipment sales, leasing and Maintenance, Repair, and Overhaul (“MRO”) activities. Beyond providing asset management services on our own flight equipment, we additionally provide asset management services to third-party clients complementing their infrastructure to optimize their Flight Equipment investments. While our offering to customers includes leasing of mid-life aircraft and engines, this service is offered in the context of a broader strategy to extract the maximum value from those assets. Frequently, we will offer a lease of an asset for the time period before its next scheduled overhaul (“green time”) on a short term or “spot” lease, with the intent of disassembling the asset at the conclusion of the lease. In turn, the vast majority of assets that we acquire are ultimately disassembled into parts once the remaining green time has been utilized. The Company also operates six Federal Aviation Administration (“FAA”) Title 14 Code of Federal Regulations Part 145 Certified Repair Facilities (the MROs) located in Miami, Florida, Goodyear, Arizona, Memphis, Tennessee, as well as in Roswell and Albuquerque, New Mexico. These facilities provide the Company flexibility and control to quickly prepare Company aircraft, engines, and inventory for market, as their selective refurbishment is frequently required to meet customers’ unique demand. In addition to maintaining the Company’s fleet of aircraft, the MROs provide external customer support for maintaining their aircraft with general maintenance, preservation, lease return work, repair services, and long-term storage programs. On January 7, 2020 the Company acquired all of the outstanding shares of Aircraft Component Technologies, Inc. (“ACT”), a Florida corporation located in Miami, Florida, for $16,976,000 in cash. The results of ACT operations have been included in the consolidated financial statements since the acquisition date. See Note T for further details. On June 10, 2019, the Company acquired a USM distributor and certified repair facility, Qwest Air Parts, LLC (“Qwest”), a Florida limited liability company located in Memphis, Tennessee, for $26,081,000 in cash. The results of Qwest operations have been included in the consolidated financial statements since the acquisition date. See Note T for further details. On November 28, 2018, the Company acquired a certified repair facility, Avborne Accessory Group, Inc., d/b/a Avborne Component Solutions (“Avborne”), a Delaware corporation located in Miami, Florida for $22,284,000 in cash. The results of Avborne’s operations have been included in the consolidated financial statements since the acquisition date. Avborne is a certified FAA Part 145 Repair Station that provides aviation maintenance, repair and overhaul services to the Company, affiliates, and external customers. See Note T for further details. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation and Basis of Presentation The accompanying consolidated financial statements include the accounts of the Company and all of its wholly owned subsidiaries. As discussed in more detail in Note R, the Company also consolidates variable interest entities when required under accounting principles generally accepted in the United States (“U.S. GAAP”). All significant intercompany balances and transactions are eliminated upon consolidation. The Merger has been accounted for as a reverse recapitalization (“Reverse Recapitalization”) in accordance with U.S. GAAP. This determination was principally based on AerSale Aviation’s business comprising the ongoing operations of the Company following the Merger, with its senior management continuing to comprise the management of the Company and its stockholders having majority of the voting power of the Company. For accounting purposes, Monocle is considered the “acquired” company and AerSale Aviation is considered the “acquirer.” Accordingly, for accounting purposes, the Reverse Recapitalization was treated as the equivalent of AerSale Aviation issuing stock for the net assets of Monocle, accompanied by a recapitalization. The consolidated assets, liabilities, and results of operations for all periods prior to the Reverse Recapitalization only reflect the historical consolidated financial statements of AerSale Aviation. Subsequent to the Reverse Recapitalization, the consolidated financial statements reflect the results of the combined entity. The shares and corresponding capital amounts and earnings per share available to common stockholders, prior to the Merger, have been retroactively restated as shares reflecting the exchange ratio in the Merger. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statement with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Variable Interest Entities (“VIE”) An entity is referred to as a VIE if it meets the criteria outlined in Accounting Standards Codification (“ASC”) Topic 810, Consolidation. As explained in Note R, the Company determined that AerLine Holdings, Inc. (“AerLine”) was a VIE that the Company was required to consolidate. Effective August 31, 2018, the Company determined that AerLine ceased to meet the criteria for VIE consolidation under U.S. GAAP and therefore has deconsolidated the VIE. Prior to August 31, 2018, transactions between the Company and AerLine and its subsidiaries were eliminated upon consolidation. Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. The Company’s cash equivalents are held primarily in interest-bearing accounts. Foreign Currency The Company has determined that the functional currency for its foreign subsidiaries is the U.S. dollar. The primary economic environment in which the entities generate or expend cash is in U.S. dollars as evidenced by the cash flows in or out from revenues, operating expenses, investing, and financings. Only general office expenses and payroll transactions are denominated in local currency. Accounts Receivable Accounts receivable include amounts receivable from customers for aircraft and engine parts sales, aircraft and engine basic and supplemental rents, and aircraft services. Contingent rents, also referred to as supplemental rent, and consumption of consignment inventory related to aircraft and engine parts that were earned or consumed, but unbilled, are also included in accounts receivable and totaled $615,000 and $1,860,000 at December 31, 2020 and 2019, respectively. The Company sells to a variety of customers worldwide. For certain transactions and customers not requiring payment in full prior to shipment of goods, the Company extends credit based on an evaluation of the customers’ financial condition. The Company monitors exposure to credit losses and maintains an allowance for doubtful accounts for estimated losses in its accounts receivable portfolio. In establishing the required allowance, management considers historical losses, current market conditions, customers’ financial condition, amount of receivables in dispute, current receivables aging, and current payment patterns. Account balances are written off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. A rollforward of the allowance for doubtful accounts is as follows: 2020 2019 Balance at beginning of year $ 1,545,000 $ 1,528,000 Provision 212,000 55,000 Write-offs (105,000) (38,000) Balance at end of year $ 1,652,000 $ 1,545,000 On June 9, 2014, an aircraft leased to Air Indus suffered significant damage as the result of a terrorist attack. At that time, the Company recorded an impairment to the asset of $2,500,000 to adjust the carrying amount to the estimated residual value of $1,085,000. An insurance claim was filed and the insurance company is negotiating the final settlement owed to the Company. The Company has recorded an insurance receivable of $2,500,000, offsetting the impairment loss, which has been recorded in accounts receivable. In accordance with U.S. GAAP, the probable amount of the insurance recovery, limited to the amount of the loss recognized, was recorded as the insurance receivable. The Company believes that recovery of this insurance receivable is probable and is working with the insurer on settling the claim by negotiating the final settlement to the Company. Inventory Inventory, which consists of complete aircraft and engines held for sale, as well as related parts, is valued at the lower of cost or market (“LCM”) value. For purchases of whole aircraft and engines for sale or lease, cost is determined using the specific identification method whereby total cost is the cost paid, including certain capitalizable asset acquisition costs, to acquire such assets as a whole. Additionally, the Company purchases certain whole aircraft and engines to disassemble and supply its engine and airframe parts inventory. For aircraft and engine parts that originate from such dismantled aircraft and engines, cost is determined using a ratio calculated based on the relationship of the cost of the dismantled aircraft or engine at the time of purchase to the total estimated sales value of the dismantled aircraft or engine at the time of purchase. At the time of sale, this ratio is applied to the sale price of each individual airframe and/or engine part to determine its allocated cost. At the time of sale, the sum of an individual part’s allocated cost and actual repair or overhaul costs incurred represent the total cost for such part. Inventory not expected to be sold within the operating cycle is classified as noncurrent inventory on the consolidated balance sheets. The Company evaluates this ratio periodically, and if necessary, updates sales estimates and makes prospective adjustments to this ratio on a product line basis. Any amounts identified with an estimated sales value lower than the carrying value is reduced to the estimated sales value at the time of the review. The Company recorded additional inventory reserves due to this LCM valuation, which is reflected as a component of cost of products in the consolidated statements of operations. These additional inventory reserves were as follows: Year ended December 31, 2020 2019 Inventory reserves $ 13,064,000 $ 4,619,000 Expenditures required for the repair of engine and airframe parts are capitalized as inventory and are expensed as cost of sales when associated parts are sold. The Company periodically evaluates its complete aircraft and engines in inventory and flight equipment held for lease to determine if events or market circumstances indicate that the assets’ most likely disposition has changed. Should conditions prevail at the time of the Company’s consolidated balance sheets that would suggest a more likely use as an asset held for lease rather than sale or disassembly for parts inventory or vice versa, it will be reclassified at its then-current book value between inventory and flight equipment held for lease. This transaction is a noncash item and if it occurs, is reflected in the schedule of supplemental cash flows. The carrying value of inventory is reviewed regularly, giving consideration to factors such as its physical condition, sales patterns, and expected future demand to estimate the amount necessary to write down our slow-moving, obsolete, or damaged inventory. Such inventory may be held for periods beyond one year. The Company recorded inventory scrap losses which are reflected as a component of cost of products in the accompanying consolidated statements of operations. These scrap losses are as follows: Year ended December 31, 2020 2019 Scrap loss reserves $ 587,000 $ 699,000 Flight Equipment Held for Lease Flight equipment held for lease is stated at cost, less accumulated depreciation. Certain internal and external professional fees, major improvements, modifications, and maintenance incurred in connection with the acquisition of flight equipment that are required to get the flight equipment ready for initial service are capitalized and depreciated over the remaining life of the flight equipment, and are reported in the investing section of the consolidated statements of cash flows. Subsequent to placing flight equipment into service, the cost of maintenance and improvements to flight equipment is normally expensed unless the improvements materially increase the long-term value of the flight equipment or extend the useful life of the flight equipment. The capitalized cost is depreciated over the lesser of the remaining useful life of the flight equipment or the estimated useful life of the capitalized improvements. Aircraft airframe components are depreciated over the assets’ useful life using the straight-line method to the estimated residual value based on the total remaining life before disassembly or outright scrap metal value. Aircraft airframe useful lives range from 2 to 10 years. Engines are depreciated using the straight-line method to the estimated residual value based on the total life remaining before disassembly. To arrive at the total engine life remaining before disassembly, the remaining life of the engine’s life-limited parts, the estimated utilization, and condition, as well as the aircraft fleet supported by the engine model are considered. Upon completion of its estimated service life as a leased asset, flight equipment is reclassified to inventory at its carrying value. The Company discontinues the depreciation of flight equipment when it is held as inventory for ultimate parts sales. Differences between estimates of useful lives and residual values and actual experience may result in future impairments of aircraft or engines and/or additional gains or losses upon disposal. The Company reviews residual values of aircraft and engines periodically based on knowledge of current residual values and residual value trends to determine if they are appropriate and records adjustments as necessary. Cash flows related to the purchase and sale of flight equipment are presented as operating activities when the predominant source of cash flows related to the asset is from the ultimate parts sales of the assets. If the predominant source of cash flows related to the asset is expected to be from leasing of the asset, the cash flows are presented as investing activities. Property and Equipment Property and equipment are recorded at cost. Depreciation is recognized over the estimated useful lives of the respective assets on a straight-line basis, ranging from 3 to 15 years. Leasehold improvements are amortized on a straight-line basis over the shorter of the terms of the respective leases and the estimated useful lives of the respective assets. Property and equipment held under capital leases are amortized on a straight-line basis over the shorter of the lease term or estimated useful life of the asset. Repairs and maintenance expenditures are expensed as incurred, unless such expenses extend the useful life of the asset, in which case they are capitalized. Goodwill In accordance with ASC 350, “Intangibles — Goodwill and Other,” goodwill is tested at least annually for impairment, or when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable, by assessing qualitative factors or performing a quantitative analysis in determining whether it is more likely than not that its fair value exceeds the carrying value. A quantitative assessment involves determining the fair value of each reporting unit using market participant assumptions. An entity should recognize an impairment charge for the amount by which the carrying amount of a reporting unit exceeds its fair value up to the amount of goodwill allocated to that reporting unit. Our annual assessment date for goodwill is October 1, 2020. For purposes of reviewing impairment and the recoverability of goodwill, we must make various assumptions regarding estimated future cash flows and other factors in determining the fair values of the reporting unit, including market multiples, discount rates, etc. As a result of the COVID-19 pandemic and its impact on the aviation industry, AerSale performed a qualitative impairment analysis as of June 30, 2020. The Company also performed its annual quantitative impairment analysis as of October 1, 2020 on the goodwill for the Asset Management Solutions and TechOps segments, and concluded the fair value of each reporting unit exceeded their carrying values, and thus no impairment charges were recorded. Customer Relationships and Other Intangible Assets Intangibles arising from business combinations, including customer relationships and FAA certificates are initially recorded at fair market value. Customer relationships are amortized over ten years and favorable leases are amortized over the remaining term of the lease. Straight-line amortization is utilized. Where there are no legal, regulatory, contractual, or other factors that would reasonably limit the useful life of an intangible assets, that asset is classified as indefinite lived and such intangible assets are not amortized. Other intangible assets with indefinite lives are assessed for impairment annually, or more frequently when events or circumstances indicate there may be an impairment. These assets are carried at the estimated fair value at the time of acquisition. Our annual assessment date for indefinite lived intangible assets is July 1, 2020. The Company performed a quantitative impairment analysis as of July 1, 2020 on the indefinite lived intangible assets and concluded there was no impairments. Other intangible assets are reviewed for impairment if any event or change in circumstance indicates that an impairment may have occurred. As a result of Covid-19 pandemic , The Company performed a quantitative impairment analysis on the definite-lived intangible assets as of June 30, 2020 and concluded there was no impairment. The Company annually reviews the estimated lives and methods used to amortize other intangible assets. The actual amounts of amortization expense may differ materially from our estimates, depending on the results of our annual review. Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Such events and circumstances include, but are not limited to, prolonged industry downturns, a significant decline in the Company’s market value, and significant reductions in the Company's projected cash flows. If circumstances require a long-lived asset or asset group to be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values, and third-party independent appraisals, as considered necessary. As a result of Covid-19 pandemic, The Company performed an impairment analysis on the property, plant and equipment and concluded there was no impairment as of June 30, 2020 . Obligations and Instruments Potentially Settled in the Company’s Common Stock In connection with any obligations and instruments potentially to be settled in the Company’s stock, the Company accounts for the instruments in accordance with ASC Topic 815, “Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in a Company’s Own Stock.” This issue addresses the initial balance sheet classification and measurement of contracts that are indexed to, and potentially settled in, the Company’s stock. Under this pronouncement, contracts are initially classified as equity or as either assets or liabilities, depending on the situation. All contracts are initially measured at fair value and subsequently accounted for based on the then current classification. Contracts initially classified as equity do not recognize subsequent changes in fair value as long as the contracts continue to be classified as equity. For contracts classified as assets or liabilities, the Company reports changes in fair value in earnings and records these changes in the financial statements as long as the contracts remain classified as assets or liabilities. If contracts classified as assets or liabilities are ultimately settled in shares, any previously reported gains or losses on those contracts continue to be included in earnings. The classification of a contract is reassessed at each balance sheet date. Revenue Recognition Products — Used Serviceable Material Sales (“USM”) Revenues from sales of USM are measured based on consideration specified in a contract with a customer, and excludes any sales commissions and taxes collected and remitted to government agencies. We recognize revenue when we satisfy a performance obligation by transferring control over a product or service to a customer. The parts are sold at a fixed price with no right of return. In determining the performance obligation, management has identified the promise in the contract to be the shipment of the spare parts to the customer. Title passes to the buyer when the goods are shipped, and the buyer is responsible for any loss in transit, and the Company has a legal right to payment for the spare parts once shipped. We generally sell our USM products under standard 30‑day payment terms, subject to certain exceptions. Customers neither have the right to return products nor do they have the right to extended financing. The Company has determined that physical acceptance of the spare parts to be a formality in accordance with ASC 606 — Revenue from Contracts with Customers (“ASC 606”). Spare parts revenue is based on a set price for a set number of parts as defined in the purchase order. The performance obligation is completed once the parts have shipped and, as a result, all of the transaction price is allocated to that performance obligation. The Company has determined that it is appropriate to recognize spare parts sales at a point in time (i.e., the date the parts are shipped) in accordance with ASC 606. Additionally, there is no impact to the timing and amounts of revenue recognized for spare parts sales related to the implementation of ASC 606. Products — Whole Asset Sales Revenues from whole asset sales are measured based on consideration specified in the contract with the customer. The Company and customer enter into an agreement which outlines the place and date of sale, purchase price, condition of the whole asset, bill of sale, and the assignment of rights and warranties from the Company to the customer. The Company believes the whole asset holds standalone value to the customer as it is not dependent on any other services for functionality purposes and therefore is distinct within the context of the contract and as described in ASC 606-10. Accordingly, the Company has identified the transfer of the whole asset as the performance obligation. The transaction price is set at a fixed dollar amount per fixed quantity (number of whole assets) and is explicitly stated in each contract. Whole asset sales revenue is based on a set price for a set number of assets, which is allocated to the performance obligation discussed above, in its entirety. The Company has determined the date of transfer to the customer is the date the customer obtains control over the asset and would cause the revenue recognition. Payment is required in full upon customers’ acceptance of the whole asset on the date of the transfer. As such, there is no impact to the timing and amounts of revenue recognized for whole asset sales related to the implementation of ASC 606. Leasing Revenues The Company leases flight equipment under operating leases that contain monthly base rent and reports rental income straight line over the life of the lease as it is earned. Additionally, the Company’s leases provide for supplemental rent, which is calculated based on actual hours or cycles of utilization and, for certain components, based on the amount of time until maintenance of that component is required. In certain leases, the Company records supplemental rent paid by the lessees as maintenance deposit payment liabilities in recognition of the Company’s contractual commitment to reimburse qualifying maintenance. Reimbursements to the lessees upon receipt of evidence of qualifying maintenance work are charged against the existing maintenance deposit payments liabilities. In leases where the Company is responsible for performing certain repairs or replacement of aircraft components or engines, supplemental rent is recorded as revenue in the period earned. In the event of premature lease termination or lessee default on the lease terms, revenue recognition will be discontinued when outstanding balances are beyond the customers’ deposits held. Flight equipment leases are