Cover
Cover - shares | 3 Months Ended | |
Jun. 30, 2023 | Jul. 31, 2023 | |
Document Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-35476 | |
Entity Registrant Name | Air T, Inc. | |
Entity Incorporation, State | DE | |
Entity Tax Identification Number | 52-1206400 | |
Entity Address, Street Address | 11020 David Taylor Drive, Suite 305 | |
Entity Address, City | Charlotte | |
Entity Address, State | NC | |
Entity Address, Zip Code | 28262 | |
City Area Code | 980 | |
Local Phone Number | 595 – 2840 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 2,817,754 | |
Entity Central Index Key | 0000353184 | |
Current Fiscal Year End Date | --03-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Common Stock | ||
Document Information | ||
Title of each class | Common Stock | |
Trading Symbol(s) | AIRT | |
Name of each exchange on which registered | NASDAQ | |
Alpha Income Preferred Securities (also referred to as 8% Cumulative Capital Securities) (“TruPs”)* | ||
Document Information | ||
Title of each class | Alpha Income Preferred Securities (also referred to as 8% Cumulative Capital Securities) (“TruPs”)* | |
Trading Symbol(s) | AIRTP | |
Name of each exchange on which registered | NASDAQ |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Operating Revenues: | ||
Total revenue | $ 71,431 | $ 50,862 |
Operating Expenses: | ||
General and administrative | 12,754 | 11,779 |
Depreciation and amortization | 690 | 861 |
Operating expenses | 70,773 | 50,028 |
Operating Income | 658 | 834 |
Non-operating (Expense) Income: | ||
Interest expense | (1,808) | (1,822) |
Income from equity method investments | 691 | 532 |
Other | 643 | (154) |
Nonoperating income (expense) | (474) | (1,444) |
Income (Loss) before income taxes | 184 | (610) |
Income Tax Expense | 211 | 192 |
Net Loss | (27) | (802) |
Net Income Attributable to Non-controlling Interests | (504) | (631) |
Net Loss Attributable to Air T, Inc. Stockholders | $ (531) | $ (1,433) |
Loss per share (Note 6) | ||
Basic (in dollars per share) | $ (0.19) | $ (0.50) |
Diluted (in dollars per share) | $ (0.19) | $ (0.50) |
Weighted Average Shares Outstanding: | ||
Basic (in shares) | 2,818 | 2,866 |
Diluted (in shares) | 2,818 | 2,866 |
Overnight air cargo | ||
Operating Revenues: | ||
Total revenue | $ 27,728 | $ 20,564 |
Operating Expenses: | ||
Cost of Revenue | 23,712 | 18,071 |
Depreciation and amortization | 85 | 20 |
Operating Income | 1,935 | 1,077 |
Ground equipment sales | ||
Operating Revenues: | ||
Total revenue | 11,787 | 5,815 |
Operating Expenses: | ||
Cost of Revenue | 10,338 | 4,432 |
Depreciation and amortization | 34 | 49 |
Operating Income | (85) | 142 |
Commercial jet engines and parts | ||
Operating Revenues: | ||
Total revenue | 29,846 | 22,855 |
Operating Expenses: | ||
Cost of Revenue | 23,279 | 14,885 |
Depreciation and amortization | 190 | 434 |
Operating Income | 1,478 | 3,074 |
Corporate and other | ||
Operating Revenues: | ||
Total revenue | 2,070 | 1,628 |
Operating Expenses: | ||
Depreciation and amortization | 381 | 358 |
Operating Income | $ (2,670) | $ (3,459) |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net Loss | $ (27) | $ (802) |
Foreign currency translation loss | (65) | (529) |
Unrealized gain on interest rate swaps | 24 | 475 |
Reclassification of interest rate swaps into earnings | (192) | 17 |
Total Other Comprehensive Loss | (233) | (37) |
Total Comprehensive Loss | (260) | (839) |
Comprehensive Income Attributable to Non-controlling Interests | (504) | (631) |
Comprehensive Loss Attributable to Air T, Inc. Stockholders | $ (764) | $ (1,470) |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2023 | Mar. 31, 2023 |
Current Assets: | ||
Cash and cash equivalents | $ 5,659 | $ 5,806 |
Marketable securities | 365 | 0 |
Restricted cash | 762 | 1,284 |
Restricted investments | 1,634 | 2,161 |
Accounts receivable, net of allowance for doubtful accounts of $1,295 and $1,160 | 32,004 | 27,218 |
Income tax receivable | 223 | 536 |
Inventories, net | 64,406 | 71,125 |
Employee retention credit receivable | 0 | 940 |
Other current assets | 7,793 | 7,487 |
Total Current Assets | 112,846 | 116,557 |
Assets on lease or held for lease, net of accumulated depreciation of $38 and $223 | 16 | 83 |
Property and equipment, net of accumulated depreciation of $6,946 and $6,624 | 21,488 | 21,439 |
Intangible assets, net of accumulated amortization of $4,493 and $4,191 | 11,834 | 12,103 |
Right-of-use ("ROU") assets | 12,133 | 11,666 |
Equity method investments | 13,954 | 13,230 |
Goodwill | 10,560 | 10,563 |
Other assets | 4,365 | 3,921 |
Total Assets | 187,196 | 189,562 |
Current Liabilities: | ||
Accounts payable | 10,580 | 10,449 |
Income tax payable | 0 | 304 |
Accrued expenses and other (Note 4) | 14,643 | 13,133 |
Current portion of long-term debt | 22,721 | 38,736 |
Short-term lease liability | 1,832 | 1,664 |
Total Current Liabilities | 49,776 | 64,286 |
Long-term debt | 98,537 | 86,349 |
Deferred income tax liabilities, net | 2,581 | 2,417 |
Long-term lease liability | 11,011 | 10,771 |
Other non-current liabilities | 47 | 47 |
Total Liabilities | 161,952 | 163,870 |
Redeemable non-controlling interest | 12,837 | 12,710 |
Commitments and contingencies (Note 16) | ||
Equity: | ||
Preferred stock, $1.00 par value, 2,000,000 shares authorized | 0 | 0 |
Common stock, $.25 par value; 4,000,000 shares authorized, 3,026,495 and 3,026,495 shares issued, 2,817,754 and 2,818,374 shares outstanding | 757 | 757 |
Treasury stock, 208,741 shares at $19.63 and 208,121 shares at $19.62 | (4,098) | (4,083) |
Additional paid-in capital | 807 | 728 |
Retained earnings | 13,289 | 13,686 |
Accumulated other comprehensive income | 583 | 816 |
Total Air T, Inc. Stockholders' Equity | 11,338 | 11,904 |
Non-controlling Interests | 1,069 | 1,078 |
Total Equity | 12,407 | 12,982 |
Total Liabilities and Equity | $ 187,196 | $ 189,562 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parentheticals) - USD ($) $ in Thousands | Jun. 30, 2023 | Mar. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 1,295 | $ 1,160 |
Assets on lease, accumulated depreciation | 38 | 223 |
Property and equipment, accumulated depreciation | 6,946 | 6,624 |
Intangible assets, accumulated amortization | $ 4,493 | $ 4,191 |
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock, shares authorized (in shares) | 2,000,000 | 2,000,000 |
Common stock par value (in dollars per share) | $ 0.25 | $ 0.25 |