billed in accordance with the lease agreement and invoices are due upon receipt. Service Revenues Service revenues are recognized as performance obligations are fulfilled and the benefits are transferred to the customer. At contract inception, we evaluate if the contract should be accounted for as a single performance obligation or if the contract contains multiple performance obligations. In some cases, our service contract with the customer is considered one performance obligation as it includes factors such as the good or service being provided is significantly integrated with other promises in the contract, the service provided significantly modifies or customizes the other good or service or the goods or services are highly interdependent or interrelated with each other. If the contract has more than one performance obligation, the Company determines the standalone price of each distinct good or service underlying each performance obligation and allocates the transaction price based on their relative standalone selling prices. The transaction price of a contract, which can include both fixed and variable amounts, is allocated to each performance obligation identified. Some contracts contain variable consideration, which could include incremental fees or penalty provisions related to performance. Variable consideration that can be reasonably estimated based on current assumptions and historical information is included in the transaction price at the inception of the contract but limited to the amount that is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. Variable consideration that cannot be reasonably estimated is recorded when known. For most service contracts, our performance obligations are satisfied over time as work progresses or at a point in time based on transfer of control of products and services to our customers. We receive payments from our customers based on billing schedules or other terms as written in our contracts. For our performance obligations that are satisfied over time, we measure progress in a manner that depicts the performance of transferring control to the customer. As such, we utilize the input method of cost-to-cost to recognize revenue over time as this depicts when control of the promised goods or services are transferred to the customer. Revenue is recognized based on the relationship of actual costs incurred to date to the estimated total cost at completion of the performance obligation. We are required to make certain judgments and estimates, including estimated revenues and costs, as well as inflation and the overall profitability of the arrangement. Key assumptions involved include future labor costs and efficiencies, overhead costs, and ultimate timing of product delivery. Differences may occur between the judgments and estimates made by management and actual program results. Under most of our MRO contracts, if the contract is terminated for convenience, we are entitled to payment for items delivered and fair compensation for work performed, the costs of settling and paying other claims, and a reasonable profit on the costs incurred or committed. Changes in estimates and assumptions related to our arrangements accounted for using the input method based on labor hours are recorded using the cumulative catchup method of accounting. These changes are primarily adjustments to the estimated profitability for our long-term programs where we provide MRO services. We have elected to use certain practical expedients permitted under ASC 606. Shipping and handling fees and costs incurred associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfillment cost and are included in cost of sales in our consolidated statements of operations, and are not considered a performance obligation to our customers. Our reported sales on our consolidated statements of operations are net of any sales or related non income taxes. We also utilize the “as invoiced” practical expedient in certain cases where performance obligations are satisfied over time and the invoiced amount corresponds directly with the value we are providing to the customer. Maintenance and Repair Costs The cost of maintenance, repairs, and re-leasing of flight equipment that does not extend the useful life of flight equipment is expensed as incurred. Costs incurred for planned major maintenance activities that materially increase the long-term value of the flight equipment or extend the useful life of the flight equipment are capitalized and depreciated over the lesser of the remaining useful life of the flight equipment or the estimated useful life of the capitalized improvements. Pursuant to certain of the Company’s aircraft leases, the lessee is responsible for performing required maintenance and repairs on the leased asset, and is required to make monthly maintenance reserve payments to the Company, in arrears following the usage month. Upon the lessee’s presentation of invoices evidencing the completion of qualifying maintenance, the Company will reimburse the lessee for the cost of the maintenance, up to the amount of the maintenance reserve payments that have been received by the Company. Unless otherwise provided in the contract, the Company records such maintenance reserve payments paid by the lessees as maintenance deposit payment liabilities in the accompanying consolidated balance sheets to record the Company’s contractual commitment to reimburse such qualifying maintenance. Reimbursements to the lessees upon receipt of evidence for qualifying maintenance work are charged against the existing maintenance deposit payment liabilities. For other lease contracts (primarily engine lease contracts) where the terms of the lease are designed specifically to allow the Company to directly manage the occurrence, timing, and associated cost of qualifying maintenance work on the flight equipment, maintenance reserve payments collected during the lease are recognized as lease revenue in the period earned. Any amounts of maintenance reserve payments remaining at the end of a lease contract are recognized as lease revenue or applied against outstanding accounts receivable at lease termination. AerLine recognized expense for maintenance and repairs as incurred. AerLine recognized $4,276,000 for the year ended December 31, 2018, in maintenance and repair cost, which is included in discontinued operations in the consolidated statements of operations. AerLine deferred maintenance costs that materially increased the long-term value of the flight equipment or extended the useful life. Deferred maintenance costs are amortized over the lower of 18 months or the remaining life of the lease. Amortization expense of deferred maintenance costs for the year ended December 31, 2018 amounted to $3,753,000. The amortization expense is included in discontinued operations in the consolidated statements of operations for the year ended December 31, 2018. Sales Taxes The Company’s policy is to present taxes collected from customers and remitted to governmental authorities on a net basis. The Company records the amounts collected as a current liability and relieves such liability upon remittance to the taxing authority without impacting revenue or expenses. Earnings Per Share Basic earnings (loss) per share is computed by dividing net earnings (loss) attributable to the Company’s common shareholders by the weighted average number of common shares outstanding during the periods. Diluted earnings (loss) per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock and is calculated using the treasury stock method for stock options and unvested shares. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the y |
SIGNIFICANT RISKS AND UNCERTAIN
SIGNIFICANT RISKS AND UNCERTAINTIES | 12 Months Ended |
Dec. 31, 2020 | |
SIGNIFICANT RISKS AND UNCERTAINTIES | |
SIGNIFICANT RISKS AND UNCERTAINTIES | NOTE C - SIGNIFICANT RISKS AND UNCERTAINTIES Impact of Coronavirus (COVID-19) COVID-19 has been declared a global health pandemic by the World Health Organization. COVID-19 has impacted nearly all regions of the world, which has driven the implementation of significant, government-imposed measures to prevent or reduce its spread, including travel restrictions, the closing of borders, “shelter in place” orders and business closure. As a result, commercial airlines have experienced a decline in demand for air travel. The reduced number of aircraft in service and corresponding flying hours negatively impacts the demand for certain of AerSale’s services, and prolonged reduction could materially and adversely affect AerSale’s business, operating results, financial condition, and liquidity. An extended pandemic, or the threat thereof, could result in employee absenteeism leading to lower productivity in AerSale’s service locations, temporary closure of AerSale’s offices and facilities, travel restrictions for AerSale’s workforce and other voluntary actions that may result in business disruptions. Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include the useful lives of property and equipment, useful lives and residual values of flight equipment held for lease, allowances for doubtful accounts and sales returns, the income tax provision, impairment of long-lived assets, valuation of inventory, valuation and useful lives of intangibles, goodwill and contingencies. Risks and Uncertainties The Company is impacted by the general economic conditions of the commercial aviation industry. A decrease in passenger and/or air cargo traffic worldwide could result in strains on the Company’s lessees and cause them to default under their leases with the Company, which could negatively impact cash flows and results of operations. The value of flight equipment held for operating leases is subject to fluctuations in the values of commercial aircraft and engines worldwide. A material decrease in aircraft or engine values could have a downward impact on lease rentals and residual values and may require impairments to be taken on such assets. Additionally, impairment charges may be required to reduce the carrying value of inventory. The nature of the Company’s business is capital intensive and demands significant capital requirements. To meet the Company’s current purchase commitments and future aircraft and engine acquisitions, the Company may need to (i) access committed debt facilities, and/or (ii) secure additional financing, and/or (iii) use existing available cash balances. The Company is also subject to regulation by various governmental agencies with responsibilities over civil aviation. Increased regulations imposed by organizations such as the FAA may significantly affect industry operations. The Company conducts business in certain foreign countries, some of which are politically unstable or subject to military or civil conflicts. Consequently, the Company is subject to a variety of risks such as civil strife, political risk, import and export regulations, compliance with foreign laws, treaties, regulations, uncertainties arising from foreign local business practices, cultural considerations, restriction on fund transfers, and exposure to U.S. Foreign Corrupt Practices Act and other anti-bribery laws. The Company periodically reviews the carrying values of trade receivables, inventory, goodwill, intangible assets, long-lived assets, the recoverable value of deferred tax assets, and the sufficiency of accruals and provisions, substantially all of which are sensitive to the above risks and uncertainties. Concentrations of Credit Risk Financial instruments that potentially subject the Company to credit risk principally consist of cash and cash equivalents and trade receivables. During the year ended December 31, 2019, one customer accounted for 17% of total revenue, which was collected during the year. At December 31, 2018, one customer accounted for 10% of trade receivables, which was collected. During the year ended December 31, 2018, one customer accounted for 18% of total revenue. This revenue related to a nonrecurring transaction. No such concentrations existed as of and for the year ended December 31, 2020. Cash The Company maintains cash and cash equivalents with high-quality financial institutions, which at times exceed the Federal Deposit Insurance Corporation insurance limits. While the Company monitors daily the cash balances in its operating accounts and adjusts the balances as appropriate, these balances could be impacted if one or more of the financial institutions with which the Company deposits fails or is subject to other adverse conditions in the financial or credit markets. To date, the Company has experienced no loss or lack of access to its invested cash or cash equivalents; however, no assurance can be provided that access to invested cash and cash equivalents will not be impacted by adverse conditions in the financial and credit markets. |
REVENUE
REVENUE | 12 Months Ended |
Dec. 31, 2020 | |
REVENUE | |
REVENUE | NOTE D - Revenue We adopted ASC 606 on January 1, 2019 using the modified retrospective method. Under that approach, prior periods were not restated and continue to be reported under the accounting standards in effect during those periods. We elected to use the practical expedient allowing for the application of ASC 606 only to contracts that were not completed as of January 1, 2019 and the portfolio approach was used to assess the impact of ASC 606 on contracts with similar characteristics. We recognized the cumulative effect of initially applying ASC 606 as an increase of $716,433 to the opening balance of retained earnings as of January 1, 2019. The impact of the adoption of ASC 606 on our consolidated balance sheet was as follows: As of As of ASC 606 January 1, December 31, 2018 Adjustment 2019 Inventory $ 55,644,000 $ (10,535,000) $ 45,109,000 Contract assets — 11,482,000 11,482,000 Deferred tax liability — (231,000) (231,000) Retained earnings $ 34,549,000 $ 716,000 $ 35,265,000 The adoption of ASC 606 primarily impacted the Company in the recognition of revenue from aircraft MRO services whereby the Company has the right to consideration from a customer in an amount that corresponds directly with the value to the customer of the entity’s performance completed to date. These contracts transitioned to an over time revenue recognition model as of January 1, 2019 compared to our prior policy of recognizing revenue at the time completion task was completed. The impact of this change as of January 1, 2019 resulted in the elimination of certain inventory amounts and the establishment of a contract asset reflecting the over time revenue recognition treatment. The timing of revenue recognition, customer billings, and cash collections results in a contract asset or contract liability at the end of each reporting period. Contract assets consist of unbilled receivables or costs incurred where revenue recognized over time exceeds the amounts billed to customers. Contract liabilities include advance payments and billings in excess of revenue recognized. Certain customers make advance payments prior to the satisfaction of our performance obligations on the contract. These amounts are recorded as contract liabilities until such performance obligations are satisfied. Contract assets and contract liabilities are determined on a contract by contract basis. The contract assets are as follows: December 31, December 31, 2020 2019 Change Contract assets $ 22,457,000 $ 7,925,000 $ 14,532,000 Contract assets are reported within accounts receivable on our consolidated balance sheet. Changes in contract assets primarily results from the timing difference between our performance of services. Contract liabilities are reported as deferred revenue on our consolidated balance sheet and amounted to $7,709,000 as of December 31, 2019, of which $7,213,000 was related to contract liabilities for services to be performed. For the year ended December 31, 2020, we recognized as revenue the entire opening balance of our contract liabilities as the timing between customer payments and our performance of the services is a short period of time and generally no longer than six months. The impact of the ASC 606 adoption on our consolidated statements of operations for the year ended December 31, 2019 was as follows: Balances Revenue under ASC 606 Excluding ASC 606 Adjustment ASC 606 Revenues $ 304,201,000 $ (3,557,000) $ 300,644,000 Cost of sales and operating expenses $ 282,143,000 $ (3,343,000) $ 278,800,000 Excluding the ASC 606 adjustments from our reported results for the year ended December 31, 2019, our consolidated statement of cash flows would include the changes of asset and liability accounts described above, with no impact on our net cash used in operating activities. Disaggregation of Revenue The Company reports revenue by segment. The following tables present revenue by segment, as well as a reconciliation to total revenue : Year ended December 31, 2020 Asset Management Solutions TechOps Total Revenues USM $ 39,959,000 $ 2,364,000 $ 42,323,000 Whole Asset Sales 3,103,000 — 3,103,000 Engineered Solutions — 3,964,000 3,964,000 Total Products 43,062,000 6,328,000 49,390,000 Leasing 55,649,000 — 55,649,000 Services — 103,899,000 103,899,000 Total Revenues $ 98,711,000 $ 110,227,000 $ 208,938,000 Year ended December 31, 2019 Asset Management Solutions TechOps Total Revenues USM $ 87,442,000 $ 5,489,000 $ 92,931,000 Whole Asset Sales 70,136,000 — 70,136,000 Engineered Solutions — 7,499,000 7,499,000 Total Products 157,578,000 12,988,000 170,566,000 Leasing 64,246,000 — 64,246,000 Services — 69,389,000 69,389,000 Total Revenues $ 221,824,000 $ 82,377,000 $ 304,201,000 Year ended December 31, 2018 Asset Management Solutions TechOps Total Revenues USM $ 81,760,000 $ 4,516,000 $ 86,276,000 Whole Asset Sales 90,039,000 — 90,039,000 Engineered Solutions — 2,265,000 2,265,000 Total Products 171,799,000 6,781,000 178,580,000 Leasing 73,373,000 — 73,373,000 Services — 38,779,000 38,779,000 Total Revenues $ 245,172,000 $ 45,560,000 $ 290,732,000 |
INVENTORY
INVENTORY | 12 Months Ended |
Dec. 31, 2020 | |
INVENTORY | |
INVENTORY | NOTE E - INVENTORY Inventories at December 31 consisted of the following: 2020 2019 Used serviceable materials $ 63,277,000 $ 65,335,000 Work-in-process 20,611,000 16,832,000 Whole assets 56,767,000 12,795,000 $ 140,655,000 $ 94,962,000 |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2020 | |
INTANGIBLE ASSETS | |
INTANGIBLE ASSETS | NOTE F - INTANGIBLE ASSETS In accordance with ASC 350, “Intangibles — Goodwill and Other”, goodwill and other intangible assets deemed to have indefinite lives are not amortized, but are subject to annual impairment tests. We review and evaluate our goodwill and indefinite life intangible assets for potential impairment at a minimum annually or more frequently if circumstances indicate that impairment is possible. We determined the fair value of assets acquired and liabilities assumed using a variety of methods. An income approach based on discounted cash flows was used to determine the values of our trademarks, certifications, customer relationships and FAA certificates. The assumptions we used to estimate the fair value of our reporting units are based on historical performance, as well as forecasts used in our current business plan and require considerable management judgment. The Company’s goodwill and intangible assets as defined by ASC 350 is related to our subsidiaries, AerSale Component Solutions (“ACS”), Avborne, and the newly acquired ACT, which are included in the TechOps segment, as well as Qwest, which is included under the Asset Management Solutions segment. Goodwill and other intangibles as of December 31, 2020 and December 31, 2019 are: 2020 2019 Qwest: FAA Certifications $ 724,000 $ 724,000 Goodwill 13,416,000 13,416,000 ACS: FAA Certifications 710,000 710,000 Goodwill 379,000 379,000 Avborne: Trademarks 600,000 600,000 FAA certificates 7,300,000 7,300,000 Goodwill 63,000 63,000 ACT: Trademarks 200,000 — FAA Certificates 796,000 — Goodwill 6,002,000 — Total intangible assets with indefinite lives $ 30,190,000 $ 23,192,000 The Company performed a quantitative impairment analysis as of July 1, 2020 on the indefinite lived intangible assets and concluded there was no impairments. As a result of the COVID-19 pandemic and its impact on the aviation industry, AerSale performed a qualitative impairment analysis as of June 30, 2020 on the goodwill for the Asset Management Solutions and TechOps segment and concluded there was no impairment. Additionally, the Company performed a quantitative impairment analysis as of October 1, 2020 and concluded there was no impairment for the year ended December 31, 2020. Intangible assets with definite useful lives are amortized on a straight-line basis over their estimated useful lives. Intangible assets with definite lives as of December 31, 2020 and 2019 are as follows: Useful Life In Years 2020 2019 Qwest: Customer relationships 10 $ 8,083,000 $ 9,058,000 ACS: Customer relationships 10 90,000 110,000 Avborne: Customer relationships 10 1,663,000 1,873,000 ACT: Customer relationships 10 8,198,000 — Total intangible assets with definite lives $ 18,034,000 $ 11,041,000 Amortization expense was as follows: Year ended December 31, 2020 2019 2018 Amortization expense $ 2,108,000 $ 789,000 $ The estimated aggregate amount of amortization expense for intangible assets in each fiscal year from 2021 through 2025 is $2,100,000. Accumulated amortization amounted to $2,967,000 and $859,000 as of December 31, 2020 and December 31, 2019, respectively. Goodwill activity for the years ended December 31, 2020 and 2019 consisted of the following: Asset Management Solutions TechOps Total Goodwill as of December 31, 2018 $ — $ 442,000 $ 442,000 Additions 13,416,000 — 13,416,000 Goodwill as of December 31, 2019 $ 13,416,000 $ 442,000 $ 13,858,000 Additions — 6,002,000 6,002,000 Goodwill as of December 31, 2020 $ 13,416,000 $ 6,444,000 $ 19,860,000 Other intangible assets are reviewed at least annually or more frequently if any event or change in circumstance indicates that an impairment may have occurred. |
PROPERTY AND EQUIPMENT,NET
PROPERTY AND EQUIPMENT,NET | 12 Months Ended |
Dec. 31, 2020 | |
PROPERTY AND EQUIPMENT, NET | |
PROPERTY AND EQUIPMENT, NET | NOTE G - PROPERTY AND EQUIPMENT, NET Property and equipment, net, consist of the following: Useful Life In Years 2020 2019 Tooling and equipment 7 - 15 $ 13,465,000 $ 12,351,000 Furniture and other equipment 5 7,379,000 6,111,000 Computer software 5 2,378,000 2,291,000 Leasehold improvements 3 - 6 3,314,000 3,142,000 Equipment under capital lease 5 197,000 431,000 26,733,000 24,326,000 Less accumulated depreciation (18,894,000) (16,864,000) $ 7,839,000 $ 7,462,000 Depreciation expense, which includes amortization of equipment under capital lease, was as follows: Year ended December 31, 2020 2019 2018 Depreciation expense $ 2,139,000 $ 2,223,000 $ 2,121,000 Effective August 31, 2018, property and equipment of AerLine was deconsolidated (see Note R for further details). AerLine depreciation expense amounted to $41,000 for the year ended December 31, 2018, and is included in discontinued operations in the accompanying consolidated statements of operations. |
AIRCRAFT AND ENGINES HELD FOR L
AIRCRAFT AND ENGINES HELD FOR LEASE AND LEASE RENTAL REVENUES | 12 Months Ended |
Dec. 31, 2020 | |
AIRCRAFT AND ENGINES HELD FOR LEASE AND LEASE RENTAL REVENUES | |
AIRCRAFT AND ENGINES HELD FOR LEASE AND LEASE RENTAL REVENUES | NOTE H - AIRCRAFT AND ENGINES HELD FOR LEASE AND LEASE RENTAL REVENUES Aircraft and engines held for operating leases, net, consists of the following: 2020 2019 Aircraft and engines held for operating leases $ 228,942,000 $ 246,883,000 Less accumulated depreciation (142,098,000) (134,987,000) $ 86,844,000 $ 111,896,000 Depreciation expense related to assets leased to AerLine amounted to $1,659,000 for the year ended December 31, 2018 and is included in discontinued operations in the consolidated statements of operations. The Company recorded an impairment of leased assets in the amount of $3,036,000 for the year ended December 31, 2020 and is included in cost of leasing in the consolidated statements of operations. Total depreciation expense included in cost of leasing in the consolidated statements of operations, excluding amounts for assets leased to AerLine, is as follows: Year ended December 31, 2020 2019 2018 Depreciation expense $ 19,976,000 $ 27,064,000 $ 27,609,000 Contingent rental fees recognized as revenues related to supplemental rent were as follows: Year ended December 31, 2020 2019 2018 Contingent rental fees $ 11,851,000 $ 21,550,000 $ 29,186,000 The Company’s current operating lease agreements for flight equipment on lease expire over the next month to three years. The amounts in the following table are based upon the assumption that flight equipment under operating leases will remain on lease for the length of time specified by the respective lease agreements. Minimum future annual lease rentals contracted to be received under existing operating leases of flight equipment at December 31, 2020 were as follows: 2021 $ 22,819,000 2022 11,045,000 2023 2,022,000 $ 35,886,000 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2020 | |
FAIR VALUE MEASUREMENTS | |
FAIR VALUE MEASUREMENTS | NOTE I - FAIR VALUE MEASUREMENTS Fair value measurements and disclosures require the use of valuation techniques to measure fair value that maximize the use of observable inputs and minimize use of unobservable inputs. These inputs are prioritized as follows: · Level 1: Observable inputs such as quoted prices in active markets for identical assets or liabilities. · Level 2: Inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities or market corroborated inputs. · Level 3: Unobservable inputs for which there is little or no market data and which require the Company to develop our own assumptions about how market participants price the asset or liability. The valuation techniques that may be used to measure fair value are as follows: · Market approach – Uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. · Income approach – Uses valuation techniques to convert future amounts to a single present amount based on current market expectation about those future amounts. · Cost approach – Based on the amount that currently would be required to replace the service capacity of an asset (replacement cost). The Company would measure the fair value of certain assets and liabilities on a nonrecurring basis, when U.S. GAAP requires the application of fair value, including events or changes in circumstances that indicate that the carrying amounts of assets may not be recoverable. Assets subject to these measurements include intangible assets acquired in business combinations. The Company’s financial instruments, other than cash, consist principally of accounts receivable and accounts payable. The fair value of such approximates the carrying value of these financial instruments because of their short-term nature. Borrowings under the Revolving Credit Facility approximate fair value due to the variable interest rate on the facility and the recent amendment during the year. The estimated fair values of the Company’s borrowings, excluding the Revolving Credit Facility (Note K), as of December 31, 2019 are as follows: Carrying Amount Fair Value $35.0 million Senior Secured Notes $ 3,424,273 $ 3,792,768 The Company’s Senior Secured Notes and borrowings under the Revolving Credit Facility are carried at historical cost and adjusted for principal payments. The respective fair values of these financial instruments are based on discounted cash flows using market-based credit spreads to establish a discount rate. The Company believes the valuation techniques applied reflect the assumptions that market participants would use in the principal or most advantageous market for issuance of the asset and liability with the same contractual terms. The senior secured notes are classified within Level 3 of the fair value hierarchy. |
ACCRUED EXPENSES
ACCRUED EXPENSES | 12 Months Ended |
Dec. 31, 2020 | |
ACCRUED EXPENSES. | |
Disclosure for Accrued expenses | NOTE J - ACCRUED EXPENSES The following is a summary of the components of accrued expenses as of: 2020 2019 Accrued compensation and related benefits $ 6,624,000 $ 5,638,000 Accrued legal fees 18,000 2,462,000 Commission fee accrual 103,000 363,000 Accrued federal, state and local taxes and fees 130,000 84,000 Other 1,702,000 1,082,000 $ 8,577,000 $ 9,629,000 |
FINANCING ARRANGEMENTS
FINANCING ARRANGEMENTS | 12 Months Ended |
Dec. 31, 2019 | |
FINANCING ARRANGEMENTS | |
FINANCING ARRANGEMENTS | NOTE K - FINANCING ARRANGEMENTS Outstanding debt obligations as of December 31, 2020 and 2019 consist of the following: 2020 2019 $110.0 million Wells Fargo Senior Secured Revolving Credit Facility LIBOR plus margin, interest payable monthly, maturity at July 20, 2021 $ — $ — $35.0 million Senior Secured Notes, interest payable with principal monthly, maturity at August 19, 2020 net of debt issuance costs of $72,000 as of December 31, 2019 — 3,352,000 Total — 3,352,000 Less current portion — (3,352,000) Total long-term portion $ — $ — At December 31, 2020 and 2019, total unamortized debt issuance costs were $367,000 and $1,107,000, respectively. Included in deferred financing costs, net, is $367,000 and $1,035,000 unamortized deferred financing costs related to the Wells Fargo Senior Secured Revolving Credit Facility as of December 31, 2020 and 2019, respectively. Included as a direct reduction to the corresponding long-term debt is unamortized deferred financing costs of $72,000 as of December 31, 2019. Amortized debt issuance costs is recorded in interest expense through maturity of the related debt using the straight-line method, which approximates the effective interest method. Amortization expense was as follows: Year ended December 31, 2020 2019 2018 Amortization expense $ 740,000 $ 803,000 $ 1,020,000 $110.0 million Wells Fargo Senior Secured Revolving Credit Facility On April 11, 2011, AerSale, Inc. and other subsidiary borrowers signatory (collectively, “the Borrowers”) entered into a secured credit agreement (“Revolving Credit Agreement”) with Wells Fargo Bank, N.A. as administrative agent and lender, and the other lenders signatory thereto from time to time (collectively, “the Lenders”). On July 20, 2018, the Revolving Credit Agreement was restated and amended (“Amended and Restated Credit Agreement”) (“the Fifth Amendment”) to, among other things, provide a $110.0 million aggregate amount of revolver commitments subject to borrowing base limitations and extend, subject to certain conditions, the maturity date to July 20, 2021. Previous amendments predominantly accomplished maturity term extensions as well as modification to the syndicate of banks. The Amended and Restated Credit Agreement includes a $10 million sub facility for letters of credit and for borrowings on same-day notice referred to as “swingline loans”. The maximum amount of such commitments available at any time for borrowings and letters of credit is determined according to a borrowing base calculation equal to the sum of eligible inventory and eligible accounts receivable reduced by the aggregate amount, if any, of trade payables of the loan parties, as defined in the Amended and Restated Credit Agreement. Extensions of credit under the Amended and Restated Credit Agreement are available for working capital and general corporate purposes. The commitments under the Amended and Restated Credit Agreement terminate on July 20, 2021, at which time all outstanding amounts on the Amended and Restated Credit Agreement will be due and payable. As of December 31, 2020, there was no outstanding balance under the Amended and Restated Credit Agreement and the Company had $83.7 million of availability. As of December 31, 2019, there was no outstanding balance under the Amended and Restated Credit Agreement and the Company had $94.3 million of availability. The obligations of the Borrowers under the Amended and Restated Credit Agreement are guaranteed by the Company, and other subsidiaries of AerSale, Inc. may be designated as borrowers on a joint and several basis. Such obligations are also secured by substantially all of the assets of the Company. The interest rate applicable to loans outstanding on the Amended and Restated Credit Agreement is a floating rate of interest per annum of LIBOR plus a margin of 3.50%. The interest rate as of December 31, 2020 and 2019 was 5.75% and 7.25%, respectively. In addition, a commitment fee applies to the unused portion of the commitments under the Amended and Restated Credit Agreement. The Borrowers’ ability to borrow on the Amended and Restated Credit Agreement is subject to ongoing compliance by the Company and the Borrowers with various customary affirmative and negative covenants. The Amended and Restated Credit Agreement requires the Company and Borrowers to meet certain financial and nonfinancial covenants. The Company was in compliance with these covenants as of December 31, 2020 and 2019. Interest expense on the Revolving Credit Agreement was as follows: Year ended December 31, 2020 2019 2018 Interest expense $ 479,000 $ 1,389,000 $ 703,000 Effective March 12, 2021, the Company amended its Revolving Credit Agreement to provide a $150.0 million aggregate amount of revolver commitments subject to borrowing base limitations and extend, subject to certain conditions, the maturity date to March 12, 2024. $35.0 million Senior Secured Notes On September 20, 2012, Gables MSN 26343 Limited and AerSale Aviation Limited (collectively, “the Borrowers”), wholly owned subsidiaries of the Company, completed a $35.0 million private placement at par of senior secured notes that mature on August 19, 2020 (“Senior Secured Notes”). The Senior Secured Notes bear interest at a fixed rate per annum of 8%. Principal and interest on the Senior Secured Notes is payable monthly in arrears on the 19th day of each succeeding month, commencing on October 19, 2012. The Senior Secured Notes could have been redeemed by Gables MSN 26343 Limited at any time upon not less than 5 days’ notice at a redemption price equal to 100% of the outstanding principal amount thereof, together with accrued and unpaid interest thereon to the date of redemption, plus the applicable prepayment fee based on the amount of time elapsed since the anniversary date of the indenture. The Senior Secured Notes are unconditionally and irrevocably guaranteed by AerSale334 Aviation Limited. The Senior Secured Notes are also collateralized by a first priority mortgage and security interest in a Boeing Model 747‑400BDSF aircraft owned by Gables MSN 26343 Limited and a collateral assignment of a lease associated with such aircraft. The indenture governing the Senior Secured Notes contains nonfinancial covenants that must be met. Effective June 2020, the Company paid all outstanding balances due on this note. Interest expense on the Senior Secured Notes was as follows: Year ended December 31, 2020 2019 2018 Interest expense $ 77,000 $ $ 938,000 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2020 | |
INCOME TAXES | |
INCOME TAXES | NOTE L - INCOME TAXES Income tax expense (benefit), including tax of $0 from discontinued operations, consists of: Current Deferred Total Year ended December 31, 2020: U.S. federal $ (451,000) $ 271,000 $ (180,000) U.S. state 86,000 301,000 387,000 Foreign 1,993,000 (550,000) 1,443,000 Total income tax expense $ 1,628,000 $ 22,000 $ 1,650,000 Current Deferred Total Year ended December 31, 2019: U.S. federal $ 529,000 $ 1,339,000 $ 1,868,000 U.S. state 1,170,000 (541,000) 629,000 Foreign 3,000 1,664,000 1,667,000 Total income tax expense $ 1,702,000 $ 2,462,000 $ 4,164,000 Current Deferred Total Year ended December 31, 2018: U.S. federal $ 2,516,000 $ (6,882,000) $ (4,366,000) U.S. state 391,000 (496,000) (105,000) Foreign 1,682,000 (438,000) 1,244,000 Total income tax expense (benefit) $ 4,589,000 $ (7,816,000) $ (3,227,000) Tax Rate Reconciliation The provision for income taxes on pre-tax income differs from the amount computed by applying the U.S. federal statutory income tax rate of 21.0% for the years ended December 31, 2020, 2019 and 2018 due to the following: 2020 2019 2018 Provision for income tax at the federal statutory rate $ 2,128,000 $ 4,130,000 $ 4,935,000 State taxes 204,000 678,000 (59,000) Permanent differences (748,000) 48,000 (4,260,000) Foreign taxes — (222,000) 145,000 Change in valuation allowance 284,000 — (3,922,000) Other (218,000) (470,000) (66,000) Total income tax expense (benefit) $ 1,650,000 $ 4,164,000 $ (3,227,000) Significant Components of Deferred Taxes Deferred tax assets and liabilities reflect the net effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The tax effects of temporary differences that give rise to deferred tax assets and deferred tax liabilities as of December 31, 2020 and 2019 are as follows: 2020 2019 Deferred tax assets: Net operating losses $ 424,000 $ 432,000 Foreign tax credit carryforwards 2,005,000 2,555,000 Inventory basis differences 8,655,000 5,333,000 Deferred rent 83,000 76,000 Maintenance deposit payments 605,000 943,000 Deferred revenue 625,000 1,873,000 Allowance for doubtful accounts 398,000 391,000 Transaction costs — 523,000 Start up costs 973,000 — Intangible assets 410,000 807,000 Accrued expenses 1,070,000 1,232,000 Other 112,000 153,000 Total deferred tax assets $ 15,360,000 14,318,000 Deferred tax liabilities: Fixed assets (6,981,000) (8,320,000) Section 481(a) adjustments (1,784,000) (633,000) Deferred insurance proceeds (603,000) (611,000) Total deferred tax liabilities (9,368,000) (9,564,000) Valuation Allowances (284,000) — Deferred income taxes, net $ 5,708,000 $ 4,754,000 The deferred tax assets are adjusted by a valuation allowance if, based on the weight of available evidence, it is more likely than not that a portion or all the deferred assets will not be realized. The Company has evaluated the positive and negative evidence bearing upon its ability to realize the deferred tax assets. After considering all of the evidence, both positive and negative, it was determined that it is more likely than not, that the benefit from certain state NOL carryforwards will not be realized. Accordingly, the Company has recorded a valuation allowance of $0.3 million on the deferred tax assets related to these state NOL carryforwards as of December 31, 2020. At December 31, 2020 and December 31, 2019, the Company had net operating losses available for carry-forward for Federal income tax purposes of approximately $0.5 million and $0.6 million, respectively. These net operating loss carryforwards will expire on various dates through 2034. Utilization of the net operating loss carryforwards as of December 31, 2020 are subject to annual limitation under Sec. 382 of the Internal Revenue Code. A deferred tax asset has been recorded only for those carryforwards that the Company expects to utilize prior to expiration. The Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction, various state jurisdictions, and in Ireland. Tax years beginning in 2017 through 2020 are open for examination by the U.S. Internal Revenue Service and tax years beginning in 2016 through 2020 are open for examination by various state taxing jurisdictions in which the Company is subject to tax. Tax years beginning in 2016 through 2020 are open for examination by the Irish taxing authorities. ASC 740, Income Taxes, provides that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. ASC 740 also provides guidance on measurement, derecognition, classification, interest and penalties, accounting in interim periods, and disclosure and transition. As of December 31, 2020 and 2019, there was no reserve for uncertain tax positions. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2020 | |
EARNINGS PER SHARE | |
EARNINGS PER SHARE | NOTE M - EARNINGS PER SHARE The computation of basic and diluted earnings per share (“EPS”) is based on the weighted average number of common shares outstanding during each period. The computation of basic and diluted earnings per share are impacted by dividends for preferred stockholders. The following table provides a reconciliation of the computation for basic earnings per share for the years ended December 31: 2020 2019 2018 Income from continuing operations $ 8,482,513 $ 15,499,138 $ 26,725,449 Income from discontinued operations — — 21,260,340 Net income 8,482,513 15,499,138 47,985,789 Income attributable to noncontrolling interest — — 39,132,578 Income attributable to AerSale Corporation 8,482,513 15,499,138 8,853,211 Dividends attributable to preferred stockholders — (34,632,836) (33,577,536) Income (loss) attributable to common shareholders for EPS $ 8,482,513 $ (19,133,698) $ (24,724,325) Weighted-average number of shares outstanding - basic 1,048,196 37,010 37,010 Additional shares from assumed exercise of warrants and contingently issuable shares 67,167 — — Weighted-average number of shares outstanding - diluted 1,115,363 37,010 37,010 Income (loss) per share - basic Income (loss) per share from continuing operations $ 8.09 $ (516.98) $ (185.14) Loss per share from discontinued operations and noncontrolling interest — — (482.90) Income (loss) per share 8.09 (516.98) (668.04) Income (loss) per share - diluted Income (loss) per share from continuing operations 7.61 (516.98) (185.14) Loss per share from discontinued operations and noncontrolling interest — — (482.90) Income (loss) per share $ 7.61 $ (516.98) $ (668.04) |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2020 | |
STOCKHOLDERS' EQUITY | |
STOCKHOLDERS' EQUITY | NOTE N - STOCKHOLDERS’ EQUITY The Consolidated Statements of Stockholders’ Equity reflect the Reverse Recapitalization as defined in Note A as of December 22, 2020. As AerSale Aviation was deemed the accounting acquirer in the Reverse Recapitalization with Monocle, all periods prior to the consummation date reflect the balances and activity of AerSale Aviation. The share activity (preferred stock and common stock) and per share amounts in the Consolidated Statements of Stockholders’ Equity and the Consolidated Balance Sheets as of December 31, 2019 and 2018, from the previously reported audited consolidated financial statements of AerSale Aviation, were retroactively adjusted using the recapitalization exchange ratio of 74.0%. 8.65% Cumulative Preferred Shares The preferred stock was issued at a purchase price of $1,000 per share and ranks senior to common stock. The preferred stock has an initial liquidation preference equal to its $1,000 per share purchase price, and accrues dividends at an annual rate of 8.65%. In the event of any voluntary or involuntary liquidation, dissolution, or winding-up of the Company, the holders of the preferred stock will be entitled to receive, out of assets available for distribution to our stockholders and before any distribution of assets to our common stockholders, an amount equal to the then-current liquidation preference, which includes accrued and unpaid dividends. For the years ended December 31, 2019 and 2018, accrued dividends were $ 34,633,000 and $33,578,000, respectively. Effective July 31, 2020 and October 31, 2019, all holders of the issued and outstanding 8.65% cumulative preferred shares agreed to waive $73,175,000 and $150,248,000 of liquidation preference, respectively. Through December 31, 2019 and 2018, cumulative, the aggregate liquidation preference was $293,775,000 and $409,390,000, respectively. Upon the consummation of the Merger, the liquidation preference of the preferred stock was triggered. All outstanding principal of $200,000,000 and cumulative unpaid dividends of $21,161,000 were settled in cash of $13,051,000 with the remaining balance converted to the Company’s common stock at $10.00 per share. Common Stock Prior to the Merger, holders of AerSale Aviation’s common stock were entitled to one vote per share, and to receive dividends and, upon liquidation or dissolution, were entitled to receive all assets available for distribution to stockholders. The holders had no preemptive or other subscription rights and there were no redemption or sinking fund provisions with respect to such shares. Common stock was subordinated to the preferred stock with respect to dividend rights and rights upon liquidation, winding up, and dissolution of the Company. Upon the consummation of the Merger, holders of AerSale Aviation’s common stock received shares of the Company’s common stock at $10.00 per share as merger consideration. The Company’s common stock consist of $0.0001 par value, 200,000,000 shares authorized, of which 41,046,216 shares were issued and outstanding as of December 31, 2020. Stock Appreciation Rights (“SARs”) Prior to the Merger, AerSale Aviation granted stock appreciation rights to certain of its executives. These awards entitled the holders to compensation in the Company’s stock from the date of grant to when the award is exercised. The awards were only exercisable upon a change in control and subject to the holder’s continuing employment. On December 22, 2020, the exercise feature was triggered, and the awards were exercised. The Company’s accounting policy is to reflect compensation expense when a change in control is deemed probable based on the grant date fair value of the award. As of the date of the Merger, the holder of in-the-money SARs were issued shares of the Company’s common stock valued at $1,042,000 and cash, recognizing executive compensation in the amount of $1,379,000. Earn-Out Shares Upon consummation of the Merger, the pre-closing holders of AerSale Aviation’s common stock and the holders of in-the-money SARs received a contingent right to receive up to 3,000,000 additional shares of the Company’s common stock. Additionally, certain pre-closing holders of AerSale Aviation’s common stock received a contingent right to receive 746,876 shares of the Company’s common stock, in the aggregate (the ‘‘Earn-out Shares’’), subject to the following: Prior to the fifth anniversary of the Merger, if the closing price per share of the Company’s common stock is greater than $13.50 for any period of 20 trading days out of 30 consecutive trading days, the holders will be entitled to receive 50% of the Earn-out Shares in the aggregate (“Minimum Target Earn-out Shares”); and Prior to the fifth anniversary of the Merger, if the closing price per share of the Company’s common stock is greater than $15.00 for any period of 20 trading days out of 30 consecutive trading days, the holders will be entitled to receive all of the remaining Earn-out Shares not yet issued in the aggregate. Notwithstanding the foregoing, if a liquidity event; generally consisting of a merger, reorganization or consolidation that results in any person or group owning more than 50% of the voting power of the Company, the sale of all or substantially all of Company’s assets or a stockholder approved plan of complete liquidation or dissolution (“Liquidity Event”), is consummated prior to the fifth anniversary of the Merger, all Earn-out Shares that have not yet been issued shall be issued, subject to the following: If the Liquidity Event consideration is greater than $13.50 per share, all of the Minimum Target Earn-out Shares will be deemed issued and outstanding; and If the Liquidity Event consideration is greater than $15.00 per share, all of the remaining Earn-out Shares not yet issued will be deemed issued and outstanding. Subsequent to December 31, 2020 the contingency event related to the Minimum Target Earn-out Shares was met and 1,855,634 shares were subsequently issued. We determined the Earn-out Shares to be classified as equity under ASC Topic 815, “Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in a Company’s Own Stock” as the contingent right is indexed to the Company’s stock and accordingly, the accrual of the Earn-Out shares as of December 31, 2020 had no impact on our consolidated financial statements. Unvested Founder Shares Upon the Merger, certain pre-closing holders of AerSale Corporation’s common stock agreed to defer the vesting of an aggregate of 700,000 shares (the “Unvested Founder Shares”), half of which will vest at such time as the Minimum Target (as defined in the Merger Agreement) and the other half of which will vest at the Maximum Target (as defined in the Merger Agreement). The Unvested Founder Shares will also vest upon the occurrence of a Liquidity Event on or prior to the fifth anniversary of the date of the Amended and Restated Founder Shares Agreement, solely to the extent the Liquidity Event Consideration (as defined in the Merger Agreement) is greater than $13.50, in which case half of the Unvested Founder Shares which will vest, or $15.00, in which case the other half of the Unvested Founder Shares will also vest. Pursuant to the Amended and Restated Founder Shares Agreement, the holders of the Unvested Founder Shares have retained the right to vote such Unvested Founder Shares prior to vesting. Unvested Founder Shares that have not vested on or prior to the fifth anniversary of the Closing Date will be forfeited. Subsequent to December 31, 2020 the contingency event related to the Minimum Target was met and half of the Unvested Founder Shares vested. Warrants Each of the Company’s warrants entitles the registered holder to purchase one share of the Company’s common stock at a price of $11.50 per share. The warrants will expire at 5:00 p.m., New York City time, on the fifth anniversary of the completion of the Merger, or earlier upon redemption or liquidation. Warrants to purchase a total of 18,000,000 shares of the Company’s common stock were outstanding as of December 31, 2020 and they are exercisable immediately. |