Common stock, shares authorized (in shares) | 4,000,000 | 4,000,000 |
Common stock, shares issued (in shares) | 3,026,495 | 3,026,495 |
Common stock, shares outstanding (in shares) | 2,817,754 | 2,818,374 |
Treasury stock (in shares) | 208,741 | 208,121 |
Treasury stock average price (in dollars per share) | $ 19.63 | $ 19.62 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (27) | $ (802) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 690 | 861 |
Income from equity method investments | (691) | (532) |
Other | 479 | 272 |
Change in operating assets and liabilities: | ||
Accounts receivable | (4,921) | 3,718 |
Inventories | 6,751 | (7,844) |
Accounts payable | 131 | 1,640 |
Accrued expenses | 1,424 | 700 |
Employee retention credit receivable | 940 | 1,449 |
Other | (1,292) | (1,993) |
Net cash provided by (used in) operating activities | 3,484 | (2,531) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Investment in unconsolidated entities | (417) | (880) |
Capital expenditures related to property & equipment | (404) | (351) |
Capital expenditures related to assets on lease or held for lease | 0 | (20) |
Other | 800 | 191 |
Net cash used in investing activities | (21) | (1,060) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from lines of credit | 34,186 | 29,839 |
Payments on lines of credit | (36,820) | (30,583) |
Proceeds from term loan | 0 | 6,177 |
Payments on term loan | (1,261) | (836) |
Other | (181) | (24) |
Net cash (used in) provided by financing activities | (4,076) | 4,573 |
Effect of foreign currency exchange rates on cash and cash equivalents | (56) | 173 |
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | (669) | 1,155 |
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF PERIOD | 7,090 | 8,368 |
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD | $ 6,421 | $ 9,523 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Non-controlling Interests | ||
Balance at the beginning at Mar. 31, 2022 | $ 25,717 | $ 756 | $ (3,002) | $ 393 | $ 26,729 | $ (263) | $ 1,104 | ||
Balance at the beginning (in shares) at Mar. 31, 2022 | 3,023,000 | ||||||||
Balance at the beginning (in shares) at Mar. 31, 2022 | 156,000 | ||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||
Net income (loss) | (1,439) | (1,433) | [1] | (6) | [1] | ||||
Stock compensation expense | 79 | 79 | |||||||
Foreign currency translation loss | (529) | (529) | |||||||
Adjustment to fair value of redeemable non-controlling interests | 926 | 926 | |||||||
Unrealized gain on interest rate swaps, net of tax | 475 | 475 | |||||||
Reclassification of interest rate swaps into earnings | 17 | 17 | |||||||
Balance at the end at Jun. 30, 2022 | 25,246 | $ 756 | $ (3,002) | 472 | 26,222 | (300) | 1,098 | ||
Balance at the end (in shares) at Jun. 30, 2022 | 3,023,000 | ||||||||
Balance at the end (in shares) at Jun. 30, 2022 | 156,000 | ||||||||
Balance at the beginning at Mar. 31, 2023 | $ 12,982 | $ 757 | $ (4,083) | 728 | 13,686 | 816 | 1,078 | ||
Balance at the beginning (in shares) at Mar. 31, 2023 | 2,818,374 | 3,027,000 | |||||||
Balance at the beginning (in shares) at Mar. 31, 2023 | 208,121 | 208,000 | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||||
Net income (loss) | $ (540) | (531) | [1] | (9) | [1] | ||||
Stock compensation expense | 79 | 79 | |||||||
Repurchase of common stock | (15) | $ (15) | |||||||
Repurchase of common stock (in shares) | 1,000 | ||||||||
Foreign currency translation loss | (65) | (65) | |||||||
Adjustment to fair value of redeemable non-controlling interests | 134 | 134 | |||||||
Unrealized gain on interest rate swaps, net of tax | 24 | 24 | |||||||
Reclassification of interest rate swaps into earnings | (192) | (192) | |||||||
Balance at the end at Jun. 30, 2023 | $ 12,407 | $ 757 | $ (4,098) | $ 807 | $ 13,289 | $ 583 | $ 1,069 | ||
Balance at the end (in shares) at Jun. 30, 2023 | 2,817,754 | 3,027,000 | |||||||
Balance at the end (in shares) at Jun. 30, 2023 | 208,741 | 209,000 | |||||||
[1]Excludes amount attributable to redeemable non-controlling interests in Contrail Aviation Support, LLC ("Contrail") and Shanwick B.V. ("Shanwick") |
Financial Statement Presentatio
Financial Statement Presentation | 3 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Financial Statement Presentation | Financial Statement Presentation The condensed consolidated financial statements of Air T, Inc. (“Air T”, the “Company”, “we”, “us” or “our”) have been prepared, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the following disclosures are adequate to make the information presented not misleading. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation of the results for the periods presented have been made. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended March 31, 2023. The results of operations for the period ended June 30, 2023 are not necessarily indicative of the operating results for the full year. The accompanying financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Recently Issued Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04- Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The amendments in this Update provide optional expedients and exceptions for applying generally accepted accounting principles (GAAP) to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this Update apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The expedients and exceptions provided by the amendments do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing as of December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship. In December 2022, the FASB issued ASU 2022-06- Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848. The amendments in this Update defer the implementation deadline of Topic 848 from December 31, 2022, to December 31, 2024. The Company is currently in the process of converting its LIBOR-based contracts, hedging relationships, and other transactions to other reference rates and anticipates that this process will be complete by September 30, 2023. |
Acquisitions
Acquisitions | 3 Months Ended |
Jun. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisitions Worldwide Aviation Services, Inc. On January 31, 2023, the Company acquired Worldwide Aircraft Services, Inc. ("WASI"), a Kansas corporation that services the aircraft industry across the United States and internationally through the operation of a repair station which is located in Springfield, Missouri at the Branson National Airport. The acquisition was funded with cash and the loans described in Note 12 of this report. WASI is included within the Overnight air cargo segment. The acquisition date's fair value of the consideration is summarized in the table below (in thousands): January 31, 2023 Cash consideration $ 1,628 Seller's Note 1,370 Total consideration $ 2,998 The transaction was accounted for as a business combination in accordance with ASC Topic 805 "Business Combinations." Assets acquired and liabilities assumed were recorded in the accompanying consolidated balance sheet at their fair values as of January 31, 2023, with the excess of total consideration above fair value of net assets acquired recorded as goodwill. The following table outlines the consideration transferred and purchase price allocation at the respective fair values as of January 31, 2023 (in thousands): January 31, 2023 ASSETS Accounts receivable $ 1,037 Inventory 517 Other current assets 97 Property, plant and equipment, net 403 Intangible -Trade Name 342 Intangible - Non-competition Agreement 19 Intangible - Customer Relationships 683 Other assets 20 Total assets $ 3,118 LIABILITIES Accounts payable 61 Accrued expenses and deferred revenue 635 Total liabilities $ 696 Net assets acquired $ 2,422 Consideration paid 2,998 Less: Cash acquired (500) Less: Net assets acquired (2,422) Goodwill $ 76 As of March 31, 2023, the purchase price allocation was final. The following table sets forth the revenue and expenses of WASI that are included in the Company’s condensed consolidated statement of income for the fiscal year ended March 31, 2023 (in thousands): Income Statement Revenue $ 929 Cost of Sales 676 Operating Expenses 425 Operating Loss (172) Non-operating expense (22) Net loss $ (194) Pro forma financial information is not presented as the results are not material to the Company’s consolidated financial statements. GdW Beheer B.V. On February 10, 2022, the Company acquired GdW, a Dutch holding company in the business of providing global aviation data and information. The acquisition was completed through a wholly-owned subsidiary of the Company, Air T Acquisition 22.1, LLC ("Air T Acquisition 22.1"), a Minnesota limited liability company, through its Dutch subsidiary, Shanwick, and was funded with cash, investment by executive management of the underlying business, and the loans described in Note 12 . As part of the transaction, the executive management of the underlying business purchased 30.0% of Shanwick. Air T Acquisition 22.1 and its consolidated subsidiaries are included within the Corporate and other segment. GdW was administratively dissolved on June 24, 2022 with Shanwick as the surviving entity. Subsequent to the acquisition date, the Company made certain measurement period adjustments to the preliminary purchase price allocation, which resulted in an increase to goodwill of $0.3 million. The increase is attributable to a measurement period adjustment of $0.3 million related to certain intangible assets acquired and related deferred tax liabilities assumed due to clarification of information utilized to determine fair value during the measurement period. As of June 30, 2022, the measurement period was completed and all adjustments are reflected in the tables below. Total consideration is summarized in the table below (in thousands): February 10, 2022 Consideration paid $ 15,256 Less: Cash acquired (2,452) Less: Net assets acquired (6,520) Goodwill $ 6,284 The transaction was accounted for as a business combination in accordance with ASC Topic 805 "Business Combinations." Assets acquired and liabilities assumed were recorded in the accompanying consolidated balance sheet at their fair values as of February 10, 2022, with the excess of total consideration over fair value of net assets acquired recorded as goodwill. The following table outlines the consideration transferred and purchase price allocation at the respective fair values as of February 10, 2022 (in thousands): February 10, 2022 ASSETS Accounts Receivable $ 715 Other current assets 67 Property, plant and equipment, net 40 Intangible - Proprietary Database 2,576 Intangible - Customer Relationships 7,267 Total assets 10,665 LIABILITIES Accounts payable 15 Accrued expenses and deferred revenue 1,670 Deferred income tax liabilities, net 2,460 Total liabilities 4,145 Net assets acquired $ 6,520 The following table sets forth the revenue and expenses of GdW, prior to intercompany eliminations, which are included in the Company’s condensed consolidated statement of income for the fiscal year ended March 31, 2022 (in thousands): Income Statement Revenue $ 887 Cost of Sales 145 Operating Expenses 701 Operating Income 41 Non-operating income 19 Net income $ 60 Pro forma financial information is not presented as the results are not material to the Company’s consolidated financial statements. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Substantially all of the Company’s non-lease revenue is derived from contracts with an initial expected duration of one year or less. As a result, the Company has applied the practical expedient to exclude consideration of significant financing components from the determination of transaction price, to expense costs incurred to obtain a contract, and to not disclose the value of unsatisfied performance obligations. The following is a description of the Company’s performance obligations: Type of Revenue Nature, Timing of Satisfaction of Performance Obligations, and Significant Payment Terms Product Sales The Company generates revenue from sales of various distinct products such as parts, aircraft equipment, jet engines, airframes, and scrap metal to its customers. A performance obligation is created when the Company accepts an order from a customer to provide a specified product. Each product ordered by a customer represents a performance obligation. The Company recognizes revenue when obligations under the terms of the contract are satisfied; generally, this occurs at a point-in-time upon shipment or when control is transferred to the customer. Transaction prices are based on contracted terms, which are at fixed amounts based on standalone selling prices. While the majority of the Company's contracts do not have variable consideration, for the limited number of contracts that do, the Company records revenue based on the