BUSINESS SEGMENTS
BUSINESS SEGMENTS | 12 Months Ended |
Dec. 31, 2020 | |
BUSINESS SEGMENTS | |
BUSINESS SEGMENTS | NOTE O - BUSINESS SEGMENTS Consistent with how our chief operating decision maker (Chairman and Chief Executive Officer) evaluates performance and utilizes gross profit as a profitability measure, we report our activities in two business segments: · Asset Management Solutions - comprised of activities to extract value from strategic asset acquisitions through leasing, trading, or disassembling for product sales · Tech Ops - comprised of MRO activities; and product sales of internally developed engineered solutions and other serviceable products. The Asset Management Solutions segment provides short-term and long-term leasing solutions of aircraft and jet engines to passenger and cargo operators worldwide. Assets considered to be at or near the end of their useful lives, supplied by our leasing portfolio or acquisitions, are analyzed for return maximization to assess whether they will be traded as whole assets or disassembled and sold as individual spare parts and components. The Tech Ops segment consists of aftermarket support and services businesses that provide maintenance support for aircraft and aircraft components, and sale of engineered solutions. Our MRO business also engages in longer term projects such as aircraft modifications, cargo conversions of wide-body aircraft, and aircraft storage. The segment also includes MRO of landing gear, thrust reversers, and other components. Cost of sales consists principally of the cost of product, direct labor, and overhead. Our engineered solutions revenues consist of sales of products internally developed as permitted by Supplemental Type Certificates issued by the FAA. These products are proprietary in nature and function as non-original equipment manufacturer solutions to airworthiness directives and other technical challenges for operators. In order to develop these products, we engage in research and development activities. Periodically, our Tech Ops division will engage in the repair and sale of used serviceable materials through their ability to overhaul existing inventory. The accounting policies for the segments are the same as those described in Note B. Gross Profit is calculated by subtracting cost of sales from sales. The assets and certain expenses related to corporate activities are not allocated to the segments. Our reportable segments are aligned principally around the differences in products and services. The segment reporting excludes the allocation of selling, general and administrative expenses, interest expense and income tax expense. Selected financial information for each segment is as follows: Year ended December 31, 2020 2019 2018 Revenues Asset Management Solutions Aircraft $ 53,639,000 $ 98,736,000 $ 95,353,000 Engine 45,072,000 123,088,000 149,819,000 $ 98,711,000 $ 221,824,000 $ 245,172,000 Tech Ops MRO Services $ 103,899,000 $ 69,389,000 $ 38,779,000 Product Sales 6,328,000 12,988,000 6,781,000 110,227,000 82,377,000 45,560,000 Total $ 208,938,000 $ 304,201,000 $ 290,732,000 2020 2019 2018 Gross Profit Asset Management Solutions Aircraft $ 11,914,000 $ 27,592,000 $ 21,708,000 Engine 17,383,000 40,113,000 41,949,000 $ 29,297,000 $ 67,705,000 $ 63,657,000 Tech Ops MRO Services $ 21,883,000 $ 11,125,000 $ 6,818,000 Product Sales 1,609,000 6,219,000 1,694,000 23,492,000 17,344,000 8,512,000 Total $ 52,789,000 $ 85,049,000 $ 72,169,000 2020 2019 Total Assets Asset Management Solutions $ 277,016,000 $ 254,324,000 Tech Ops 108,622,000 88,129,000 Corporate 3,492,000 1,531,000 $ 389,130,000 $ 343,984,000 2020 2019 2018 Total Depreciation and Amortization Expense Asset Management Solutions $ 21,210,000 $ 28,579,000 $ 27,611,000 Tech Ops 2,600,000 1,301,000 865,000 Corporate 413,000 201,000 1,350,000 $ 24,223,000 $ 30,081,000 $ 29,826,000 Total Capital Expenditures Asset Management Solutions $ 5,128,000 $ 36,479,000 $ 7,623,000 Tech Ops 1,965,000 1,500,000 1,033,000 Corporate 172,000 149,000 168,000 $ 7,265,000 $ 38,128,000 $ 8,824,000 The following table reconciles segment gross profit to net income from continuing operations for the years ended December 31: 2020 2019 2018 Segment gross profit $ 52,789,000 $ 85,049,000 $ 72,169,000 Selling, general and administrative expenses (55,635,000) (59,814,000) (46,612,000) CARES Act Proceeds 12,693,000 — — Transaction costs 1,436,000 (3,176,000) (51,000) Interest expense, net (1,645,000) (3,007,000) (2,375,000) Other income, net 494,000 611,000 367,000 Income tax benefit (1,649,000) (4,164,000) 3,227,000 Net income from continuing operations $ 8,483,000 $ 15,499,000 $ 26,725,000 The following table presents revenues based on the customers’ geographic location and long-lived assets located in the United States, our country of domicile, for the years ended December 31, Revenues 2020 2019 2018 Domestic $ 92,837,000 $ 105,083,000 $ 135,892,000 Foreign 116,101,000 199,118,000 154,840,000 Total revenues $ 208,938,000 $ 304,201,000 $ 290,732,000 Long-lived assets 2020 2019 Domestic $ 108,796,000 $ 113,966,000 Foreign 34,111,000 39,626,000 Total long-lived assets $ 142,907,000 $ 153,592,000 As of December 31, 2019, the Company had one customer representing 10% or more of total sales. Total sales to that customer amounted to $49,085,000 and was included in the asset management segment. As of December 31, 2018, the Company had one customer representing 10% or more of total sales. Total sales to that customer amounted to $53,687,000 and was included in the asset management segment. No such concentrations existed for the year ended December 31, 2020. Intersegment sales includes amounts invoiced by a segment for work performed for another segment. Amounts are based on actual work performed or products sold and agreed-upon pricing which is intended to be reflective of the contribution made by the supplying business segment. All intersegment transactions have been eliminated upon consolidation. Intersegment revenue is as follows: Year ended December 31, 2020 2019 2018 Asset Management Solutions $ 3,346,000 $ 334,000 $ 233,000 Tech Ops 1,650,000 2,015,000 4,055,000 Total intersegment revenues $ 4,996,000 $ 2,349,000 $ 4,288,000 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2020 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | NOTE P - COMMITMENTS AND CONTINGENCIES Management Compensation Certain executive management entered into employment agreements with the Company. The contracts are for a period of three years, and the contracts provide that such management may earn discretionary bonuses, computed upon a sliding percentage scale of their base salaries, based on the overall financial performance of the Company and each individual’s contributions, subject to approval by the board of directors. Additionally, under certain termination conditions, such contracts provide for severance payments under the Company’s Severance Plan, including payment of base salary, bonus, and fringe benefits. The contracts include certain noncompete clauses commencing upon the employee’s separation from the Company. Litigation The Company could be involved in litigation incidental to the operation of the business. The Company intends to vigorously defend all matters in which the Company is named defendants, and, for insurable losses, maintain significant levels of insurance to protect against adverse judgments, claims or assessments that may affect the Company. Although the adequacy of existing insurance coverage of the outcome of any legal proceedings cannot be predicted with certainty, based on the current information available, the Company does not believe the ultimate liability associated with known claims or litigation, if any, in which the Company is involved will materially affect the Company’s consolidated financial condition or results of operations. Lease Commitments The Company leases office space, warehouses, hangars, computers, and equipment in connection with its operations under various operating leases, many of which contain escalation clauses. Future minimum lease payments under non-cancelable operating leases (with initial lease terms in excess of one year) as of December 31, 2020 are: Operating Leases Year ending December 31: 2021 $ 4,945,000 2022 3,591,000 2023 2,755,000 2024 2,308,000 2025 1,811,000 Thereafter 4,447,000 Total minimum lease payments $ 19,857,000 Expense charged to operations under the operating lease agreements was as follows:. Year ended December 31, 2020 2019 2018 Rent expense $ 6,294,000 $ 5,597,000 $ 4,299,000 Operating lease expense is recognized on a straight-line basis over the term of the lease, including any option periods, as appropriate. The same lease term is used for lease classification, the amortization period of related leasehold improvements, and the estimation of future lease commitments. |
RELATED-PARTY TRANSACTIONS
RELATED-PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2020 | |
RELATED-PARTY TRANSACTIONS | |
RELATED-PARTY TRANSACTIONS | NOTE Q - RELATED-PARTY TRANSACTIONS Prior to the Merger, the Company, in the normal course of its operations, engaged in transactions with certain of its stockholders or their affiliates. On a monthly basis, the Company paid its majority stockholder a fee in exchange for advisory, investment banking, management, consulting, and financial planning services provided on an ongoing basis. Total management fees paid to or accrued for the majority stockholder for the years ended December 31, 2019 and 2018 totaled $557,000 and $550,000, respectively. Management fees for the majority stockholder was suspended in 2020, as such, no management fees were incurred in 2020. As discussed in Note R below, the Company has entered into various agreements with AerLine, a consolidated VIE through August 31, 2018, and its subsidiaries, XTRA Airways and Songbird, which was legally owned by the Chairman and Vice Chairman of the Company. |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 12 Months Ended |
Dec. 31, 2020 | |
DISCONTINUED OPERATIONS | |
DISCONTINUED OPERATIONS | NOTE R - DISCONTINUED OPERATIONS The primary business activity of AerLine was to operate charter airline services and the aircraft used to fly these charters were leased from the Company. Additionally, Company personnel dedicated time to providing general, administrative and consulting services to AerLine Holdings, which were covered under a shared service agreement. The Company had determined that the business relationship with AerLine and its subsidiaries qualified AerLine as a VIE with the Company deemed the primary beneficiary. Accordingly, the Company consolidated the financial results of AerLine in accordance with ASC Topic 810 “Consolidation”. Effective August 31, 2018, AerLine sold all of its interest in XTRA Airways in consideration for a promissory note in the amount of $5,000,000 and a 9.99% interest in the buyer, at which point AerLine ceased to meet the consolidation criteria as a VIE under U.S. GAAP. The historical results of AerLine are reported as discontinued operations in our consolidated statements of operations for all periods presented. Since the Company did not have an equity interest in AerLine or participate otherwise in the sharing of the net results of the VIE, the accounting guidance required that the noncontrolling interest on the consolidated statements of operations for the Company represent the full results of the VIE before eliminations. The noncontrolling interest on the consolidated balance sheets represents the net equity of AerLine Holdings before eliminations. The details of our income from discontinued operations, net of tax, consists of: Year Ended December 31, 2018 Charter revenue $ 28,385,000 Charter expenses (19,865,000) Selling, general and administrative (9,693,000) Depreciation (1,659,000) Gain on sale of intangible assets 23,177,000 Other income, net 2,294,000 Loss on deconsolidation (1,380,000) Total income from discontinued operations $ 21,259,000 Total interest income charged by the Company to AerLine Holdings for the years ended December 31, 2018 amount to $850,000. The 2018 amount was eliminated upon consolidation. AerSale, Inc. and AerLine Holdings and its subsidiaries entered into shared services agreements to provide back office and executive services. For the year ended December 31, 2018, the Company recognized $583,000, of revenue related to the agreements. The 2018 amount was eliminated upon consolidation. AerSale, Inc. and AerLine Holdings and its subsidiaries also entered into Goods and Services Agreements for AerSale, Inc. to provide aircraft, parts and MRO services to the AerLine Holdings subsidiaries. For the year ended December 31, 2018, the Company recognized $3,813,000, of revenue related to the agreements. The 2018 amount was eliminated upon consolidation. The Company leased various aircraft to AerLine under operating leases with terms ranging from 24 to 60 months, expiring in 2021. On March 5, 2018, these lease agreements were terminated. Rental income recognized by the Company for the year ended December 31, 2018 was $2,419,000 and was eliminated upon consolidation. A portion of the balances due to the Company from AerLine were forgiven in 2018. Amounts due from AerLine as of December 31, 2020 and 2019, were $5,924,000 and $11,581,000, respectively. The balance due from AerLine as of December 31, 2020 and 2019 is presented in the consolidated balance sheets as due from related party, of which $474,000 and $6,131,000 is presented as a current asset as of December 31, 2020 and 2019, respectively, while $5,450,000 is presented as a long term asset as of December 31, 2020 and 2019. The balances due from AerLine as of December 31, 2020 and 2019 are unsecured and AerLine currently has no operations. The Company has the right to all proceeds received from AerLine related to the sale of assets. The primary asset is the 9.99% ownership interest in the entity that acquired the XTRA Airways customer relationships. The amount of ultimate proceeds to be received through the sale of these assets is uncertain. Should the proceeds received be less than the $5,924,000 asset currently recorded on the Company’s December 31, 2020 balance sheet, the Company will need to record an impairment charge for the difference. |
BENEFIT PLANS
BENEFIT PLANS | 12 Months Ended |
Dec. 31, 2020 | |
BENEFIT PLANS | |
BENEFIT PLANS | NOTE S - BENEFIT PLANS The Company sponsors an employee retirement savings plan that qualifies under Section 401(k) of the Internal Revenue Code. Participating employees may contribute, but not more than statutory limits. The Company makes nondiscretionary 3% Safe Harbor contributions of participants’ eligible earnings who have completed the plan’s eligibility requirements. The contributions are made to the plan on behalf of the employees. Total nondiscretionary contributions to the plan were as follows: Year ended December 31, 2020 2019 2018 Nondiscretionary contributions $ 753,000 $ 875,000 $ 404,000 |
BUSINESS COMBINATIONS
BUSINESS COMBINATIONS | 12 Months Ended |
Dec. 31, 2020 | |
BUSINESS COMBINATIONS | |
BUSINESS COMBINATIONS | NOTE T - BUSINESS COMBINATIONS Reverse Merger As described in Note A - Organization and Principles of Consolidation and Basis of Presentation above, the Company consummated the Merger dated December 22, 2020 with AerSale Aviation and in connection therewith, Monocle merged with and into the Company, whereby the Company survived the Merger and became the successor issuer to Monocle by operation of Rule 12g-3 under the Securities Exchange Act of 1934, as amended. The Company directly acquired AerSale Aviation for aggregate consideration of $317,156,260, consisting of approximately $13,051,000 in cash and 30,410,540 shares of Company Common Stock at $10.00 per share. As additional consideration, the pre-Merger holders of AerSale Aviation common stock and the holders of in-the-money SARs received a contingent right to receive up to 3,000,000 additional shares of the Company’s Common Stock. The Merger has been accounted for as a Reverse Recapitalization in accordance with U.S. GAAP. For accounting purposes, Monocle is considered the “acquired” company and AerSale Aviation is considered the “acquirer.” The Company received cash proceeds in the amount of $48,608,000 resulting from the Merger, which was recorded as additional paid in capital. ACT Acquisition On January 7, 2020 the Company acquired all of the outstanding shares of Aircraft Component Technologies, Inc. (ACT), a Florida corporation located in Miami, Florida, for $16,976,000 in cash. The purpose of the acquisition was to improve the Company’s profitability by enhancing service in its TechOps segment. The results of ACT operations have been included in the consolidated financial statements since the acquisition date. All assets and liabilities of ACT were recorded at their fair market value, and to the extent that the purchase cost exceeded the fair market value of the net assets, that excess was recorded as goodwill, all of which is deductible for federal income tax purposes. The goodwill is attributable to the general reputation of the business and the collective experience of ACT’s management and employees. ACT’s revenues and income from operations from January 7, 2020 through December 31, 2020 were $6,532,000 and $700,000, respectively. The purchase price for ACT was allocated as follows: Acquisition Date Fair Values Accounts receivable $ 1,442,000 Deposits, prepaid expenses, and other current assets 22,000 Property and equipment 381,000 Other intangible assets 10,096,000 Goodwill 6,002,000 Accounts payable (134,000) Accrued expenses (833,000) Total purchase price $ 16,976,000 The intangible assets included above consist of the following: Fair Value Trademark and trade name (indefinite lived) $ 200,000 Fair Value FAA part 145 certificate (indefinite lived) $ 796,000 Useful Life In Years Fair Value Customer relationships 10 $ 9,100,000 Qwest Acquisition On June 10, 2019, the Company acquired all of the outstanding shares of a used serviceable material distributor and certified repair facility, Qwest Air Parts, Inc. (“Qwest”), a Florida corporation located in Memphis, Tennessee, for $26,081,000. The purpose of the acquisition was to improve the Company’s profitability by enhancing service in its Asset Management Solutions segment. The results of Qwest operations have been included in the Company’s consolidated financial statements since the acquisition date. All assets and liabilities of Qwest were revalued to their fair market value, and to the extent that the purchase cost exceeded the fair market value of the net assets, that excess was classified as goodwill. The goodwill is attributable to the general reputation of the business and the collective experience of Quest’s management and employees. The goodwill is not expected to be deductible for Federal tax purposes. Qwest’s revenues and income from operations from June 10, 2019 through December 31, 2019 were $10,396,000 and $1,815,000, respectively. This business mainly operates as part of the Company’s Asset Management Solutions segment. The purchase price for Qwest was allocated as follows: Acquisition Date Fair Values Accounts receivable $ 2,714,000 Inventory 3,289,000 Deposits, prepaid expenses, and other current assets 218,000 Property and equipment 567,000 Other intangible assets 10,324,000 Goodwill 13,402,000 Accounts payable (410,000) Accrued expenses (1,151,000) Deferred tax liability (2,872,000) Total purchase price $ 26,081,000 The intangible assets included above consist of the following: Fair Value FAA part 145 certificate (indefinite-lived) $ 724,000 Useful Life In Years Fair Value Customer relationships 10 $ 9,600,000 Avborne Acquisition On November 28, 2018, the Company acquired all of the outstanding shares Avborne Component Solutions (“Avborne”). The purpose of the acquisition was to improve the Company’s profitability by enhancing service in its TechOps segment. In connection with the acquisition, all assets and liabilities of the acquired company were revalued to their fair market value, and to the extent that the purchase cost exceeded the fair market value of the assets, that excess was classified as goodwill. The purchase price of Avborne was $22,284,000 and was accounted for as a business acquisition. Avborne’s revenues and income from operations from November 28, 2018 through December 31, 2018 were $1,829,000 and $69,000, respectively. This business mainly operates as part of the Company’s TechOps segment. The purchase price for Avborne was allocated as follows: Acquisition Date Fair Values Accounts receivables, net $ 2,680,000 Inventory 5,500,000 Deposits, prepaid expenses and other current assets 211,000 Fixed assets 1,733,000 Deferred tax asset 3,848,000 Intangible assets 10,000,000 Goodwill 63,000 Accounts payable, net (1,249,000) Accrued taxes (37,000) Accrued expenses (465,000) Total purchase price $ 22,284,000 The intangible assets included above consist of the following: Fair Value Trademarks $ 600,000 FAA certificate 7,300,000 Total intangible assets with indefinite lives $ 7,900,000 Useful Life In Years Fair Value Customer relationships 10 $ 2,100,000 Total intangible assets with definite lives $ 2,100,000 The following unaudited pro forma information presents our consolidated results of operations as if ACT, Qwest and Avborne had been included in our consolidated results since January 1, 2018: Year Ended December 31, (Unaudited) 2020 2019 2018 Revenues $ 208,938,000 $ 324,871,000 $ 333,215,000 Net income from continuing operations $ 8,483,000 $ 21,497,000 $ 34,351,000 Net revenue (loss) attributable to AerSale Corporation common shareholders $ 8,483,000 $ (13,136,000) $ (17,099,000) Earnings (loss) per share attributable to AerSale Corporation - basic $ 8.09 $ (354.93) $ (461.99) Earnings (loss) per share attributable to AerSale Corporation - diluted $ 7.61 $ (354.93) $ (461.99) The unaudited pro forma financial information is presented for informational purposes only, and may not necessarily reflect the Company’s future results of operations or what the results of operations would have been had the Company owned and operated ACT, Qwest and Avborne as of January 1, 2018. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2020 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE U - SUBSEQUENT EVENTS Effective February 23, 2021 the Company ratified its 2020 Equity Incentive Plan and its 2020 Employee Stock Purchase Plan and registered an additional 4,200,000 and 500,000 shares of common stock, respectively, issuable under the plans. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The accompanying consolidated financial statements include the accounts of the Company and all of its wholly owned subsidiaries. As discussed in more detail in Note R, the Company also consolidates variable interest entities when required under accounting principles generally accepted in the United States (“U.S. GAAP”). All significant intercompany balances and transactions are eliminated upon consolidation. The Merger has been accounted for as a reverse recapitalization (“Reverse Recapitalization”) in accordance with U.S. GAAP. This determination was principally based on AerSale Aviation’s business comprising the ongoing operations of the Company following the Merger, with its senior management continuing to comprise the management of the Company and its stockholders having majority of the voting power of the Company. For accounting purposes, Monocle is considered the “acquired” company and AerSale Aviation is considered the “acquirer.” Accordingly, for accounting purposes, the Reverse Recapitalization was treated as the equivalent of AerSale Aviation issuing stock for the net assets of Monocle, accompanied by a recapitalization. The consolidated assets, liabilities, and results of operations for all periods prior to the Reverse Recapitalization only reflect the historical consolidated financial statements of AerSale Aviation. Subsequent to the Reverse Recapitalization, the consolidated financial statements reflect the results of the combined entity. The shares and corresponding capital amounts and earnings per share available to common stockholders, prior to the Merger, have been retroactively restated as shares reflecting the exchange ratio in the Merger. |