standalone selling price less an estimate of variable consideration (such as rebates, discounts or prompt payment discounts). The Company estimates these amounts based on the expected incentive amount to be provided to customers and reduces revenue accordingly. Performance obligations are short-term in nature and customers are typically billed upon transfer of control. The Company records all shipping and handling fees billed to customers as revenue. The terms and conditions of the customer purchase orders or contracts are dictated by either the Company’s standard terms and conditions or by a master service agreement or by the contract. Support Services The Company provides a variety of support services such as aircraft maintenance and short-term repair services to its customers. Additionally, the Company operates certain aircraft routes on behalf of FedEx. A performance obligation is created when the Company agrees to provide a particular service to a customer. For each service, the Company recognizes revenues over time as the customer simultaneously receives the benefits provided by the Company's performance. This revenue recognition can vary from when the Company has a right to invoice to the output or input method depending on the structure of the contract and management’s analysis. For repair-type services, the Company records revenue over-time based on an input method of costs incurred to total estimated costs. The Company believes this is appropriate as the Company is performing labor hours and installing parts to enhance an asset that the customer controls. The vast majority of repair-services are short term in nature and are typically billed upon completion of the service. Some of the Company’s contracts contain a promise to stand ready as the Company is obligated to perform certain maintenance or administrative services. For most of these contracts, the Company applies the 'as invoiced' practical expedient as the Company has a right to consideration from the customer in an amount that corresponds directly with the value of the entity's performance completed to date. A small number of contracts are accounted for as a series and recognized equal to the amount of consideration the Company is entitled to less an estimate of variable consideration (typically rebates). These services are typically ongoing and are generally billed on a monthly basis. In addition to the above type of revenues, the Company also has Leasing Revenue, which is in scope under Topic 842 (Leases) and out of scope under Topic 606 and Other Revenues (Freight, Management Fees, etc.) which are immaterial for disclosure under Topic 606. The following table summarizes disaggregated revenues by type (in thousands): Three Months Ended June 30, 2023 2022 Product Sales Air Cargo $ 9,171 $ 6,354 Ground equipment sales 11,575 5,577 Commercial jet engines and parts 26,759 20,310 Corporate and other 335 116 Support Services Air Cargo 18,550 14,060 Ground equipment sales 93 140 Commercial jet engines and parts 2,946 1,975 Corporate and other 1,255 1,024 Leasing Revenue Air Cargo — — Ground equipment sales 25 43 Commercial jet engines and parts 12 541 Corporate and other 387 388 Other Air Cargo 7 150 Ground equipment sales 94 55 Commercial jet engines and parts 129 29 Corporate and other 93 100 Total $ 71,431 $ 50,862 See Note 14 for the Company's disaggregated revenues by geographic region and Note 15 for the Company’s disaggregated revenues by segment. These notes disaggregate revenue recognized from contracts with customers into categories that depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. Contract Balances and Costs Contract liabilities relate to deferred revenue, our unconditional right to receive consideration in advance of performance with respect to subscription revenue and advanced customer deposits with respect to product sales. The following table presents outstanding contract liabilities as of April 1, 2023 and June 30, 2023 and the amount of contract liabilities as of April 1, 2023 that were recognized as revenue during the three-month period ended June 30, 2023 (in thousands): Outstanding contract liabilities Outstanding contract liabilities as of April 1, 2023 As of June 30, 2023 $ 6,315 As of April 1, 2023 $ 5,000 For the three months ended June 30, 2023 $ 2,078 |
Accrued Expenses and Other
Accrued Expenses and Other | 3 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other | Accrued Expenses and Other (in thousands) June 30, 2023 March 31, 2023 Salaries, wages and related items $ 6,351 $ 4,748 Profit sharing and bonus 768 1,672 Other deposits 2,871 2,560 Other 4,653 4,153 Total $ 14,643 $ 13,133 |
Income Taxes
Income Taxes | 3 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes During the three-month period ended June 30, 2023, the Company recorded $0.2 million in income tax expense at an effective tax rate ("ETR") of 114.7%. The Company records income taxes using an estimated annual effective tax rate for interim reporting. The primary factors contributing to the difference between the federal statutory rate of 21.0% and the Company's effective tax rate for the three-month period ended June 30, 2023 were the change in valuation allowance related to the Company's U.S. consolidated group, Delphax Solutions, Inc. and Delphax Technologies, Inc. (collectively known as "Delphax") and Landing Gear Support Services PTE LTD (known as "LGSS"), the estimated benefit for the exclusion of income for the Company's captive insurance company subsidiary ("SAIC") under Section 831(b), and the exclusion from the tax provision of the minority owned portion of the pretax income of Contrail, and the foreign rate differentials for Air T's operations located in the Netherlands, Puerto Rico, and Singapore. During the three-month period ended June 30, 2022, the Company recorded $0.2 million in income tax expense at an ETR of (31.5)%. The primary factors contributing to the difference between the federal statutory rate of 21.0% and the Company's effective tax rate for the three-month period ended June 30, 2022 were the change in valuation allowance related to the Company's subsidiaries in the corporate and other segment, Delphax, other capital losses, the estimated benefit for the exclusion of income for the SAIC under Section 831(b), and the exclusion from the tax provision of the minority owned portion of the pretax income of Contrail. |
Net Earnings (Loss) Per Share
Net Earnings (Loss) Per Share | 3 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Earnings (Loss) Per Share | Net Earnings (Loss) Per Share Basic earnings (loss) per share has been calculated by dividing net income (loss) attributable to Air T, Inc. stockholders by the weighted average number of common shares outstanding during each period. For purposes of calculating diluted earnings (loss) per share, shares issuable under stock options were considered potential common shares and were included in the weighted average common shares unless they were anti-dilutive. The computation of basic and diluted earnings per common share is as follows (in thousands, except for per share figures): Three Months Ended June 30, 2023 2022 Net loss $ (27) $ (802) Net income attributable to non-controlling interests (504) (631) Net loss attributable to Air T, Inc. Stockholders $ (531) $ (1,433) Loss per share: Basic $ (0.19) $ (0.50) Diluted $ (0.19) $ (0.50) Antidilutive shares excluded from computation of loss per share 5 7 Weighted Average Shares Outstanding: Basic 2,818 2,866 Diluted 2,818 2,866 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 3 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | Intangible Assets and Goodwill Intangible assets as of June 30, 2023 and March 31, 2023 consisted of the following (in thousands): June 30, 2023 Gross Carrying Amount Accumulated Amortization Net Book Value Purchased software $ 551 $ (447) $ 104 Internally developed software 3,670 (548) 3,122 In-place lease and other intangibles 1,094 (259) 835 Customer relationships 8,044 (996) 7,048 Patents 1,112 (1,106) 6 Other 1,799 (1,137) 662 16,270 (4,493) 11,777 In-process software 57 — 57 Intangible assets, total $ 16,327 $ (4,493) $ 11,834 March 31, 2023 Gross Carrying Amount Accumulated Amortization Net Book Value Purchased software $ 544 $ (433) $ 111 Internally developed software 3,672 (465) 3,207 In-place lease and other intangibles 1,094 (229) 865 Customer relationships 8,050 (851) 7,199 Patents 1,112 (1,105) 7 Other 1,782 (1,108) 674 16,254 (4,191) 12,063 In-process software 40 — 40 Intangible assets, total $ 16,294 $ (4,191) $ 12,103 Based on the intangible assets recorded at June 30, 2023 and assuming no subsequent additions to, or impairment of the underlying assets, the remaining estimated annual amortization expense is expected to be as follows: (In thousands) Year ending March 31, Amortization 2024 (excluding the three months ended June 30, 2023) $ 920 2025 1,166 2026 1,083 2027 1,024 2028 976 2029 969 Thereafter 5,639 $ 11,777 The carrying amount of goodwill as of June 30, 2023 and March 31, 2023 was $10.6 million. There was no impairment of goodwill during the three months ended June 30, 2023. |
Investments in Securities and D
Investments in Securities and Derivative Instruments | 3 Months Ended |
Jun. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Investments in Securities and Derivative Instruments | Investments in Securities and Derivative Instruments As part of the Company’s interest rate risk management strategy, the Company, from time to time, uses derivative instruments to minimize significant unanticipated earnings fluctuations that may arise from rising variable interest rate costs associated with existing borrowings (Air T Term Note A and Term Note D). To meet these objectives, the Company entered into interest rate swaps with notional amounts consistent with the outstanding debt to provide a fixed rate of 4.56% and 5.09%, respectively, on Term Notes A and D. The swaps mature in January 2028. On August 31, 2021, Air T and Minnesota Bank & Trust ("MBT") refinanced Term Note A and fixed its interest rate at 3.42%. As a result of this refinancing, the Company determined that the interest rate swap on Term Note A was no longer an effective hedge. The Company will amortize the fair value of the interest-rate swap contract included in accumulated other comprehensive income (loss) associated with Term Note A at the time of de-designation into earnings over the remainder of its term. In addition, any changes in the fair value of Term Note A's swap after August 31, 2021 are recognized directly into earnings. The remaining swap contract associated with Term Note D is designated as an effective cash flow hedging instrument in accordance with ASC 815. On January 7, 2022, Contrail completed an interest rate swap transaction with Old National Bank ("ONB") with respect to the $43.6 million loan made to Contrail in November 2020 pursuant to the Main Street Priority Loan Facility as established by the U.S. Federal Reserve ("Contrail - Term Note G"). The purpose of the floating-to-fixed interest rate swap transaction was to effectively fix the loan interest rate at 4.68%. As of February 24, 2022, this swap contract has been designated as a cash flow hedging instrument and qualified as an effective hedge in accordance with ASC 815. During the period between January 7, 2022 and February 24, 2022, the Company recorded a loss of approximately $0.1 million in the consolidated statement of income (loss) due to the changes in the fair value of the instrument prior to the designation and qualification of this instrument as an effective hedge. After it was deemed an effective hedge, the Company recorded changes in the fair value of the instrument in the consolidated statement of comprehensive income (loss). On March 30, 2023, Contrail made a prepayment of $6.7 million on Contrail - Term Note G. As a result of this prepayment, the Company determined that the interest rate swap on Contrail - Term Note G was no longer an effective hedge. The Company will amortize the fair value of the interest-rate swap contract included in accumulated other comprehensive income (loss) associated with Contrail - Term Note G at the time of de-designation into earnings over the remainder of its term. In addition, any changes in the fair value of Contrail - Term Note G's swap after March 30, 2023 are recognized directly into earnings. |
Equity Method Investments
Equity Method Investments | 3 Months Ended |