Emerging Growth Company | Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statement with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. |
Variable Interest Entities ("VIE") | Variable Interest Entities (“VIE”) An entity is referred to as a VIE if it meets the criteria outlined in Accounting Standards Codification (“ASC”) Topic 810, Consolidation. As explained in Note R, the Company determined that AerLine Holdings, Inc. (“AerLine”) was a VIE that the Company was required to consolidate. Effective August 31, 2018, the Company determined that AerLine ceased to meet the criteria for VIE consolidation under U.S. GAAP and therefore has deconsolidated the VIE. Prior to August 31, 2018, transactions between the Company and AerLine and its subsidiaries were eliminated upon consolidation. |
Cash, Cash Equivalents, and Restricted Cash | Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. The Company’s cash equivalents are held primarily in interest-bearing accounts. |
Foreign Currency | Foreign Currency The Company has determined that the functional currency for its foreign subsidiaries is the U.S. dollar. The primary economic environment in which the entities generate or expend cash is in U.S. dollars as evidenced by the cash flows in or out from revenues, operating expenses, investing, and financings. Only general office expenses and payroll transactions are denominated in local currency. |
Accounts Receivable | Accounts Receivable Accounts receivable include amounts receivable from customers for aircraft and engine parts sales, aircraft and engine basic and supplemental rents, and aircraft services. Contingent rents, also referred to as supplemental rent, and consumption of consignment inventory related to aircraft and engine parts that were earned or consumed, but unbilled, are also included in accounts receivable and totaled $615,000 and $1,860,000 at December 31, 2020 and 2019, respectively. The Company sells to a variety of customers worldwide. For certain transactions and customers not requiring payment in full prior to shipment of goods, the Company extends credit based on an evaluation of the customers’ financial condition. The Company monitors exposure to credit losses and maintains an allowance for doubtful accounts for estimated losses in its accounts receivable portfolio. In establishing the required allowance, management considers historical losses, current market conditions, customers’ financial condition, amount of receivables in dispute, current receivables aging, and current payment patterns. Account balances are written off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. A rollforward of the allowance for doubtful accounts is as follows: 2020 2019 Balance at beginning of year $ 1,545,000 $ 1,528,000 Provision 212,000 55,000 Write-offs (105,000) (38,000) Balance at end of year $ 1,652,000 $ 1,545,000 On June 9, 2014, an aircraft leased to Air Indus suffered significant damage as the result of a terrorist attack. At that time, the Company recorded an impairment to the asset of $2,500,000 to adjust the carrying amount to the estimated residual value of $1,085,000. An insurance claim was filed and the insurance company is negotiating the final settlement owed to the Company. The Company has recorded an insurance receivable of $2,500,000, offsetting the impairment loss, which has been recorded in accounts receivable. In accordance with U.S. GAAP, the probable amount of the insurance recovery, limited to the amount of the loss recognized, was recorded as the insurance receivable. The Company believes that recovery of this insurance receivable is probable and is working with the insurer on settling the claim by negotiating the final settlement to the Company. |
Inventory | Inventory Inventory, which consists of complete aircraft and engines held for sale, as well as related parts, is valued at the lower of cost or market (“LCM”) value. For purchases of whole aircraft and engines for sale or lease, cost is determined using the specific identification method whereby total cost is the cost paid, including certain capitalizable asset acquisition costs, to acquire such assets as a whole. Additionally, the Company purchases certain whole aircraft and engines to disassemble and supply its engine and airframe parts inventory. For aircraft and engine parts that originate from such dismantled aircraft and engines, cost is determined using a ratio calculated based on the relationship of the cost of the dismantled aircraft or engine at the time of purchase to the total estimated sales value of the dismantled aircraft or engine at the time of purchase. At the time of sale, this ratio is applied to the sale price of each individual airframe and/or engine part to determine its allocated cost. At the time of sale, the sum of an individual part’s allocated cost and actual repair or overhaul costs incurred represent the total cost for such part. Inventory not expected to be sold within the operating cycle is classified as noncurrent inventory on the consolidated balance sheets. The Company evaluates this ratio periodically, and if necessary, updates sales estimates and makes prospective adjustments to this ratio on a product line basis. Any amounts identified with an estimated sales value lower than the carrying value is reduced to the estimated sales value at the time of the review. The Company recorded additional inventory reserves due to this LCM valuation, which is reflected as a component of cost of products in the consolidated statements of operations. These additional inventory reserves were as follows: Year ended December 31, 2020 2019 Inventory reserves $ 13,064,000 $ 4,619,000 Expenditures required for the repair of engine and airframe parts are capitalized as inventory and are expensed as cost of sales when associated parts are sold. The Company periodically evaluates its complete aircraft and engines in inventory and flight equipment held for lease to determine if events or market circumstances indicate that the assets’ most likely disposition has changed. Should conditions prevail at the time of the Company’s consolidated balance sheets that would suggest a more likely use as an asset held for lease rather than sale or disassembly for parts inventory or vice versa, it will be reclassified at its then-current book value between inventory and flight equipment held for lease. This transaction is a noncash item and if it occurs, is reflected in the schedule of supplemental cash flows. The carrying value of inventory is reviewed regularly, giving consideration to factors such as its physical condition, sales patterns, and expected future demand to estimate the amount necessary to write down our slow-moving, obsolete, or damaged inventory. Such inventory may be held for periods beyond one year. The Company recorded inventory scrap losses which are reflected as a component of cost of products in the accompanying consolidated statements of operations. These scrap losses are as follows: Year ended December 31, 2020 2019 Scrap loss reserves $ 587,000 $ 699,000 |
Flight Equipment Held for Lease | Flight Equipment Held for Lease Flight equipment held for lease is stated at cost, less accumulated depreciation. Certain internal and external professional fees, major improvements, modifications, and maintenance incurred in connection with the acquisition of flight equipment that are required to get the flight equipment ready for initial service are capitalized and depreciated over the remaining life of the flight equipment, and are reported in the investing section of the consolidated statements of cash flows. Subsequent to placing flight equipment into service, the cost of maintenance and improvements to flight equipment is normally expensed unless the improvements materially increase the long-term value of the flight equipment or extend the useful life of the flight equipment. The capitalized cost is depreciated over the lesser of the remaining useful life of the flight equipment or the estimated useful life of the capitalized improvements. Aircraft airframe components are depreciated over the assets’ useful life using the straight-line method to the estimated residual value based on the total remaining life before disassembly or outright scrap metal value. Aircraft airframe useful lives range from 2 to 10 years. Engines are depreciated using the straight-line method to the estimated residual value based on the total life remaining before disassembly. To arrive at the total engine life remaining before disassembly, the remaining life of the engine’s life-limited parts, the estimated utilization, and condition, as well as the aircraft fleet supported by the engine model are considered. Upon completion of its estimated service life as a leased asset, flight equipment is reclassified to inventory at its carrying value. The Company discontinues the depreciation of flight equipment when it is held as inventory for ultimate parts sales. Differences between estimates of useful lives and residual values and actual experience may result in future impairments of aircraft or engines and/or additional gains or losses upon disposal. The Company reviews residual values of aircraft and engines periodically based on knowledge of current residual values and residual value trends to determine if they are appropriate and records adjustments as necessary. Cash flows related to the purchase and sale of flight equipment are presented as operating activities when the predominant source of cash flows related to the asset is from the ultimate parts sales of the assets. If the predominant source of cash flows related to the asset is expected to be from leasing of the asset, the cash flows are presented as investing activities. |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost. Depreciation is recognized over the estimated useful lives of the respective assets on a straight-line basis, ranging from 3 to 15 years. Leasehold improvements are amortized on a straight-line basis over the shorter of the terms of the respective leases and the estimated useful lives of the respective assets. Property and equipment held under capital leases are amortized on a straight-line basis over the shorter of the lease term or estimated useful life of the asset. Repairs and maintenance expenditures are expensed as incurred, unless such expenses extend the useful life of the asset, in which case they are capitalized. |
Goodwill | Goodwill In accordance with ASC 350, “Intangibles — Goodwill and Other,” goodwill is tested at least annually for impairment, or when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable, by assessing qualitative factors or performing a quantitative analysis in determining whether it is more likely than not that its fair value exceeds the carrying value. A quantitative assessment involves determining the fair value of each reporting unit using market participant assumptions. An entity should recognize an impairment charge for the amount by which the carrying amount of a reporting unit exceeds its fair value up to the amount of goodwill allocated to that reporting unit. Our annual assessment date for goodwill is October 1, 2020. For purposes of reviewing impairment and the recoverability of goodwill, we must make various assumptions regarding estimated future cash flows and other factors in determining the fair values of the reporting unit, including market multiples, discount rates, etc. As a result of the COVID-19 pandemic and its impact on the aviation industry, AerSale performed a qualitative impairment analysis as of June 30, 2020. The Company also performed its annual quantitative impairment analysis as of October 1, 2020 on the goodwill for the Asset Management Solutions and TechOps segments, and concluded the fair value of each reporting unit exceeded their carrying values, and thus no impairment charges were recorded. |
Customer Relationships and Other Intangible Assets | Customer Relationships and Other Intangible Assets Intangibles arising from business combinations, including customer relationships and FAA certificates are initially recorded at fair market value. Customer relationships are amortized over ten years and favorable leases are amortized over the remaining term of the lease. Straight-line amortization is utilized. Where there are no legal, regulatory, contractual, or other factors that would reasonably limit the useful life of an intangible assets, that asset is classified as indefinite lived and such intangible assets are not amortized. Other intangible assets with indefinite lives are assessed for impairment annually, or more frequently when events or circumstances indicate there may be an impairment. These assets are carried at the estimated fair value at the time of acquisition. Our annual assessment date for indefinite lived intangible assets is July 1, 2020. The Company performed a quantitative impairment analysis as of July 1, 2020 on the indefinite lived intangible assets and concluded there was no impairments. Other intangible assets are reviewed for impairment if any event or change in circumstance indicates that an impairment may have occurred. As a result of Covid-19 pandemic , The Company performed a quantitative impairment analysis on the definite-lived intangible assets as of June 30, 2020 and concluded there was no impairment. The Company annually reviews the estimated lives and methods used to amortize other intangible assets. The actual amounts of amortization expense may differ materially from our estimates, depending on the results of our annual review. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Such events and circumstances include, but are not limited to, prolonged industry downturns, a significant decline in the Company’s market value, and significant reductions in the Company's projected cash flows. If circumstances require a long-lived asset or asset group to be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values, and third-party independent appraisals, as considered necessary. As a result of Covid-19 pandemic, The Company performed an impairment analysis on the property, plant and equipment and concluded there was no impairment as of June 30, 2020 . |
Obligations and instruments potentially settled in the Company's Common Stock | Obligations and Instruments Potentially Settled in the Company’s Common Stock In connection with any obligations and instruments potentially to be settled in the Company’s stock, the Company accounts for the instruments in accordance with ASC Topic 815, “Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in a Company’s Own Stock.” This issue addresses the initial balance sheet classification and measurement of contracts that are indexed to, and potentially settled in, the Company’s stock. Under this pronouncement, contracts are initially classified as equity or as either assets or liabilities, depending on the situation. All contracts are initially measured at fair value and subsequently accounted for based on the then current classification. Contracts initially classified as equity do not recognize subsequent changes in fair value as long as the contracts continue to be classified as equity. For contracts classified as assets or liabilities, the Company reports changes in fair value in earnings and records these changes in the financial statements as long as the contracts remain classified as assets or liabilities. If contracts classified as assets or liabilities are ultimately settled in shares, any previously reported gains or losses on those contracts continue to be included in earnings. The classification of a contract is reassessed at each balance sheet date. |
Revenue recognition | Revenue Recognition Products — Used Serviceable Material Sales (“USM”) Revenues from sales of USM are measured based on consideration specified in a contract with a customer, and excludes any sales commissions and taxes collected and remitted to government agencies. We recognize revenue when we satisfy a performance obligation by transferring control over a product or service to a customer. The parts are sold at a fixed price with no right of return. In determining the performance obligation, management has identified the promise in the contract to be the shipment of the spare parts to the customer. Title passes to the buyer when the goods are shipped, and the buyer is responsible for any loss in transit, and the Company has a legal right to payment for the spare parts once shipped. We generally sell our USM products under standard 30‑day payment terms, subject to certain exceptions. Customers neither have the right to return products nor do they have the right to extended financing. The Company has determined that physical acceptance of the spare parts to be a formality in accordance with ASC 606 — Revenue from Contracts with Customers (“ASC 606”). Spare parts revenue is based on a set price for a set number of parts as defined in the purchase order. The performance obligation is completed once the parts have shipped and, as a result, all of the transaction price is allocated to that performance obligation. The Company has determined that it is appropriate to recognize spare parts sales at a point in time (i.e., the date the parts are shipped) in accordance with ASC 606. Additionally, there is no impact to the timing and amounts of revenue recognized for spare parts sales related to the implementation of ASC 606. Products — Whole Asset Sales Revenues from whole asset sales are measured based on consideration specified in the contract with the customer. The Company and customer enter into an agreement which outlines the place and date of sale, purchase price, condition of the whole asset, bill of sale, and the assignment of rights and warranties from the Company to the customer. The Company believes the whole asset holds standalone value to the customer as it is not dependent on any other services for functionality purposes and therefore is distinct within the context of the contract and as described in ASC 606-10. Accordingly, the Company has identified the transfer of the whole asset as the performance obligation. The transaction price is set at a fixed dollar amount per fixed quantity (number of whole assets) and is explicitly stated in each contract. Whole asset sales revenue is based on a set price for a set number of assets, which is allocated to the performance obligation discussed above, in its entirety. The Company has determined the date of transfer to the customer is the date the customer obtains control over the asset and would cause the revenue recognition. Payment is required in full upon customers’ acceptance of the whole asset on the date of the transfer. As such, there is no impact to the timing and amounts of revenue recognized for whole asset sales related to the implementation of ASC 606. Leasing Revenues The Company leases flight equipment under operating leases that contain monthly base rent and reports rental income straight line over the life of the lease as it is earned. Additionally, the Company’s leases provide for supplemental rent, which is calculated based on actual hours or cycles of utilization and, for certain components, based on the amount of time until maintenance of that component is required. In certain leases, the Company records supplemental rent paid by the lessees as maintenance deposit payment liabilities in recognition of the Company’s contractual commitment to reimburse qualifying maintenance. Reimbursements to the lessees upon receipt of evidence of qualifying maintenance work are charged against the existing maintenance deposit payments liabilities. In leases where the Company is responsible for performing certain repairs or replacement of aircraft components or engines, supplemental rent is recorded as revenue in the period earned. In the event of premature lease termination or lessee default on the lease terms, revenue recognition will be discontinued when outstanding balances are beyond the customers’ deposits held. Flight equipment leases are billed in accordance with the lease agreement and invoices are due upon receipt. Service Revenues Service revenues are recognized as performance obligations are fulfilled and the benefits are transferred to the customer. At contract inception, we evaluate if the contract should be accounted for as a single performance obligation or if the contract contains multiple performance obligations. In some cases, our service contract with the customer is considered one performance obligation as it includes factors such as the good or service being provided is significantly integrated with other promises in the contract, the service provided significantly modifies or customizes the other good or service or the goods or services are highly interdependent or interrelated with each other. If the contract has more than one performance obligation, the Company determines the standalone price of each distinct good or service underlying each performance obligation and allocates the transaction price based on their relative standalone selling prices. The transaction price of a contract, which can include both fixed and variable amounts, is allocated to each performance obligation identified. Some contracts contain variable consideration, which could include incremental fees or penalty provisions related to performance. Variable consideration that can be reasonably estimated based on current assumptions and historical information is included in the transaction price at the inception of the contract but limited to the amount that is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. Variable consideration that cannot be reasonably estimated is recorded when known. For most service contracts, our performance obligations are satisfied over time as work progresses or at a point in time based on transfer of control of products and services to our customers. We receive payments from our customers based on billing schedules or other terms as written in our contracts. For our performance obligations that are satisfied over time, we measure progress in a manner that depicts the performance of transferring control to the customer. As such, we utilize the input method of cost-to-cost to recognize revenue over time as this depicts when control of the promised goods or services are transferred to the customer. Revenue is recognized based on the relationship of actual costs incurred to date to the estimated total cost at completion of the performance obligation. We are required to make certain judgments and estimates, including estimated revenues and costs, as well as inflation and the overall profitability of the arrangement. Key assumptions involved include future labor costs and efficiencies, overhead costs, and ultimate timing of product delivery. Differences may occur between the judgments and estimates made by management and actual program results. Under most of our MRO contracts, if the contract is terminated for convenience, we are entitled to payment for items delivered and fair compensation for work performed, the costs of settling and paying other claims, and a reasonable profit on the costs incurred or committed. Changes in estimates and assumptions related to our arrangements accounted for using the input method based on labor hours are recorded using the cumulative catchup method of accounting. These changes are primarily adjustments to the estimated profitability for our long-term programs where we provide MRO services. We have elected to use certain practical expedients permitted under ASC 606. Shipping and handling fees and costs incurred associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfillment cost and are included in cost of sales in our consolidated statements of operations, and are not considered a performance obligation to our customers. Our reported sales on our consolidated statements of operations are net of any sales or related non income taxes. We also utilize the “as invoiced” practical expedient in certain cases where performance obligations are satisfied over time and the invoiced amount corresponds directly with the value we are providing to the customer. |