Jun. 30, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Equity Method Investments The Company’s investment in Insignia Systems, Inc. - NASDAQ: ISIG (“Insignia”) is accounted for under the equity method of accounting. The Company has elected a three-month lag upon adoption of the equity method. As of June 30, 2023, the Company owned 0.5 million Insignia shares, representing approximately 27.1% of Insignia's outstanding shares. During the three months ended June 30, 2023, the Company's share of Insignia's net income for three months ended March 31, 2023 was $0.4 million. As of June 30, 2023, the Company's net investment basis in Insignia is $2.1 million. The Company's 20.1% investment in Cadillac Casting, Inc. ("CCI") is accounted for under the equity method of accounting. Due to the differing fiscal year-ends, the Company has elected a three-month lag to record the CCI investment at cost, with a basis difference of $0.3 million. The Company recorded income of $0.7 million as its share of CCI's net income for the three months ended June 30, 2023 , along with a basis difference adjustment of $12.0 thousand. The Company's net investment basis in CCI is $3.5 million as of June 30, 2023. Summarized unaudited financial information for the Company's equity method investees for the three months ended March 31, 2023 and 2022 is as follows (in thousands): Three Months Ended March 31, 2023 March 31, 2022 Revenue $ 51,157 $ 35,602 Gross Profit 7,803 4,375 Operating income 5,261 1,981 Net income 5,116 1,750 Net income attributable to Air T, Inc. stockholders $ 1,130 $ 308 |
Inventories
Inventories | 3 Months Ended |
Jun. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following (in thousands): June 30, March 31, Overnight air cargo: Finished goods $ 746 $ 546 Ground equipment manufacturing: Raw materials 4,661 4,589 Work in process 1,283 153 Finished goods 5,032 6,976 Corporate and other: Raw materials 809 794 Finished goods 725 726 Commercial jet engines and parts: Whole engines available for sale or tear-down 9,459 10,141 Parts 45,330 50,813 Total inventories 68,045 74,738 Reserves (3,639) (3,613) Total inventories, net of reserves $ 64,406 $ 71,125 |
Leases
Leases | 3 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Leases | Leases The Company has operating leases for the use of real estate, machinery, and office equipment. The majority of our leases have a term of 2 to 5 years; however, we have certain leases with longer terms of up to 30 years. Many of our leases include options to extend the lease for an additional period. The lease term for all of the Company’s leases includes the non-cancellable period of the lease, plus any additional periods covered by either a Company option to extend the lease that the Company is reasonably certain to exercise, or an option to extend the lease controlled by the lessor that is considered likely to be exercised. Payments due under the lease contracts include fixed payments plus, for some of our leases, variable payments. Variable payments are typically operating costs associated with the underlying asset and are recognized when the event, activity, or circumstance in the lease agreement on which those payments are assessed occurs. Our leases do not contain residual value guarantees. The Company has elected to combine lease and non-lease components as a single component and not to recognize leases on the balance sheet with an initial term of one year or less. The interest rate implicit in lease contracts is typically not readily determinable, and as such the Company utilizes the incremental borrowing rate to calculate lease liabilities, which is the rate incurred to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. The components of lease cost for the three months ended June 30, 2023 and 2022 are as follows (in thousands): Three Months Ended June 30, 2023 2022 Operating lease cost $ 683 $ 491 Short-term lease cost 85 185 Variable lease cost 185 136 Total lease cost $ 953 $ 812 Amounts reported in the consolidated balance sheets for leases where we are the lessee as of June 30, 2023 and March 31, 2023 were as follows (in thousands): June 30, 2023 March 31, 2023 Operating leases Operating lease ROU assets $ 12,133 $ 11,666 Operating lease liabilities $ 12,843 $ 12,435 Weighted-average remaining lease term Operating leases 12 years, 5 months 12 years, 11 months Weighted-average discount rate Operating leases 5.03 % 4.99 % Maturities of lease liabilities under non-cancellable leases where we are the lessee as of June 30, 2023 are as follows (in thousands): Operating Leases 2024 (excluding the three months ended June 30, 2023) $ 1,843 2025 2,297 2026 2,011 2027 1,859 2028 1,387 2029 750 Thereafter 8,227 Total undiscounted lease payments 18,374 Interest (4,607) Discount (924) Total lease liabilities $ 12,843 |
Financing Arrangements
Financing Arrangements | 3 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Financing Arrangements | Financing Arrangements Borrowings of the Company and its subsidiaries are summarized below at June 30, 2023 and March 31, 2023, respectively. Effective May 26, 2023, Contrail entered into the Fourth Amendment to Master Loan Agreement and the Amended and Restated Promissory Note Term Note G with Old National Bank ("ONB"). The purpose of the amended documents was to replace the one-month LIBOR based interest rate with a one-month SOFR-based rate. All other material terms of the obligations remain the same. The principal amount of the loan was $38.2 million on the effective date of the amended documents and the applicable interest rate is now the one-month SOFR based rate, as defined in the loan agreement, plus 3.11%. Effective May 26, 2023, Contrail entered into the First Amendment to Supplement #8 to Master Loan Agreement, the Fifth Amendment to Supplement #2 to the Master Loan Agreement and the Fourth Amended and Restated Promissory Note Revolving Note with ONB. The purpose of the amended documents was to replace the LIBOR based interest rate with a one-month SOFR based rate. All other material terms of the obligation remain the same. The maximum principal amount of the revolving note remains at $25.0 million and the applicable interest rate is now the one-month SOFR-based rate, as defined in the loan agreement, plus 3.56%. On May 26, 2023, AirCo 1 executed an Amendment to Main Street Priority Loan Facility Term Loan Agreement with Park State Bank ("PSB"). The Amendment replaces the three-month LIBOR benchmark applicable to the loan with a three-month SOFR based rate, which is defined as the three-month SOFR rate plus 3.26%. The principal amount of the loan was $6.4 million on the effective date of the amended agreement. The interest rate is to be determined on the 11th day of each month on the amounts that remain outstanding, commencing June 11, 2023. On June 23, 2023, the Company and MBT entered into amendments to the MBT revolving credit agreement and related promissory note. The amendments extended the maturity date of the credit facility to August 31, 2024 and include the following changes: 1. A $2.0 million seasonal increase in the maximum amount available under the facility. The maximum amount of the facility will now increase to $19.0 million between May 1 and November 30 of each year and will decrease to $17.0 million between December 1 and April 30 of each year; 2. The reference rate for the interest rate payable on the revolving facility will change from Prime to SOFR, plus a spread. The exact spread over SOFR will change every September 30 and March 31 based on the Company calculated funded debt leverage ratio (defined as total debt divided by EBITDA). Depending on the result of the calculation, the interest rate spread applicable to the facility will range between 2.25% and 3.25%; 3. The unused commitment fee on the revolving credit facility will increase from 0.11% to 0.15%; and, 4. The covenant restricting the Company’s use of funds for “Other Investments” was revised to limit the Company to $5.0 million of “Other Investments” per year. The following table provides certain information about the current financing arrangements of the Company and its subsidiaries as of June 30, 2023: (In Thousands) June 30, March 31, Maturity Date Interest Rate Unused commitments at June 30, 2023 Air T Debt Revolver - MBT $ 13,366 $ 8,742 8/31/2024 SOFR + range of 2.25% - 3.25% $ 5,634 Term Note A - MBT 7,563 7,762 8/31/2031 3.42% Term Note B - MBT 2,670 2,740 8/31/2031 3.42% Term Note D - MBT 1,321 1,338 1/1/2028 1-month LIBOR + 2.00% Term Note E - MBT 235 800 6/25/2025 Greater of LIBOR + 1.50% or 2.50% Term Note F - MBT 933 983 1/31/2028 Greater of 6.00% or Prime + 1.00% Debt - Trust Preferred Securities 25,602 25,598 6/7/2049 8.00% Total 51,690 47,963 AirCo 1 Debt Term Loan - PSB 6,393 6,393 12/11/2025 3-month SOFR + 3.26% Total 6,393 6,393 Jet Yard Debt Term Loan - MBT 1,819 1,844 8/31/2031 4.14% Total 1,819 1,844 Contrail Debt Revolver - ONB 5,183 12,441 9/5/2023 1-month SOFR + 3.56% $ 19,817 Term Loan G - ONB 38,180 38,180 11/24/2025 1-month SOFR + 3.11% Total 43,363 50,621 Delphax Solutions Debt Canadian Emergency Business Account Loan 30 30 12/31/2025 5.00% Total 30 30 Wolfe Lake Debt Term Loan - Bridgewater 9,523 9,586 12/2/2031 3.65% Total 9,523 9,586 Air T Acquisition 22.1 Term Loan - Bridgewater 4,500 4,500 2/8/2027 4.00% Term Loan A - ING 2,445 2,610 2/1/2027 3.50% Term Loan B - ING 1,087 1,088 5/1/2027 4.00% Total 8,032 8,198 WASI Debt Promissory Note - Seller's Note 1,171 1,279 1/1/2026 6.00% Total 1,171 1,279 Total Debt 122,021 125,914 Unamortized Debt Issuance Costs (763) (829) Total Debt, net $ 121,258 $ 125,085 At June 30, 2023, our contractual financing obligations, including payments due by period, are as follows (in thousands): Due by Amount June 30, 2024 $ 22,721 June 30, 2025 24,499 June 30, 2026 26,160 June 30, 2027 6,476 June 30, 2028 2,877 Thereafter 39,288 122,021 Unamortized Debt Issuance Costs (763) $ 121,258 |
Shares Repurchased
Shares Repurchased | 3 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Shares Repurchased | Shares Repurchased On May 14, 2014, the Company announced that its Board of Directors had authorized a program to repurchase up to 750,000 (retrospectively adjusted to 1,125,000 after the stock split on June 10, 2019) shares of the Company’s common stock from time to time on the open market or in privately negotiated transactions, in compliance with SEC Rule 10b-18, over an indefinite period. During the three months ended June 30, 2023, the Company repurchased 620 shares at an aggregate cost of $15.0 thousand. All of these repurchased shares were recorded as treasury shares as of June 30, 2023. On August 16, 2022, President Biden signed the Inflation Reduction Act ("IRA") into law. The IRA enacted a 15% corporate minimum tax rate (subject to certain thresholds being met), a 1% excise tax on share repurchases made after December 31, 2022, and created and extended certain tax-related energy incentives. As a result of the IRA's enactment into law, the Company is now subject to a 1% excise tax on share repurchases, effective for share repurchases made after December 31, 2022. This excise tax may be reduced for the value of certain share issuances. The excise tax incurred in connection with the Company's stock repurchases during the three months ended June 30, 2023 was not material. |
Geographical Information
Geographical Information | 3 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Geographical Information | Geographical Information Total tangible long-lived assets, net of accumulated depreciation, located in the United States, the Company's country of domicile, and held outside the United States are summarized in the following table as of June 30, 2023 and March 31, 2023 (in thousands): June 30, 2023 March 31, 2023 United States $ 21,454 $ 21,433 Foreign 50 89 Total tangible long-lived assets, net $ 21,504 $ 21,522 The net book value located within each individual country at June 30, 2023 and March 31, 2023 is listed below (in thousands): June 30, 2023 March 31, 2023 The Netherlands $ 42 $ 42 Other 8 47 Total tangible long-lived assets, net $ 50 $ 89 Total revenue, in and outside the United States, is summarized in the following table for the three months ended June 30, 2023 and June 30, 2022 (in thousands): June 30, 2023 June 30, 2022 United States $ 61,722 $ 41,952 Foreign 9,709 8,910 Total revenue $ 71,431 $ 50,862 |
Segment Information