Maintenance and Repair Costs | Maintenance and Repair Costs The cost of maintenance, repairs, and re-leasing of flight equipment that does not extend the useful life of flight equipment is expensed as incurred. Costs incurred for planned major maintenance activities that materially increase the long-term value of the flight equipment or extend the useful life of the flight equipment are capitalized and depreciated over the lesser of the remaining useful life of the flight equipment or the estimated useful life of the capitalized improvements. Pursuant to certain of the Company’s aircraft leases, the lessee is responsible for performing required maintenance and repairs on the leased asset, and is required to make monthly maintenance reserve payments to the Company, in arrears following the usage month. Upon the lessee’s presentation of invoices evidencing the completion of qualifying maintenance, the Company will reimburse the lessee for the cost of the maintenance, up to the amount of the maintenance reserve payments that have been received by the Company. Unless otherwise provided in the contract, the Company records such maintenance reserve payments paid by the lessees as maintenance deposit payment liabilities in the accompanying consolidated balance sheets to record the Company’s contractual commitment to reimburse such qualifying maintenance. Reimbursements to the lessees upon receipt of evidence for qualifying maintenance work are charged against the existing maintenance deposit payment liabilities. For other lease contracts (primarily engine lease contracts) where the terms of the lease are designed specifically to allow the Company to directly manage the occurrence, timing, and associated cost of qualifying maintenance work on the flight equipment, maintenance reserve payments collected during the lease are recognized as lease revenue in the period earned. Any amounts of maintenance reserve payments remaining at the end of a lease contract are recognized as lease revenue or applied against outstanding accounts receivable at lease termination. AerLine recognized expense for maintenance and repairs as incurred. AerLine recognized $4,276,000 for the year ended December 31, 2018, in maintenance and repair cost, which is included in discontinued operations in the consolidated statements of operations. AerLine deferred maintenance costs that materially increased the long-term value of the flight equipment or extended the useful life. Deferred maintenance costs are amortized over the lower of 18 months or the remaining life of the lease. Amortization expense of deferred maintenance costs for the year ended December 31, 2018 amounted to $3,753,000. The amortization expense is included in discontinued operations in the consolidated statements of operations for the year ended December 31, 2018. |
Sales Taxes | Sales Taxes The Company’s policy is to present taxes collected from customers and remitted to governmental authorities on a net basis. The Company records the amounts collected as a current liability and relieves such liability upon remittance to the taxing authority without impacting revenue or expenses. |
Earnings Per Share | Earnings Per Share Basic earnings (loss) per share is computed by dividing net earnings (loss) attributable to the Company’s common shareholders by the weighted average number of common shares outstanding during the periods. Diluted earnings (loss) per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock and is calculated using the treasury stock method for stock options and unvested shares. |
Income Taxes | Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained on examination by the taxing authorities. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company records interest and penalties related to unrecognized tax benefits in the income tax provision. The VIE was not included in the consolidated tax return of the Company. See Note L for more information about income taxes. |
New Accounting Pronouncements Adopted | New Accounting Pronouncements Adopted In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers (Topic 606)”, which provides guidance for revenue recognition. This ASU affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of non-financial assets. This ASU supersedes the revenue recognition requirements in Accounting Standards Codification (“ASC”) 605, “Revenue Recognition”, and most industry specific guidance. We adopted this ASU on January 1, 2019 using the modified retrospective method. Refer to Note D for the impact of this change. This ASU does not apply to revenues from leasing activity, which will fall under “Leases (Topic 842)”, noted below. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”) as part of its overall simplification initiative to reduce costs and complexity of applying accounting standards. ASU 2019-12 removes certain exceptions from Topic 740, Income Taxes, including (i) the exception to the incremental approach for intra period tax allocation; (ii) the exception to accounting for basis differences when there are ownership changes in foreign investments; and (iii) the exception in interim period income tax accounting for year-to-date losses that exceed anticipated losses. ASU 2019-12 also simplifies U.S. GAAP in several other areas of Topic 740 such as (i) franchise taxes and other taxes partially based on income; (ii) transactions with a government that result in a step up in the tax basis of goodwill; (iii) separate financial statements of entities not subject to tax; and (iv) enacted changes in tax laws in interim periods. ASU 2019-12 is effective for public entities for annual reporting periods and interim periods within those years beginning after December 15, 2020, and early adoption is permitted. The Company adopted ASU 2019-12 on its consolidated financial statements in 2020. |
New Accounting Pronouncements Not Yet Adopted | New Accounting Pronouncements Not Yet Adopted In February 2016, FASB issued “Leases (Topic 842)”, which generally requires companies to recognize operating and financing lease liabilities and corresponding right-of-use assets on the balance sheet. In July 2018, FASB issued ASU No. 2018-10, “Codification Improvements to Topic 842, Leases,” and ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements.” Topic 842 will be effective for the Company in the fourth quarter of 2022 on a modified retrospective basis and early adoption is permitted. We plan to adopt Topic 842 in the fourth quarter of 2022. We are currently evaluating the impact this guidance will have on our consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13 (“ASU 2016-13”), “Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” In November 2018, FASB issued ASU No. 2018-19, “Codification Improvements to Topic 326, Financial Instruments — Credit Losses,” which amends the scope and transition requirements of ASU 2016-13. ASU 2016-13 requires a financial asset (or a group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The measurement of expected credit losses is based on relevant information about past events, including historical experience, current conditions and reasonable and supportable forecasts that affect the collectability of the reported amount. ASU 2016-13 will become effective for the Company beginning January 1, 2023, with early adoption permitted, on a modified retrospective approach. We are currently evaluating the impact this guidance will have on our consolidated financial statements and related disclosures. |
CARES Act | CARES Act The Company has also taken steps to improve our liquidity, including seeking financial assistance under the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”). Certain of the Company’s subsidiaries have received $16.4 million from the U.S. Treasury Department (“Treasury”) through the Payroll Support Program (“PSP1”) under the CARES Act, of which $12.7 million was received prior to December 31, 2020 and the remaining amount was received during the first quarter of 2021. As part of the Payroll Support Extension Law (“PSP Extension Law”), the Company entered into a new agreement with the U.S. Department of the Treasury (“PSP2”) on March 4, 2021 for the receipt of relief funds of $5.5 million. In connection with the financial assistance the Company has received under the Payroll Support Program, it is required to comply with certain provisions of the CARES Act, including the requirement that funds provided pursuant to the Payroll Support Program be used exclusively for the continuation of payment of employee wages, salaries and benefits; the requirement against involuntary terminations and furloughs and reductions in employee pay rates and benefits from the signing date of the Payroll Support Program agreement through March 31, 2021. The agreement requires the Company to issue a recall to any employee who was terminated or furloughed between October 1, 2020 and March 4, 2021 and enable such employee to return to employment. In addition, the Company is subject to provisions prohibiting the repurchase of common stock and the payment of common stock dividends through March 31, 2022, as well as limitations on the payment of certain employee compensation through October 1, 2022. These restrictions may affect the Company’s operations and if the Company does not comply with these provisions, it may be required to reimburse up to 100% of any previously received relief funds. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of Allowance for doubtful accounts | 2020 2019 Balance at beginning of year $ 1,545,000 $ 1,528,000 Provision 212,000 55,000 Write-offs (105,000) (38,000) Balance at end of year $ 1,652,000 $ 1,545,000 |
Schedule of additional inventory reserves | Year ended December 31, 2020 2019 Inventory reserves $ 13,064,000 $ 4,619,000 |
Schedule of scrap losses on inventory | Year ended December 31, 2020 2019 Scrap loss reserves $ 587,000 $ 699,000 |
REVENUE (Tables)
REVENUE (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
REVENUE | |
Schedule of impact of the adoption of ASC 606 on our condensed consolidated balance sheet and consolidated statement of operations | As of As of ASC 606 January 1, December 31, 2018 Adjustment 2019 Inventory $ 55,644,000 $ (10,535,000) $ 45,109,000 Contract assets — 11,482,000 11,482,000 Deferred tax liability — (231,000) (231,000) Retained earnings $ 34,549,000 $ 716,000 $ 35,265,000 Balances Revenue under ASC 606 Excluding ASC 606 Adjustment ASC 606 Revenues $ 304,201,000 $ (3,557,000) $ 300,644,000 Cost of sales and operating expenses $ 282,143,000 $ (3,343,000) $ 278,800,000 |
Schedule of contract assets | December 31, December 31, 2020 2019 Change Contract assets $ 22,457,000 $ 7,925,000 $ 14,532,000 |
Schedule of revenue by segment, as well as total revenue | Year ended December 31, 2020 Asset Management Solutions TechOps Total Revenues USM $ 39,959,000 $ 2,364,000 $ 42,323,000 Whole Asset Sales 3,103,000 — 3,103,000 Engineered Solutions — 3,964,000 3,964,000 Total Products 43,062,000 6,328,000 49,390,000 Leasing 55,649,000 — 55,649,000 Services — 103,899,000 103,899,000 Total Revenues $ 98,711,000 $ 110,227,000 $ 208,938,000 Year ended December 31, 2019 Asset Management Solutions TechOps Total Revenues USM $ 87,442,000 $ 5,489,000 $ 92,931,000 Whole Asset Sales 70,136,000 — 70,136,000 Engineered Solutions — 7,499,000 7,499,000 Total Products 157,578,000 12,988,000 170,566,000 Leasing 64,246,000 — 64,246,000 Services — 69,389,000 69,389,000 Total Revenues $ 221,824,000 $ 82,377,000 $ 304,201,000 Year ended December 31, 2018 Asset Management Solutions TechOps Total Revenues USM $ 81,760,000 $ 4,516,000 $ 86,276,000 Whole Asset Sales 90,039,000 — 90,039,000 Engineered Solutions — 2,265,000 2,265,000 Total Products 171,799,000 6,781,000 178,580,000 Leasing 73,373,000 — 73,373,000 Services — 38,779,000 38,779,000 Total Revenues $ 245,172,000 $ 45,560,000 $ 290,732,000 |
INVENTORY (Tables)
INVENTORY (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
INVENTORY | |
Schedule of inventory | 2020 2019 Used serviceable materials $ 63,277,000 $ 65,335,000 Work-in-process 20,611,000 16,832,000 Whole assets 56,767,000 12,795,000 $ 140,655,000 $ 94,962,000 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
INTANGIBLE ASSETS | |
Schedule of intangible assets with indefinite lives | 2020 2019 Qwest: FAA Certifications $ 724,000 $ 724,000 Goodwill 13,416,000 13,416,000 ACS: FAA Certifications 710,000 710,000 Goodwill 379,000 379,000 Avborne: Trademarks 600,000 600,000 FAA certificates 7,300,000 7,300,000 Goodwill 63,000 63,000 ACT: Trademarks 200,000 — FAA Certificates 796,000 — Goodwill 6,002,000 — Total intangible assets with indefinite lives $ 30,190,000 $ 23,192,000 |
Schedule of intangible assets with definite lives | Useful Life In Years 2020 2019 Qwest: Customer relationships 10 $ 8,083,000 $ 9,058,000 ACS: Customer relationships 10 90,000 110,000 Avborne: Customer relationships 10 1,663,000 1,873,000 ACT: Customer relationships 10 8,198,000 — Total intangible assets with definite lives $ 18,034,000 $ 11,041,000 |
Schedule of amortization expense on finite lived intangible assets | Year ended December 31, 2020 2019 2018 Amortization expense $ 2,108,000 $ 789,000 $ |
Schedule of goodwill activity | Asset Management Solutions TechOps Total Goodwill as of December 31, 2018 $ — $ 442,000 $ 442,000 Additions 13,416,000 — 13,416,000 Goodwill as of December 31, 2019 $ 13,416,000 $ 442,000 $ 13,858,000 Additions — 6,002,000 6,002,000 Goodwill as of December 31, 2020 $ 13,416,000 $ 6,444,000 $ 19,860,000 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
PROPERTY AND EQUIPMENT, NET | |
Schedule of Property, Plant and equipment | Useful Life In Years 2020 2019 Tooling and equipment 7 - 15 $ 13,465,000 $ 12,351,000 Furniture and other equipment 5 7,379,000 6,111,000 Computer software 5 2,378,000 2,291,000 Leasehold improvements 3 - 6 3,314,000 3,142,000 Equipment under capital lease 5 197,000 431,000 26,733,000 24,326,000 Less accumulated depreciation (18,894,000) (16,864,000) $ 7,839,000 $ 7,462,000 |
Schedule of depreciation expense on property, plant and equipment | Year ended December 31, 2020 2019 2018 Depreciation expense $ 2,139,000 $ 2,223,000 $ 2,121,000 |
AIRCRAFT AND ENGINES HELD FOR_2
AIRCRAFT AND ENGINES HELD FOR LEASE AND LEASE RENTAL REVENUES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
AIRCRAFT AND ENGINES HELD FOR LEASE AND LEASE RENTAL REVENUES | |
Summary of aircraft and engines held for operating leases, net | 2020 2019 Aircraft and engines held for operating leases $ 228,942,000 $ 246,883,000 Less accumulated depreciation (142,098,000) (134,987,000) $ 86,844,000 $ 111,896,000 |
Schedule of total depreciation expense included in cost of leasing in the consolidated statement of operations, excluding amounts for assets leased to AerLine | Year ended December 31, 2020 2019 2018 Depreciation expense $ 19,976,000 $ 27,064,000 $ 27,609,000 |
Schedule of contingent rental fees recognized as revenues related to supplemental rent | Year ended December 31, 2020 2019 2018 Contingent rental fees $ 11,851,000 $ 21,550,000 $ 29,186,000 |
Summary of minimum future annual lease rentals contracted to be received under existing operating leases of flight equipment | 2021 $ 22,819,000 2022 11,045,000 2023 2,022,000 $ 35,886,000 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
FAIR VALUE MEASUREMENTS | |
Schedule of fair value of held-to-maturity securities | Carrying Amount Fair Value $35.0 million Senior Secured Notes $ 3,424,273 $ 3,792,768 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
ACCRUED EXPENSES. | |
Schedule of Accrued expenses | 2020 2019 Accrued compensation and related benefits $ 6,624,000 $ 5,638,000 Accrued legal fees 18,000 2,462,000 Commission fee accrual 103,000 363,000 Accrued federal, state and local taxes and fees 130,000 84,000 Other 1,702,000 1,082,000 $ 8,577,000 $ 9,629,000 |
FINANCING ARRANGEMENTS (Tables)
FINANCING ARRANGEMENTS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Financing arrangements | |
Schedule of outstanding debt obligations | 2020 2019 $110.0 million Wells Fargo Senior Secured Revolving Credit Facility LIBOR plus margin, interest payable monthly, maturity at July 20, 2021 $ — $ — $35.0 million Senior Secured Notes, interest payable with principal monthly, maturity at August 19, 2020 net of debt issuance costs of $72,000 as of December 31, 2019 — 3,352,000 Total — 3,352,000 Less current portion — (3,352,000) Total long-term portion $ — $ — |
Schedule of amortization expense | Year ended December 31, 2020 2019 2018 Amortization expense $ 740,000 $ 803,000 $ 1,020,000 |
Revolving credit agreement | |
Financing arrangements | |
Schedule of interest expense | Year ended December 31, 2020 2019 2018 Interest expense $ 479,000 $ 1,389,000 $ 703,000 |
Senior secured notes | |
Financing arrangements | |
Schedule of interest expense | Year ended December 31, 2020 2019 2018 Interest expense $ 77,000 $ $ 938,000 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
INCOME TAXES | |
Summary of income tax expense (benefit) | Current Deferred Total Year ended December 31, 2020: U.S. federal $ (451,000) $ 271,000 $ (180,000) U.S. state 86,000 301,000 387,000 Foreign 1,993,000 (550,000) 1,443,000 Total income tax expense $ 1,628,000 $ 22,000 $ 1,650,000 Current Deferred Total Year ended December 31, 2019: U.S. federal $ 529,000 $ 1,339,000 $ 1,868,000 U.S. state 1,170,000 (541,000) 629,000 Foreign 3,000 1,664,000 1,667,000 Total income tax expense $ 1,702,000 $ 2,462,000 $ 4,164,000 Current Deferred Total Year ended December 31, 2018: U.S. federal $ 2,516,000 $ (6,882,000) $ (4,366,000) U.S. state 391,000 (496,000) (105,000) Foreign 1,682,000 (438,000) 1,244,000 Total income tax expense (benefit) $ 4,589,000 $ (7,816,000) $ (3,227,000) |
Summary of tax rate reconciliation | 2020 2019 2018 Provision for income tax at the federal statutory rate $ 2,128,000 $ 4,130,000 $ 4,935,000 State taxes 204,000 678,000 (59,000) Permanent differences (748,000) 48,000 (4,260,000) Foreign taxes — (222,000) 145,000 Change in valuation allowance 284,000 — (3,922,000) Other (218,000) (470,000) (66,000) Total income tax expense (benefit) $ 1,650,000 $ 4,164,000 $ (3,227,000) |
Summary of significant components of deferred taxes | 2020 2019 Deferred tax assets: Net operating losses $ 424,000 $ 432,000 Foreign tax credit carryforwards 2,005,000 2,555,000 Inventory basis differences 8,655,000 5,333,000 Deferred rent 83,000 76,000 Maintenance deposit payments 605,000 943,000 Deferred revenue 625,000 1,873,000 Allowance for doubtful accounts 398,000 391,000 Transaction costs — 523,000 Start up costs 973,000 — Intangible assets 410,000 807,000 Accrued expenses 1,070,000 1,232,000 Other 112,000 153,000 Total deferred tax assets $ 15,360,000 14,318,000 Deferred tax liabilities: Fixed assets (6,981,000) (8,320,000) Section 481(a) adjustments (1,784,000) (633,000) Deferred insurance proceeds (603,000) (611,000) Total deferred tax liabilities (9,368,000) (9,564,000) Valuation Allowances (284,000) — Deferred income taxes, net $ 5,708,000 $ 4,754,000 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
EARNINGS PER SHARE | |
Summary of reconciliation of the computation for basic earnings per share | 2020 2019 2018 Income from continuing operations $ 8,482,513 $ 15,499,138 $ 26,725,449 Income from discontinued operations — — 21,260,340 Net income 8,482,513 15,499,138 47,985,789 Income attributable to noncontrolling interest — — 39,132,578 Income attributable to AerSale Corporation 8,482,513 15,499,138 8,853,211 Dividends attributable to preferred stockholders — (34,632,836) (33,577,536) Income (loss) attributable to common shareholders for EPS $ 8,482,513 $ (19,133,698) $ (24,724,325) Weighted-average number of shares outstanding - basic 1,048,196 37,010 37,010 Additional shares from assumed exercise of warrants and contingently issuable shares 67,167 — — Weighted-average number of shares outstanding - diluted 1,115,363 37,010 37,010 Income (loss) per share - basic Income (loss) per share from continuing operations $ 8.09 $ (516.98) $ (185.14) Loss per share from discontinued operations and noncontrolling interest — — (482.90) Income (loss) per share 8.09 (516.98) (668.04) Income (loss) per share - diluted Income (loss) per share from continuing operations 7.61 (516.98) (185.14) Loss per share from discontinued operations and noncontrolling interest — — (482.90) Income (loss) per share $ 7.61 $ (516.98) $ (668.04) |
BUSINESS SEGMENTS (Tables)
BUSINESS SEGMENTS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
BUSINESS SEGMENTS | |
Summary of selected financial information for each segment | Year ended December 31, 2020 2019 2018 Revenues Asset Management Solutions Aircraft $ 53,639,000 $ 98,736,000 $ 95,353,000 Engine 45,072,000 123,088,000 149,819,000 $ 98,711,000 $ 221,824,000 $ 245,172,000 Tech Ops MRO Services $ 103,899,000 $ 69,389,000 $ 38,779,000 Product Sales 6,328,000 12,988,000 6,781,000 110,227,000 82,377,000 45,560,000 Total $ 208,938,000 $ 304,201,000 $ 290,732,000 2020 2019 2018 Gross Profit Asset Management Solutions Aircraft $ 11,914,000 $ 27,592,000 $ 21,708,000 Engine 17,383,000 40,113,000 41,949,000 $ 29,297,000 $ 67,705,000 $ 63,657,000 Tech Ops MRO Services $ 21,883,000 $ 11,125,000 $ 6,818,000 Product Sales 1,609,000 6,219,000 1,694,000 23,492,000 17,344,000 8,512,000 Total $ 52,789,000 $ 85,049,000 $ 72,169,000 2020 2019 Total Assets Asset Management Solutions $ 277,016,000 $ 254,324,000 Tech Ops 108,622,000 88,129,000 Corporate 3,492,000 1,531,000 $ 389,130,000 $ 343,984,000 2020 2019 2018 Total Depreciation and Amortization Expense Asset Management Solutions $ 21,210,000 $ 28,579,000 $ 27,611,000 Tech Ops 2,600,000 1,301,000 865,000 Corporate 413,000 201,000 1,350,000 $ 24,223,000 $ 30,081,000 $ 29,826,000 Total Capital Expenditures Asset Management Solutions $ 5,128,000 $ 36,479,000 $ 7,623,000 Tech Ops 1,965,000 1,500,000 1,033,000 Corporate 172,000 149,000 168,000 $ 7,265,000 $ 38,128,000 $ 8,824,000 |
Summary of reconcilation segment gross profit to net income, continuing operations | 2020 2019 2018 Segment gross profit $ 52,789,000 $ 85,049,000 $ 72,169,000 Selling, general and administrative expenses (55,635,000) (59,814,000) (46,612,000) CARES Act Proceeds 12,693,000 — — Transaction costs 1,436,000 (3,176,000) (51,000) Interest expense, net (1,645,000) (3,007,000) (2,375,000) Other income, net 494,000 611,000 367,000 Income tax benefit (1,649,000) (4,164,000) 3,227,000 Net income from continuing operations $ 8,483,000 $ 15,499,000 $ 26,725,000 |
Summary of revenues and long-lived assets based on the customers' geographic location | Revenues 2020 2019 2018 Domestic $ 92,837,000 $ 105,083,000 $ 135,892,000 Foreign 116,101,000 199,118,000 154,840,000 Total revenues $ 208,938,000 $ 304,201,000 $ 290,732,000 Long-lived assets 2020 2019 Domestic $ 108,796,000 $ 113,966,000 Foreign 34,111,000 39,626,000 Total long-lived assets $ 142,907,000 $ 153,592,000 |
Summary of intersegment revenues | Year ended December 31, 2020 2019 2018 Asset Management Solutions $ 3,346,000 $ 334,000 $ 233,000 Tech Ops 1,650,000 2,015,000 4,055,000 Total intersegment revenues $ 4,996,000 $ 2,349,000 $ 4,288,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
COMMITMENTS AND CONTINGENCIES | |
Summary of future minimum lease payments under non-cancelable operating leases | Operating Leases Year ending December 31: 2021 $ 4,945,000 2022 3,591,000 2023 2,755,000 2024 2,308,000 2025 1,811,000 Thereafter 4,447,000 Total minimum lease payments $ 19,857,000 |
Schedule of expense charged to operations under the operating lease agreements | Year ended December 31, 2020 2019 2018 Rent expense $ 6,294,000 $ 5,597,000 $ 4,299,000 |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
DISCONTINUED OPERATIONS | |
Summary of income from discontinued operations, net of tax | Year Ended December 31, 2018 Charter revenue $ 28,385,000 Charter expenses (19,865,000) Selling, general and administrative (9,693,000) Depreciation (1,659,000) Gain on sale of intangible assets 23,177,000 Other income, net 2,294,000 Loss on deconsolidation (1,380,000) Total income from discontinued operations $ 21,259,000 |
BENEFIT PLANS (Tables)
BENEFIT PLANS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
BENEFIT PLANS | |
Schedule of total nondiscretionary contributions to the plan | Year ended December 31, 2020 2019 2018 Nondiscretionary contributions $ 753,000 $ 875,000 $ 404,000 |
BUSINESS COMBINATIONS (Tables)
BUSINESS COMBINATIONS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Business Acquisition [Line Items] | |
Summary of purchase price allocation | Acquisition Date Fair Values Accounts receivable $ 1,442,000 Deposits, prepaid expenses, and other current assets 22,000 Property and equipment 381,000 Other intangible assets 10,096,000 Goodwill 6,002,000 Accounts payable (134,000) Accrued expenses (833,000) Total purchase price $ 16,976,000 |
Summary of intangible assets acquired | The intangible assets included above consist of the following: Fair Value Trademark and trade name (indefinite lived) $ 200,000 Fair Value FAA part 145 certificate (indefinite lived) $ 796,000 Useful Life In Years Fair Value Customer relationships 10 $ 9,100,000 |
Qwest Air Parts, Inc | |
Business Acquisition [Line Items] | |
Summary of purchase price allocation | Acquisition Date Fair Values Accounts receivable $ 2,714,000 Inventory 3,289,000 Deposits, prepaid expenses, and other current assets 218,000 Property and equipment 567,000 Other intangible assets 10,324,000 Goodwill 13,402,000 Accounts payable (410,000) Accrued expenses (1,151,000) Deferred tax liability (2,872,000) Total purchase price $ 26,081,000 |
Summary of intangible assets acquired | The intangible assets included above consist of the following: Fair Value FAA part 145 certificate (indefinite-lived) $ 724,000 Useful Life In Years Fair Value Customer relationships 10 $ 9,600,000 |
Avborne Component Solutions [Member] | |
Business Acquisition [Line Items] | |
Summary of purchase price allocation | Acquisition Date Fair Values Accounts receivables, net $ 2,680,000 Inventory 5,500,000 Deposits, prepaid expenses and other current assets 211,000 Fixed assets 1,733,000 Deferred tax asset 3,848,000 Intangible assets 10,000,000 Goodwill 63,000 Accounts payable, net (1,249,000) Accrued taxes (37,000) Accrued expenses (465,000) Total purchase price $ 22,284,000 |
Summary of intangible assets acquired | The intangible assets included above consist of the following: Fair Value Trademarks $ 600,000 FAA certificate 7,300,000 Total intangible assets with indefinite lives $ 7,900,000 Useful Life In Years Fair Value Customer relationships 10 $ 2,100,000 Total intangible assets with definite lives $ 2,100,000 |
Summary of unaudited pro forma information | The following unaudited pro forma information presents our consolidated results of operations as if ACT, Qwest and Avborne had been included in our consolidated results since January 1, 2018: Year Ended December 31, (Unaudited) 2020 2019 2018 Revenues $ 208,938,000 $ 324,871,000 $ 333,215,000 Net income from continuing operations $ 8,483,000 $ 21,497,000 $ 34,351,000 Net revenue (loss) attributable to AerSale Corporation common shareholders $ 8,483,000 $ (13,136,000) $ (17,099,000) Earnings (loss) per share attributable to AerSale Corporation - basic $ 8.09 $ (354.93) $ (461.99) Earnings (loss) per share attributable to AerSale Corporation - diluted $ 7.61 $ (354.93) $ (461.99) |
DESCRIPTION OF THE BUSINESS (De
DESCRIPTION OF THE BUSINESS (Details) | Jan. 07, 2020USD ($) | Jun. 10, 2019USD ($) | Nov. 28, 2018USD ($) | Dec. 31, 2020USD ($)facility | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Business acquisitions | ||||||
Certified repair facilities | facility | 6 | |||||
Payments to acquire business | $ 16,975,595 | $ 26,081,080 | $ 22,283,660 | |||
ACT | ||||||
Business acquisitions | ||||||
Payments to acquire business | $ 16,976,000 | |||||
Qwest | ||||||
Business acquisitions | ||||||
Payments to acquire business | $ 26,081,000 | |||||
Avborne | ||||||
Business acquisitions | ||||||
Payments to acquire business | $ 22,284,000 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accounts receivable (Details) - USD ($) | Jun. 09, 2014 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Allowance rollforward | ||||
Balance at beginning of year | $ 1,545,000 | $ 1,528,000 | ||
Provision | 211,696 | 54,939 | $ 618,786 | |
Write-offs | (105,000) | (38,000) | ||
Balance at end of year | 1,652,000 | 1,545,000 | $ 1,528,000 | |
Unbilled receivables, current | $ 615,000 | $ 1,860,000 | ||
Estimated residual value | $ 1,085,000 | |||
Asset impairment | 2,500,000 | |||
Insurance receivable | $ 2,500,000 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Inventory (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Inventory reserves | $ 13,064,000 | $ 4,619,000 |
Inventory scrap losses | $ 587,000 | $ 699,000 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Useful lives, and impairment (Details) - USD ($) | Jul. 01, 2020 | Dec. 31, 2020 |
Property, Plant and Equipment | ||
Estimated useful life (in years) | 2 to 10 years | |
Impairment of goodwill | $ 0 | |
Impairment of indefinite lived intangible | 0 | |
Impairment of long lived held for use | $ 0 | |
Customer relationships | ||
Property, Plant and Equipment | ||
Amortization term (in years) | 10 years | |
Other intangible assets | ||
Property, Plant and Equipment | ||
Impairment of indefinite lived intangible | $ 0 | |
Minimum | ||
Property, Plant and Equipment | ||
Useful life (in years) | 3 years | |
Maximum | ||
Property, Plant and Equipment | ||
Useful life (in years) | 15 years |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Maintenance and Repair Costs (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2018 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Maintenance and repair cost | $ 4,276,000 | |
Amortization period | 18 months | |
Amortization period of deferred maintenance cost | $ 3,753,000 |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Cares Act (Details) - Paycheck Protection Program, Cares Act - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Mar. 04, 2021 | Jun. 08, 2020 | |
Short term debt | |||
Debt instrument, face | $ 5.5 | $ 16.4 | |
Proceeds from short term debt | $ 12.7 |
SIGNIFICANT RISKS AND UNCERTA_2
SIGNIFICANT RISKS AND UNCERTAINTIES (Details) - Customer concentration | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Trade receivables | ||
Concentration risk | ||
Concentration risk (in percent) | 10.00% | |
Revenue | ||
Concentration risk | ||
Concentration risk (in percent) | 17.00% | 18.00% |
REVENUE (Details)
REVENUE (Details) - USD ($) | Jan. 01, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
ASC impact, balance sheet | ||||
Inventory | $ 140,655,000 | $ 94,962,000 | ||
Contract assets | 22,457,000 | 7,925,000 | ||
Retained earnings | 59,246,640 | 50,764,127 | ||
Increase (decrease) customer asset | 14,532,000 | |||
Revenue from contract with customer | 208,938,247 | 304,201,203 | $ 290,732,049 | |
Customer liability | 7,213,000 | |||
Customer liability, currrent | $ 2,594,979 | 7,708,761 | ||
606 adjustment | ||||
ASC impact, balance sheet | ||||
Inventory | (10,535,000) | |||
Contract assets | 11,482,000 | |||
Deferred tax liability | (231,000) | |||
Retained earnings | 716,000 | |||
Revenue from contract with customer | $ (3,557,000) | |||
Cost of sales and operating expenses | (3,343,000) | |||
Adjusted balance | ||||
ASC impact, balance sheet | ||||
Inventory | 45,109,000 | |||
Contract assets | 11,482,000 | |||
Deferred tax liability | (231,000) | |||
Revenue from contract with customer | 304,201,000 | |||
Cost of sales and operating expenses | $ 282,143,000 | |||
Excluded from 6060 | ||||
ASC impact, balance sheet | ||||
Revenue from contract with customer | 300,644,000 | |||
Cost of sales and operating expenses | 278,800,000 | |||
ASC - Revenue from contracts with customers | ||||
ASC impact, balance sheet | ||||
Inventory | 55,644,000 | |||
Retained earnings | $ 34,549,000 | |||
ASC - Revenue from contracts with customers | Adjusted balance | ||||
ASC impact, balance sheet | ||||
Retained earnings | $ 35,265,000 |
REVENUE - Disaggregation (Detai
REVENUE - Disaggregation (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue disaggregation | |||
Revenues | $ 208,938,247 | $ 304,201,203 | $ 290,732,049 |
Product | |||
Revenue disaggregation | |||
Revenues | 49,390,126 | 170,566,047 | 178,580,286 |
Services | |||
Revenue disaggregation | |||
Revenues | 103,898,798 | 69,389,272 | 38,779,350 |
Asset Management Solutions | |||
Revenue disaggregation | |||
Revenues | 98,711,000 | 221,824,000 | 245,172,000 |
Asset Management Solutions | Product | |||
Revenue disaggregation | |||
Revenues | 43,062,000 | 157,578,000 | 171,799,000 |
Asset Management Solutions | USM | |||
Revenue disaggregation | |||
Revenues | 39,959,000 | 87,442,000 | 81,760,000 |
Asset Management Solutions | Whole Asset Sales | |||
Revenue disaggregation | |||
Revenues | 3,103,000 | 70,136,000 | 90,039,000 |
Asset Management Solutions | Leasing | |||
Revenue disaggregation | |||
Revenues | 55,649,000 | 64,246,000 | 73,373,000 |
Tech Ops | |||
Revenue disaggregation | |||
Revenues | 110,227,000 | 82,377,000 | 45,560,000 |
Tech Ops | Product | |||
Revenue disaggregation | |||
Revenues | 6,328,000 | 12,988,000 | 6,781,000 |
Tech Ops | USM | |||
Revenue disaggregation | |||
Revenues | 2,364,000 | 5,489,000 | 4,516,000 |
Tech Ops | Engineered Solutions | |||
Revenue disaggregation | |||
Revenues | 3,964,000 | 7,499,000 | 2,265,000 |
Tech Ops | Services | |||
Revenue disaggregation | |||
Revenues | 103,899,000 | 69,389,000 | 38,779,000 |
Total | |||
Revenue disaggregation | |||
Revenues | 208,938,000 | 304,201,000 | 290,732,000 |
Total | Product | |||
Revenue disaggregation | |||
Revenues | 49,390,000 | 170,566,000 | 178,580,000 |
Total | USM | |||
Revenue disaggregation | |||
Revenues | 42,323,000 | 92,931,000 | 86,276,000 |
Total | Whole Asset Sales | |||
Revenue disaggregation | |||
Revenues | 3,103,000 | 70,136,000 | 90,039,000 |
Total | Engineered Solutions | |||
Revenue disaggregation | |||
Revenues | 3,964,000 | 7,499,000 | 2,265,000 |
Total | Leasing | |||
Revenue disaggregation | |||
Revenues | 55,649,000 | 64,246,000 | 73,373,000 |
Total | Services | |||
Revenue disaggregation | |||
Revenues | $ 103,899,000 | $ 69,389,000 | $ 38,779,000 |
INVENTORY (Details)
INVENTORY (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
INVENTORY | ||
Used servicable materials | $ 63,277,000 | $ 65,335,000 |
Work-in-process | 20,611,000 | 16,832,000 |
Whole assets | 56,767,000 | 12,795,000 |
Inventory, Net, Total | $ 140,655,000 | $ 94,962,000 |
INTANGIBLE ASSETS (Details)
INTANGIBLE ASSETS (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Intangible assets | |||
Goodwill | $ 19,860,168 | $ 13,858,551 | $ 442,000 |
Intangible assets with indefinite lives and goodwill | 30,190,000 | 23,192,000 | |
Impairment of indefinite lived intangible | 0 | ||
Impairment of goodwill | 0 | ||
Tech Ops | |||
Intangible assets | |||
Goodwill | 6,444,000 | 442,000 | 442,000 |
Tech Ops | ACS | |||
Intangible assets | |||
Goodwill | 379,000 | 379,000 | |
Tech Ops | ACS | Certifications | |||
Intangible assets | |||
Intangible assets with indefinite lives excluding goodwill | 710,000 | 710,000 | |
Tech Ops | Avborne Component Solutions | |||
Intangible assets | |||
Goodwill | 63,000 | 63,000 | |
Tech Ops | Avborne Component Solutions | FAA Certificates | |||
Intangible assets | |||
Intangible assets with indefinite lives excluding goodwill | 7,300,000 | 7,300,000 | |
Tech Ops | Avborne Component Solutions | Trademarks | |||
Intangible assets | |||
Intangible assets with indefinite lives excluding goodwill | 600,000 | 600,000 | |
Tech Ops | ACT | |||
Intangible assets | |||
Goodwill | 6,002,000 | ||
Tech Ops | ACT | FAA Certificates | |||
Intangible assets | |||
Intangible assets with indefinite lives excluding goodwill | 796,000 | ||
Tech Ops | ACT | Trademarks | |||
Intangible assets | |||
Intangible assets with indefinite lives excluding goodwill | 200,000 | ||
Asset Management Solutions | |||
Intangible assets | |||
Goodwill | 13,416,000 | 13,416,000 | $ 0 |
Asset Management Solutions | Qwest | Certifications | |||
Intangible assets | |||
Intangible assets with indefinite lives excluding goodwill | $ 724,000 | $ 724,000 |
INTANGIBLE ASSETS - Estimated u
INTANGIBLE ASSETS - Estimated useful lives (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Intangible assets | ||
Total intangible assets with definite lives | $ 18,034,000 | $ 11,041,000 |
Asset Management Solutions | Qwest | Customer relationships | ||
Intangible assets | ||
Useful life (in years) | 10 years | |
Total intangible assets with definite lives | $ 8,083,000 | 9,058,000 |
Tech Ops | ACS | Customer relationships | ||
Intangible assets | ||
Useful life (in years) | 10 years | |
Total intangible assets with definite lives | $ 90,000 | 110,000 |
Tech Ops | Avborne Component Solutions | Customer relationships | ||
Intangible assets | ||
Useful life (in years) | 10 years | |
Total intangible assets with definite lives | $ 1,663,000 | $ 1,873,000 |
Tech Ops | ACT | Customer relationships | ||
Intangible assets | ||
Useful life (in years) | 10 years | |
Total intangible assets with definite lives | $ 8,198,000 |
INTANGIBLE ASSETS - Amortizatio
INTANGIBLE ASSETS - Amortization expense (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
INTANGIBLE ASSETS | |||
Amortization expense | $ 2,108,000 | $ 789,000 | $ 97,000 |
Estimated aggregate amount of amortization expense for intangible assets | |||
2021 | 2,100,000 | ||
2022 | 2,100,000 | ||
2023 | 2,100,000 | ||
2024 | 2,100,000 | ||
2025 | 2,100,000 | ||
2026 | 2,100,000 | ||
2027 | 2,100,000 | ||
2028 | 2,100,000 | ||
2029 | 2,100,000 | ||
2030 | 2,100,000 | ||
Accumulated amortization | $ 2,967,000 | $ 859,000 |
INTANGIBLE ASSETS - Goodwill ac
INTANGIBLE ASSETS - Goodwill activity (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Goodwill activity | ||
Goodwill, Beginning Balance | $ 13,858,551 | $ 442,000 |
Additions | 6,002,000 | 13,416,000 |
Goodwill, Ending Balance | 19,860,168 | 13,858,551 |
Asset Management Solutions | ||
Goodwill activity | ||
Goodwill, Beginning Balance | 13,416,000 | 0 |
Additions | 0 | 13,416,000 |
Goodwill, Ending Balance | 13,416,000 | 13,416,000 |
Tech Ops | ||
Goodwill activity | ||
Goodwill, Beginning Balance | 442,000 | 442,000 |
Additions | 6,002,000 | 0 |
Goodwill, Ending Balance | $ 6,444,000 | $ 442,000 |
PROPERTY AND EQUIPMENT, NET (De
PROPERTY AND EQUIPMENT, NET (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment | ||
Property and equipment, gross | $ 26,733,000 | $ 24,326,000 |
Less accumulated depreciation | (18,894,000) | (16,864,000) |
Property and equipment, net | 7,839,045 | 7,461,792 |
Tooling and equipment | ||
Property, Plant and Equipment | ||
Property and equipment, gross | 13,465,000 | 12,351,000 |
Furniture and other equipment | ||
Property, Plant and Equipment | ||
Property and equipment, gross | $ 7,379,000 | 6,111,000 |
Useful life (in years) | 5 years | |
Computer software | ||
Property, Plant and Equipment | ||
Property and equipment, gross | $ 2,378,000 | 2,291,000 |
Useful life (in years) | 5 years | |
Leasehold improvements | ||
Property, Plant and Equipment | ||
Property and equipment, gross | $ 3,314,000 | 3,142,000 |
Equipment under capital lease | ||
Property, Plant and Equipment | ||
Property and equipment, gross | $ 197,000 | $ 431,000 |
Useful life (in years) | 5 years | |
Minimum | ||
Property, Plant and Equipment | ||
Useful life (in years) | 3 years | |
Minimum | Tooling and equipment | ||
Property, Plant and Equipment | ||
Useful life (in years) | 7 years | |
Minimum | Leasehold improvements | ||
Property, Plant and Equipment | ||
Useful life (in years) | 3 years | |
Maximum | ||
Property, Plant and Equipment | ||
Useful life (in years) | 15 years | |
Maximum | Tooling and equipment | ||
Property, Plant and Equipment | ||
Useful life (in years) | 15 years | |
Maximum | Leasehold improvements | ||
Property, Plant and Equipment | ||
Useful life (in years) | 6 years |
PROPERTY AND EQUIPMENT,NET - De
PROPERTY AND EQUIPMENT,NET - Depreciation expense (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
PROPERTY AND EQUIPMENT, NET | |||
Depreciation expense | $ 2,139,000 | $ 2,223,000 | $ 2,121,000 |
Discontinued operations | |||
PROPERTY AND EQUIPMENT, NET | |||
Depreciation expense | $ 41,000 |
AIRCRAFT AND ENGINES HELD FOR_3
AIRCRAFT AND ENGINES HELD FOR LEASE AND LEASE RENTAL - Components (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Impairment of leased assets | $ 3,035,578 | $ 0 | |
Depreciation expense | 19,976,000 | 27,064,000 | $ 27,609,000 |
Contingent rental fees | $ 11,851,000 | 21,550,000 | 29,186,000 |
Lease term (in years) | 3 years | ||
Aircraft and Engines | |||
Aircraft and engines held for operating leases | $ 228,942,000 | 246,883,000 | |
Accumulated depreciation | (142,098,000) | (134,987,000) | |
Property held for operating leases, net | $ 86,844,000 | $ 111,896,000 | |
Discontinued operations | |||
Aircraft and Engines | |||
Accumulated depreciation | $ (1,659,000) |
AIRCRAFT AND ENGINES HELD FOR_4
AIRCRAFT AND ENGINES HELD FOR LEASE AND LEASE RENTAL - Future payments received (Details) | Dec. 31, 2020USD ($) |
Minimum future annual lease rentals contracted to be received | |
2021 | $ 22,819,000 |
2022 | 11,045,000 |
2023 | 2,022,000 |
Total | $ 35,886,000 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - USD ($) | Dec. 31, 2019 | Sep. 20, 2012 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long term debt | $ 3,351,714 | |
Senior secured notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long term debt | 3,424,273 | |
Debt instrument, face | $ 35,000,000 | |
Senior secured notes | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value | $ 3,792,768 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
ACCRUED EXPENSES. | ||
Accrued compensation and related benefits | $ 6,624,000 | $ 5,638,000 |
Accrued legal fees | 18,000 | 2,462,000 |
Commission fee accrual | 103,000 | 363,000 |
Accrued expenses for federal, state and local taxes payable | 130,000 | 84,000 |
Other | 1,702,000 | 1,082,000 |
Total accrued expenses | $ 8,576,941 | $ 9,629,084 |
FINANCING ARRANGEMENTS (Details
FINANCING ARRANGEMENTS (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Financing arrangements | ||
Long term debt | $ 3,352,000 | |
Long term debt, current | (3,351,714) | |
Debt issuance costs | $ 367,000 | 1,107,000 |
Revolving credit agreement | ||
Financing arrangements | ||
Debt issuance costs | $ 367,000 | 1,035,000 |
Senior secured notes | ||
Financing arrangements | ||
Long term debt | 3,352,000 | |
Long term debt, current | (3,424,273) | |
Debt issuance costs | $ 72,000 |
FINANCING ARRANGEMENTS - Amorti
FINANCING ARRANGEMENTS - Amortization expense (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
FINANCING ARRANGEMENTS | |||
Amortization expense | $ 740,372 | $ 802,280 | $ 1,019,953 |
FINANCING ARRANGEMENTS - Revolv
FINANCING ARRANGEMENTS - Revolving credit facility (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Mar. 12, 2021 | Jul. 20, 2018 | |
Letters of credit | |||||
Financing arrangements | |||||
Maximum borrowing capacity | $ 10,000,000 | ||||
Revolving credit agreement | |||||
Financing arrangements | |||||
Debt instrument, face | 110,000,000 | ||||
Outstanding borrowings | $ 0 | $ 0 | |||
Available borrowing capacity | $ 94,300,000 | ||||
Interest rate | 5.75% | 7.25% | |||
Aggregate amount committed | $ 83,700,000 | $ 150,000,000 | $ 110,000,000 | ||
Interest expense | $ 479,000 | $ 1,389,000 | $ 703,000 | ||
Revolving credit agreement | LIBOR | |||||
Financing arrangements | |||||
Spread on variable rate | 3.50% |
FINANCING ARRANGEMENTS - Senior
FINANCING ARRANGEMENTS - Senior secured notes (Details) - Senior secured notes - USD ($) | Sep. 20, 2012 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Financing arrangements | ||||
Debt instrument, face | $ 35,000,000 | |||
Interest rate | 8.00% | |||
Interest expense | $ 77,000 | $ 516,000 | $ 938,000 | |
Redemption period - 5 days notice | ||||
Financing arrangements | ||||
Redemption price percentage | 100.00% |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Deferred | |||
U.S. federal | $ 271,000 | $ 1,339,000 | $ (6,882,000) |
U.S. state | 301,000 | (541,000) | (496,000) |
Foreign | (550,000) | 1,664,000 | (438,000) |
Deferred Income Tax Expense (Benefit) | 21,611 | 2,461,865 | (7,815,572) |
Current | |||
U.S. federal | (451,000) | 529,000 | 2,516,000 |
U.S. state | 86,000 | 1,170,000 | 391,000 |
Foreign | 1,993,000 | 3,000 | 1,682,000 |
Current Income Tax Expense (Benefit), Total | 1,628,000 | 1,702,000 | 4,589,000 |
Total | |||
U.S. federal | (180,000) | 1,868,000 | (4,366,000) |
U.S. state | 387,000 | 629,000 | (105,000) |
Foreign | 1,443,000 | 1,667,000 | 1,244,000 |
Income tax benefit | 1,649,680 | $ 4,163,663 | (3,227,061) |
Tax from discontinued operations | $ 0 | $ 1,380,102 |
INCOME TAXES - Tax Rate Reconci
INCOME TAXES - Tax Rate Reconciliation (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Tax Rate Reconciliation | |||
U.S. federal statutory income tax rate | 21.00% | 21.00% | |
Provision for income tax at the federal statutory rate | $ 2,128,000 | $ 4,130,000 | $ 4,935,000 |
State taxes | 204,000 | 678,000 | (59,000) |
Permanent differences | (748,000) | 48,000 | (4,260,000) |
Foreign taxes | (222,000) | 145,000 | |
Change in valuation allowance | 284,000 | (3,922,000) | |
Other | (218,000) | (470,000) | (66,000) |
Total income tax expense (benefit) | $ 1,649,680 | $ 4,163,663 | $ (3,227,061) |
INCOME TAXES - Deferred Taxes (
INCOME TAXES - Deferred Taxes (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||
Net operating losses | $ 424,000 | $ 432,000 |
Foreign tax credit carryforwards | 2,005,000 | 2,555,000 |
Inventory basis differences | 8,655,000 | 5,333,000 |
Deferred rent | 83,000 | 76,000 |
Maintenance deposit payments | 605,000 | 943,000 |
Deferred revenue | 625,000 | 1,873,000 |
Allowance for doubtful accounts | 398,000 | 391,000 |
Transaction costs | 523,000 | |
Start up costs | 973,000 | |
Intangible assets | 410,000 | 807,000 |
Accrued expenses | 1,070,000 | 1,232,000 |
Other | 112,000 | 153,000 |
Total deferred tax assets | 15,360,000 | 14,318,000 |
Deferred tax liabilities: | ||
Fixed assets | (6,981,000) | (8,320,000) |
Section 481(a) adjustments | (1,784,000) | (633,000) |
Deferred insurance proceeds | (603,000) | (611,000) |
Total deferred tax liabilities | (9,368,000) | (9,564,000) |
Valuation allowance | (284,000) | |
Deferred income taxes, net | $ 5,708,000 | $ 4,754,000 |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
INCOME TAXES | ||
Operating loss carryforwards | $ 500,000 | $ 600,000 |
Reserve for uncertain tax positions | $ 0 | $ 0 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income from continuing operations | $ 8,482,513 | $ 15,499,138 | $ 26,725,449 |
Income from discontinued operations | 21,260,340 | ||
Net income | 8,482,513 | 15,499,138 | 47,985,789 |
Net loss attributable to non-controlling interests | 39,132,578 | ||
Income attributable to AerSale Corporation | 8,482,513 | 15,499,138 | 8,853,211 |
Dividends attributable to preferred stockholders | (34,632,836) | (33,577,536) | |
Income (loss) attributable to common shareholders for EPS | $ 8,482,513 | $ (19,133,698) | $ (24,724,325) |
Weighted-average number of shares outstanding - basic | 1,048,196 | 37,010 | 37,010 |
Additional shares from assumed exercise of warrants and contingently issuable shares | 67,167 | ||
Weighted-average number of shares outstanding - diluted | 1,115,363 | 37,010 | 37,010 |
Income (loss) per share - basic | |||
Income (loss) per share from continuing operations | $ 8.09 | $ (516.98) | $ (185.14) |
Loss per share from discontinued operations and noncontrolling interest | (482.90) | ||
Earnings (loss) per share - basic | 8.09 | (516.98) | (668.04) |
Income (loss) per share - diluted | |||
Income (loss) per share from continuing operations | 7.61 | (516.98) | (185.14) |
Loss per share from discontinued operations and noncontrolling interest | (482.90) | ||
Earnings (loss) per share - diluted | $ 7.61 | $ (516.98) | $ (668.04) |
Adjustments and rounding | |||
Net income | $ 47,985,789 |
STOCKHOLDERS' EQUITY - 8.65% Cu
STOCKHOLDERS' EQUITY - 8.65% Cumulative Preferred Shares (Details) - Preferred stock | Dec. 22, 2020USD ($)$ / shares | Dec. 31, 2020$ / shares | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Jul. 31, 2020USD ($) | Oct. 31, 2019USD ($) |
Class of Stock [Line Items] | ||||||
Dividend rate | 8.65% | |||||
Recapitalization exchange ratio | 74 | 74 | ||||
Share price | $ / shares | $ 1,000 | |||||
Liquidation preference per share | $ / shares | $ 1,000 | |||||
Accrued dividends | $ 34,633,000 | $ 33,578,000 | ||||
Preference waived | $ 73,175,000 | $ 150,248,000 | ||||
Liquidation preference | $ 293,775,000 | $ 409,390,000 | ||||
Outstanding principal amount | $ 200,000,000 | |||||
Cumulative unpaid dividends | 21,161,000 | |||||
Payments for settlement on consummation of the Merger | $ 13,051,000 | |||||
Conversion price per share | $ / shares | $ 10 |
STOCKHOLDERS' EQUITY - Common S
STOCKHOLDERS' EQUITY - Common Stock (Details) | Dec. 21, 2020Vote | Dec. 31, 2020$ / sharesshares | Dec. 22, 2020$ / shares | Dec. 31, 2019$ / sharesshares |
Class of Stock [Line Items] | ||||
Par value per share | $ / shares | $ 0.0001 | $ 0.0001 | ||
Shares authorized | 200,000,000 | 200,000,000 | ||
Shares issued | 41,046,216 | 5,285,054 | ||
Shares outstanding | 41,046,216 | 5,285,054 | ||
AerSale Aviation | ||||
Class of Stock [Line Items] | ||||
Number of votes per common share | Vote | 1 | |||
Merger consideration per share | $ / shares | $ 10 |
STOCKHOLDERS' EQUITY - Stock Ap
STOCKHOLDERS' EQUITY - Stock Appreciation Rights ("SARs") (Details) - AerSale Aviation - SARs | Dec. 22, 2020USD ($) |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares issued to SAR holders | $ 1,042,000 |
Executive compensation recognized | $ 1,379,000 |
STOCKHOLDERS' EQUITY - Earn-Out
STOCKHOLDERS' EQUITY - Earn-Out Shares (Details) | Jan. 01, 2021shares | Dec. 22, 2020D$ / sharesshares |
Class of Stock [Line Items] | ||
Number of earn-out shares issuable | shares | 1,855,634 | |
Percentage of minimum voting power considered for approval of liquidation or dissolution | 50.00% | |
Minimum liquidation event consideration when all of the Minimum Target Earn-out Shares will be deemed issued and outstanding | $ / shares | $ 13.50 | |
Minimum liquidation event consideration when all of the remaining Earn-out Shares not yet issued will be deemed issued and outstanding | $ / shares | 15 | |
If the closing price per share of the Company's common stock is greater than $13.50 | ||
Class of Stock [Line Items] | ||
Stock price trigger for issuance of earn-out shares | $ / shares | $ 13.50 | |
Number of trading days considered for issuance of earn-out shares | D | 20 | |
Number of consecutive trading days considered for issuance of earn-out shares | D | 30 | |
Minimum Target Earn-out Shares, Percentage | 50.00% | |
If the closing price per share of the Company's common stock is greater than $15.00 | ||
Class of Stock [Line Items] | ||
Stock price trigger for issuance of earn-out shares | $ / shares | $ 15 | |
Number of trading days considered for issuance of earn-out shares | D | 20 | |
Number of consecutive trading days considered for issuance of earn-out shares | D | 30 | |
Monocle's founder shareholders | ||
Class of Stock [Line Items] | ||
Number of earn-out shares issuable | shares | 746,876 | |
AerSale Aviation | Pre-closing holders of AerSale Aviation's common stock and the holders of In-the-Money SARs | Maximum | ||
Class of Stock [Line Items] | ||
Number of earn-out shares issuable | shares | 3,000,000 |
STOCKHOLDERS' EQUITY - Unvested
STOCKHOLDERS' EQUITY - Unvested Founder Shares (Details) | 12 Months Ended |
Dec. 31, 2021$ / sharesshares | |
If the closing price per share of the Company's common stock is greater than $13.50 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Issuance Of Unvested Founder Shares, Stock Price Trigger | $ 13.50 |
If the closing price per share of the Company's common stock is greater than $15.00 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Issuance Of Unvested Founder Shares, Stock Price Trigger | $ 15 |
Pre-closing holders of AerSale Aviation's common stock | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unvested Founder Shares, Number of Shares Deferred for Vesting | shares | 700,000 |
STOCKHOLDERS' EQUITY - Warrants
STOCKHOLDERS' EQUITY - Warrants (Details) | Dec. 31, 2020$ / sharesshares |
STOCKHOLDERS' EQUITY | |
Number of shares of common stock called by each warrant | 1 |
Exercise price of warrants | $ / shares | $ 11.50 |
Number of warrants outstanding | 18,000,000 |
BUSINESS SEGMENTS (Details)
BUSINESS SEGMENTS (Details) | 12 Months Ended |
Dec. 31, 2020segment | |
BUSINESS SEGMENTS | |
Number of business segments | 2 |
BUSINESS SEGMENTS - Selected fi
BUSINESS SEGMENTS - Selected financial information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Segments | |||
Revenue from contract with customer | $ 208,938,247 | $ 304,201,203 | $ 290,732,049 |
Revenues | 208,938,247 | 304,201,000 | 290,732,000 |
Gross profit | 52,789,145 | 85,048,759 | 72,168,805 |
Total assets | 389,129,692 | 343,984,256 | |
Depreciation and amortization | 24,222,907 | 30,080,936 | 29,826,222 |
Product | |||
Segments | |||
Revenue from contract with customer | 49,390,126 | 170,566,047 | 178,580,286 |
Services | |||
Segments | |||
Revenue from contract with customer | 103,898,798 | 69,389,272 | 38,779,350 |
Asset Management Solutions | |||
Segments | |||
Revenue from contract with customer | 98,711,000 | 221,824,000 | 245,172,000 |
Asset Management Solutions | Product | |||
Segments | |||
Revenue from contract with customer | 43,062,000 | 157,578,000 | 171,799,000 |
Asset Management Solutions | Whole asset sales | |||
Segments | |||
Revenues | 53,639,000 | 98,736,000 | 95,353,000 |
Gross profit | 11,914,000 | 27,592,000 | 21,708,000 |
Asset Management Solutions | Engine | |||
Segments | |||
Revenues | 45,072,000 | 123,088,000 | 149,819,000 |
Gross profit | 17,383,000 | 40,113,000 | 41,949,000 |
Tech Ops | |||
Segments | |||
Revenue from contract with customer | 110,227,000 | 82,377,000 | 45,560,000 |
Tech Ops | Product | |||
Segments | |||
Revenue from contract with customer | 6,328,000 | 12,988,000 | 6,781,000 |
Revenues | 6,328,000 | 12,988,000 | 6,781,000 |
Gross profit | 1,609,000 | 6,219,000 | 1,694,000 |
Tech Ops | Services | |||
Segments | |||
Revenue from contract with customer | 103,899,000 | 69,389,000 | 38,779,000 |
Tech Ops | MRO services | |||
Segments | |||
Revenues | 103,899,000 | 69,389,000 | 38,779,000 |
Gross profit | 21,883,000 | 11,125,000 | 6,818,000 |
Total | |||
Segments | |||
Gross profit | 52,789,000 | 85,048,759 | 72,168,805 |
Corporate | |||
Segments | |||
Total assets | 3,492,000 | 1,531,000 | |
Operating segments | |||
Segments | |||
Depreciation and amortization | 24,222,907 | 30,080,936 | 29,826,222 |
Operating segments | Asset Management Solutions | |||
Segments | |||
Gross profit | 29,297,000 | 67,705,000 | |
Total assets | 277,016,000 | 254,324,000 | |
Depreciation and amortization | 21,210,000 | 28,579,000 | 27,611,000 |
Operating segments | Asset Management Solutions | Product | |||
Segments | |||
Revenues | 98,711,000 | 221,824,000 | 245,172,000 |
Operating segments | Tech Ops | |||
Segments | |||
Revenues | 110,227,000 | 82,377,000 | 45,560,000 |
Gross profit | 23,492,000 | 17,344,000 | 8,512,000 |
Total assets | 108,622,000 | 88,129,000 | |
Depreciation and amortization | 2,600,000 | 1,301,000 | 865,000 |
Operating segments | Total | |||
Segments | |||
Gross profit | 63,657,000 | ||
Operating segments | Corporate | |||
Segments | |||
Depreciation and amortization | $ 413,000 | $ 201,000 | $ 1,350,000 |
BUSINESS SEGMENTS - Capital exp
BUSINESS SEGMENTS - Capital expenditures (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Capital expenditures | |||
Acquisition of aircraft and engines held for lease | $ 5,127,892 | $ 36,478,888 | $ 7,589,143 |
Purchase of property and equipment | 2,137,219 | 1,648,618 | 1,235,182 |
Operating segments | |||
Capital expenditures | |||
Acquisition of aircraft and engines held for lease | 5,128,000 | 36,479,000 | 7,623,000 |
Purchase of property and equipment | 1,965,000 | 1,500,000 | 1,033,000 |
Capital expenditures | 7,265,000 | 38,128,000 | 8,824,000 |
Operating segments | Corporate | |||
Capital expenditures | |||
Purchase of property and equipment | $ 172,000 | $ 149,000 | $ 168,000 |
BUSINESS SEGMENTS - Gross profi
BUSINESS SEGMENTS - Gross profit to net income (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Segment gross profit | $ 52,789,145 | $ 85,048,759 | $ 72,168,805 |
Selling, general and administrative expenses | (55,634,855) | (59,813,607) | (46,611,982) |
CARES Act Proceeds | 12,693,000 | ||
Transaction costs | 1,436,000 | (3,176,000) | (51,000) |
Interest expense, net | (1,644,969) | (3,006,663) | (2,374,881) |
Other income, net | 494,465 | 611,109 | 367,806 |
Income tax (expense) benefit | (1,649,680) | (4,163,663) | 3,227,061 |
Net income from continuing operations | $ 8,482,513 | $ 15,499,138 | $ 26,725,449 |
BUSINESS SEGMENTS - Geographic
BUSINESS SEGMENTS - Geographic (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenues | $ 208,938,247 | $ 304,201,203 | $ 290,732,049 |
Revenues | 208,938,247 | 304,201,000 | 290,732,000 |
Total long-lived assets | 142,907,000 | 153,592,000 | |
Domestic | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues | 92,837,000 | 105,083,000 | 135,892,000 |
Total long-lived assets | 108,796,000 | 113,966,000 | |
Foreign | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues | 116,101,000 | 199,118,000 | $ 154,840,000 |
Total long-lived assets | $ 34,111,000 | $ 39,626,000 |
BUSINESS SEGMENTS - Additional
BUSINESS SEGMENTS - Additional information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue, Major Customer [Line Items] | |||
Revenue from contract with customer | $ 208,938,247 | $ 304,201,203 | $ 290,732,049 |
Customer concentration | Revenue | |||
Revenue, Major Customer [Line Items] | |||
Concentration risk (in percent) | 17.00% | 18.00% | |
Revenue from contract with customer | $ 49,085,000 | $ 53,687,000 | |
Customer concentration | Sales | |||
Revenue, Major Customer [Line Items] | |||
Concentration risk (in percent) | 10.00% | 10.00% |
BUSINESS SEGMENTS - Intersegmen
BUSINESS SEGMENTS - Intersegment revenues (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Segment Reporting Information [Line Items] | |||
Revenue from contract with customer | $ 208,938,247 | $ 304,201,203 | $ 290,732,049 |
Intersegment | |||
Segment Reporting Information [Line Items] | |||
Revenue from contract with customer | 4,996,000 | 2,349,000 | 4,288,000 |
Asset Management Solutions | |||
Segment Reporting Information [Line Items] | |||
Revenue from contract with customer | 98,711,000 | 221,824,000 | 245,172,000 |
Asset Management Solutions | Intersegment | |||
Segment Reporting Information [Line Items] | |||
Revenue from contract with customer | 3,346,000 | 334,000 | 233,000 |
Tech Ops | |||
Segment Reporting Information [Line Items] | |||
Revenue from contract with customer | 110,227,000 | 82,377,000 | 45,560,000 |
Tech Ops | Intersegment | |||
Segment Reporting Information [Line Items] | |||
Revenue from contract with customer | $ 1,650,000 | $ 2,015,000 | $ 4,055,000 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details) | 12 Months Ended |
Dec. 31, 2020 | |
COMMITMENTS AND CONTINGENCIES | |
Employment agreements term | 3 years |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Future minimum lease payments under non-cancelable operating leases (Details) | Dec. 31, 2020USD ($) |
Future minimum lease payments under non-cancelable operating leases | |
2021 | $ 4,945,000 |
2022 | 3,591,000 |
2023 | 2,755,000 |
2024 | 2,308,000 |
2025 | 1,811,000 |
Thereafter | 4,447,000 |
Total minimum lease payments | $ 19,857,000 |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES - Expense charged to operations under the operating lease agreements (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
COMMITMENTS AND CONTINGENCIES | |||
Rent expense | $ 6,294,000 | $ 5,597,000 | $ 4,299,000 |
RELATED-PARTY TRANSACTIONS (Det
RELATED-PARTY TRANSACTIONS (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
RELATED-PARTY TRANSACTIONS | |||
Total management fees paid | $ 0 | $ 557,000 | $ 550,000 |
DISCONTINUED OPERATIONS (Detail
DISCONTINUED OPERATIONS (Details) - Discontinued operations | Aug. 31, 2018USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Consideration for sale of business | $ 5,000,000 |
Percentage of ownership interest acquired as consideration for sale of business | 9.99% |
DISCONTINUED OPERATIONS - Incom
DISCONTINUED OPERATIONS - Income from discontinued operations, net of tax (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2018 | |
Income from discontinued operations, net of tax | ||
Loss on deconsolidation of discontinued operations | $ 0 | $ (1,380,102) |
Discontinued operations | ||
Income from discontinued operations, net of tax | ||
Charter revenue | 28,385,000 | |
Charter expenses | (19,865,000) | |
Selling, general and administrative | (9,693,000) | |
Depreciation | (1,659,000) | |
Gain on sale of intangible assets | 23,177,000 | |
Other income, net | 2,294,000 | |
Loss on deconsolidation of discontinued operations | (1,380,000) | |
Total income from discontinued operations | $ 21,259,000 |
DISCONTINUED OPERATIONS - Addit
DISCONTINUED OPERATIONS - Additional information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | |
Related Party Transaction [Line Items] | |||
Amounts due from related party, current | $ 474,257 | $ 6,130,990 | |
Amounts due from related party, long term | 5,449,739 | 5,449,739 | |
AerLine Holdings | |||
Related Party Transaction [Line Items] | |||
Rental income | $ 2,419,000 | ||
Amounts due from related party | 5,924,000 | 11,581,000 | |
Amounts due from related party, current | 474,000 | 6,131,000 | |
Amounts due from related party, long term | $ 5,450,000 | $ 5,450,000 | |
AerLine Holdings | Minimum | |||
Related Party Transaction [Line Items] | |||
Lease term | 24 months | ||
AerLine Holdings | Maximum | |||
Related Party Transaction [Line Items] | |||
Lease term | 60 months | ||
AerLine Holdings | Interest income | |||
Related Party Transaction [Line Items] | |||
Interest income from related party | 850,000 | ||
AerLine Holdings | Shared services agreements | |||
Related Party Transaction [Line Items] | |||
Revenue from related party | 583,000 | ||
AerLine Holdings | Goods and Services Agreements | |||
Related Party Transaction [Line Items] | |||
Revenue from related party | $ 3,813,000 |
BENEFIT PLANS (Details)
BENEFIT PLANS (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
BENEFIT PLANS | |||
Percentage of nondiscretionary Safe Harbor contributions | 3.00% | ||
Nondiscretionary contributions | $ 753,000 | $ 875,000 | $ 404,000 |
BUSINESS COMBINATIONS - Reverse
BUSINESS COMBINATIONS - Reverse Merger (Details) - USD ($) | Jan. 01, 2021 | Dec. 22, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||||
Cash consideration | $ 16,975,595 | $ 26,081,080 | $ 22,283,660 | ||
Number of earn-out shares issuable | 1,855,634 | ||||
Amended and Restated Merger Agreement | |||||
Business Acquisition [Line Items] | |||||
Cash proceeds from merger | $ 48,608,000 | ||||
AerSale Aviation | |||||
Business Acquisition [Line Items] | |||||
Consideration for acquiring shares | 317,156,260 | ||||
Cash consideration | $ 13,051,000 | ||||
Consideration (in shares) | 30,410,540 | ||||
Share price | $ 10 | ||||
Pre-closing holders of AerSale Aviation's common stock and the holders of In-the-Money SARs | Maximum | AerSale Aviation | |||||
Business Acquisition [Line Items] | |||||
Number of earn-out shares issuable | 3,000,000 |
BUSINESS COMBINATIONS - ACT Acq
BUSINESS COMBINATIONS - ACT Acquisition (Details) - USD ($) | Jan. 07, 2020 | Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||||
Cash consideration | $ 16,975,595 | $ 26,081,080 | $ 22,283,660 | ||
ACT | |||||
Business Acquisition [Line Items] | |||||
Cash consideration | $ 16,976,000 | ||||
Revenues from operations since acquisition | $ 6,532,000 | ||||
Income from operations since acquisition | $ 700,000 |
BUSINESS COMBINATIONS - ACT Pur
BUSINESS COMBINATIONS - ACT Purchase price allocation (Details) - USD ($) | Dec. 31, 2020 | Jan. 07, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Acquisition Date Fair Values | ||||
Goodwill | $ 19,860,168 | $ 13,858,551 | $ 442,000 | |
ACT | ||||
Acquisition Date Fair Values | ||||
Accounts receivable | $ 1,442,000 | |||
Deposits, prepaid expenses and other current assets | 22,000 | |||
Property and equipment | 381,000 | |||
Other intangible assets | 10,096,000 | |||
Goodwill | 6,002,000 | |||
Accounts payable | (134,000) | |||
Accrued expenses | (833,000) | |||
Total purchase price | $ 16,976,000 |
BUSINESS COMBINATIONS - ACT Int
BUSINESS COMBINATIONS - ACT Intangible assets (Details) - ACT | Jan. 07, 2020USD ($) |
Customer relationships | |
Finite And Indefinite Lived Intangible Assets Acquired As Part Of Business Combination [Line Items] | |
Fair value of finite intangible assets acquired | $ 9,100,000 |
Useful Life In Years | 10 years |
Trademarks | |
Finite And Indefinite Lived Intangible Assets Acquired As Part Of Business Combination [Line Items] | |
Fair value of indefinite intangible assets acquired | $ 200,000 |
FAA part 145 certificate (indefinite lived) | |
Finite And Indefinite Lived Intangible Assets Acquired As Part Of Business Combination [Line Items] | |
Fair value of indefinite intangible assets acquired | $ 796,000 |
BUSINESS COMBINATIONS - Qwest A
BUSINESS COMBINATIONS - Qwest Acquisition (Details) - Qwest Air Parts, Inc - USD ($) | Jun. 10, 2019 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||
Consideration for acquiring shares | $ 26,081,000 | |
Revenues from operations since acquisition | $ 10,396,000 | |
Income from operations since acquisition | $ 1,815,000 |
BUSINESS COMBINATIONS - Purchas
BUSINESS COMBINATIONS - Purchase price allocation (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 10, 2019 | Dec. 31, 2018 |
Acquisition Date Fair Values | ||||
Goodwill | $ 19,860,168 | $ 13,858,551 | $ 442,000 | |
Qwest Air Parts, Inc | ||||
Acquisition Date Fair Values | ||||
Accounts receivables, net | $ 2,714,000 | |||
Inventory | 3,289,000 | |||
Deposits, prepaid expenses and other current assets | 218,000 | |||
Property and equipment | 567,000 | |||
Other intangible assets | 10,324,000 | |||
Goodwill | 13,402,000 | |||
Accounts payable | (410,000) | |||
Accrued expenses | (1,151,000) | |||
Deferred tax liability | (2,872,000) | |||
Total purchase price | $ 26,081,000 |
BUSINESS COMBINATIONS - Intangi
BUSINESS COMBINATIONS - Intangible assets (Details) | Jun. 10, 2019USD ($) |
FAA part 145 certificate (indefinite lived) | Qwest Air Parts, Inc | |
Acquired Indefinite-lived Intangible Assets [Line Items] | |
Fair value of indefinite intangible assets acquired | $ 724,000 |
BUSINESS COMBINATIONS - Intan_2
BUSINESS COMBINATIONS - Intangible assets included (Details) - Customer relationships - Qwest Air Parts, Inc | Jun. 10, 2019USD ($) |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair value of definite intangible assets acquired | $ 9,600,000 |
Useful Life In Years | 10 years |
BUSINESS COMBINATIONS - Avborne
BUSINESS COMBINATIONS - Avborne Acquisition (Details) - Avborne Component Solutions - USD ($) | Nov. 28, 2018 | Dec. 31, 2018 |
Business Acquisition [Line Items] | ||
Consideration for acquiring shares | $ 22,284,000 | |
Revenues from operations since acquisition | $ 1,829,000 | |
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | $ 69,000 |
BUSINESS COMBINATIONS - Purch_2
BUSINESS COMBINATIONS - Purchase price allocations (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Nov. 28, 2018 |
Acquisition Date Fair Values | ||||
Goodwill | $ 19,860,168 | $ 13,858,551 | $ 442,000 | |
Avborne Component Solutions | ||||
Acquisition Date Fair Values | ||||
Accounts receivable | $ 2,680,000 | |||
Inventory | 5,500,000 | |||
Deposits, prepaid expenses and other current assets | 211,000 | |||
Fixed assets | 1,733,000 | |||
Deferred tax asset | 3,848,000 | |||
Intangible assets | 10,000,000 | |||
Goodwill | 63,000 | |||
Accounts payable, net | (1,249,000) | |||
Accrued taxes | (37,000) | |||
Accrued expenses | (465,000) | |||
Total purchase price | $ 22,284,000 |
BUSINESS COMBINATIONS - Intan_3
BUSINESS COMBINATIONS - Intangible assets with indefinite lives (Details) - Avborne Component Solutions | Nov. 28, 2018USD ($) |
Acquired Indefinite-lived Intangible Assets [Line Items] | |
Fair value of indefinite intangible assets acquired | $ 7,900,000 |
Trademarks | |
Acquired Indefinite-lived Intangible Assets [Line Items] | |
Fair value of indefinite intangible assets acquired | 600,000 |
FAA part 145 certificate (indefinite lived) | |
Acquired Indefinite-lived Intangible Assets [Line Items] | |
Fair value of indefinite intangible assets acquired | $ 7,300,000 |
BUSINESS COMBINATIONS - Intan_4
BUSINESS COMBINATIONS - Intangible assets with definite lives (Details) - Avborne Component Solutions | Nov. 28, 2018USD ($) |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair value of finite intangible assets acquired | $ 2,100,000 |
Customer relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair value of finite intangible assets acquired | $ 2,100,000 |
Useful Life In Years | 10 years |
BUSINESS COMBINATIONS - Unaudit
BUSINESS COMBINATIONS - Unaudited pro forma informations (Details) - Avborne Component Solutions - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Revenues | $ 208,938,000 | $ 324,871,000 | $ 333,215,000 |
Net income from continuing operations | 8,483,000 | 21,497,000 | 34,351,000 |
Net revenue (loss) attributable to AerSale Corporation common shareholders | $ 8,483,000 | $ (13,136,000) | $ (17,099,000) |
Earnings (loss) per share attributable to AerSale Corporation - basic | $ 8.09 | $ (354.93) | $ (461.99) |
Earnings (loss) per share attributable to AerSale Corporation - diluted | $ 7.61 | $ (354.93) | $ (461.99) |
SELECTED QUARTERLY DATA (UNAUDI
SELECTED QUARTERLY DATA (UNAUDITED) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
SELECTED QUARTERLY DATA (UNAUDITED) | |||
Revenue | $ 208,938,247 | $ 304,201,000 | $ 290,732,000 |
Gross profit | 52,789,145 | 85,048,759 | 72,168,805 |
Net loss attributable to AerSale Corp. | 8,482,513 | 15,499,138 | 8,853,211 |
Cumulative undeclared dividends attributable to preferred stockholders | 34,632,836 | 33,577,536 | |
Net income (loss) attributable to common shareholders | $ 8,482,513 | $ (19,133,698) | $ (24,724,325) |
Earnings (loss) per share - basic | $ 8.09 | $ (516.98) | $ (668.04) |
Earnings (loss) per share - diluted | $ 7.61 | $ (516.98) | $ (668.04) |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - Subsequent Event | Feb. 23, 2021shares |
2020 Equity Incentive Plan | |
Subsequent Event [Line Items] | |
Shares issuable | 4,200,000 |
2020 Employee Stock Purchase Plan | |
Subsequent Event [Line Items] | |
Shares issuable under employee stock pruchase plan | 500,000 |