Segment Information | 3 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company has four business segments: overnight air cargo, ground equipment sales, commercial jet engine and parts segment and corporate and other. Segment data is summarized as follows (in thousands): (In Thousands) Three Months Ended 2023 2022 Operating Revenues by Segment: Overnight Air Cargo: Domestic $ 27,137 $ 20,564 International 591 — Total Overnight Air Cargo 27,728 20,564 Ground Equipment Sales: Domestic 11,698 3,907 International 89 1,908 Total Ground Equipment Sales 11,787 5,815 Commercial Jet Engines and Parts: Domestic 21,968 16,732 International 7,878 6,123 Total Commercial Jet Engines and Parts 29,846 22,855 Corporate and Other: Domestic 919 749 International 1,151 879 Total Corporate and Other 2,070 1,628 Total 71,431 50,862 Operating Income (Loss): Overnight Air Cargo 1,935 1,077 Ground Equipment Sales (85) 142 Commercial Jet Engines and Parts 1,478 3,074 Corporate and Other (2,670) (3,459) Total 658 834 Capital Expenditures: Overnight Air Cargo 158 99 Ground Equipment Sales 33 9 Commercial Jet Engines and Parts 120 74 Corporate and Other 93 189 Total 404 371 Depreciation and Amortization: Overnight Air Cargo 85 20 Ground Equipment Sales 34 49 Commercial Jet Engines and Parts 190 434 Corporate and Other 381 358 Total $ 690 $ 861 The table below provides a reconciliation of operating income (loss) to Adjusted EBITDA by reportable segment for the three months ended June 30, 2023 and 2022 (in thousands): Three Months Ended June 30, 2023 Overnight Air Cargo Ground Equipment Sales Commercial Jet Engines and Parts Corporate and Other Total Operating income (loss) $ 1,935 $ (85) $ 1,478 $ (2,670) $ 658 Depreciation and amortization (excluding leased engines depreciation) 85 34 190 381 690 Gain on sale of property and equipment (6) — — — (6) Securities expenses — — — 45 45 Adjusted EBITDA $ 2,014 $ (51) $ 1,668 $ (2,244) $ 1,387 Three Months Ended June 30, 2022 Overnight Air Cargo Ground Equipment Sales Commercial Jet Engines and Parts Corporate and Other Total Operating income (loss) $ 1,077 $ 142 $ 3,074 $ (3,459) $ 834 Depreciation and amortization (excluding leased engines depreciation) 19 49 179 358 605 Gain on sale of property and equipment — — (2) — (2) Securities expenses — — — 15 15 Adjusted EBITDA $ 1,096 $ 191 $ 3,251 $ (3,086) $ 1,452 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Contrail Put/Call Option Contrail entered into an Operating Agreement (the “Contrail Operating Agreement”) in connection with the acquisition of Contrail providing for the governance of and the terms of membership interests in Contrail and including put and call options with the Seller to require Contrail to purchase all of the Seller’s equity membership interests in Contrail commencing on the fifth anniversary of the acquisition, which occurred on July 18, 2021. The Company has presented this redeemable non-controlling interest in Contrail ("Contrail RNCI") between the liabilities and equity sections of the accompanying condensed consolidated balance sheets. In addition, the Company has elected to recognize changes in the redemption value immediately as they occur and adjust the carrying amount of the instrument to equal the redemption value at the end of each reporting period. The Contrail RNCI is a Level 3 fair value measurement that is valued at $8.0 million as of June 30, 2023. The change in the redemption value compared to March 31, 2023 is an increase of $7.0 thousand, which was driven by the decrease in fair value of $0.1 million and net income attributable to non-controlling interest of $0.2 million, partially offset by distributions to non-controlling interest of $0.1 million. As of the date of this filing, neither the Seller nor the Company has indicated an intent to exercise the put and call options. If either side were to exercise the option, the Company anticipates that the price would approximate the fair value of the Contrail RNCI, as determined on the transaction date. The Company currently expects that it would fund any required payment from cash provided by operations. Contrail Asset Management, LLC and CJVII, LLC On May 5, 2021, the Company formed an aircraft asset management business called Contrail Asset Management, LLC ("CAM"), and an aircraft capital joint venture called Contrail JV II LLC ("CJVII"). The new ventures focus on acquiring commercial aircraft and jet engines for leasing, trading and disassembly. The joint venture, CJVII, was formed as a series LLC ("CJVII Series"). It consists of several individual series that target investments in current generation narrow-body aircraft and engines, building on Contrail’s origination and asset management expertise. CAM was formed to serve two separate and distinct functions: 1) to direct the sourcing, acquisition and management of aircraft assets owned by CJVII Series as governed by the Management Agreement between CJVII and CAM (“Asset Management Function”), and 2) to directly invest into CJVII Series alongside other institutional investment partners (“Investment Function”). CAM has two classes of equity interests: 1) common interests and 2) investor interests. Neither interest votes as the entity is operated by a Board of Directors. The common interests of CAM relate to its Asset Management Function. The investor interests of CAM relate to the Company’s and Mill Road Capital’s (“MRC”) investments through CAM into CJVII (the Investment Function) and ultimately into the individual CJVII Series. With regard to CAM’s common interests, the Company currently owns 90% of the economic common interests in CAM, and MRC owns the remaining 10%. MRC invested $1.0 million directly into CAM in exchange for 10% of the common interests. For the Asset Management Function, CAM receives origination fees, management fees, consignment fees (where applicable) and a carried interest from the direct investors into each CJVII Series. Such fee income and carried interest will be distributed to the Company and MRC in proportion to their respective common interests. For its Investment Function, CAM's initial commitment to CJVII was approximately $51.0 million. The Company and MRC have commitments to CAM in the respective amounts of $7.0 million and $44.0 million. These represent the investor interests of CAM, separate and distinct from the common interests. Any investment returns on CAM’s investor interests are shared pro-rata between the Company and MRC for each individual investment at the CJVII Series. As of March 31, 2023, Air T has fulfilled its Investment Function initial commitment to CAM. Per its Operating Agreement, CAM is comprised of only two Series: the Onshore and the Offshore Series. Participation in each is determined solely based on whether a potential investment at the CJVII Series is a domestic (Onshore) or international (Offshore) investment. As of June 30, 2023, for its Investment Function, the Company has contributed $1.0 million to CAM’s Offshore Series and $6.9 million to CAM’s Onshore Series. The Company determined that CAM is a variable interest entity and that the Company is not the primary beneficiary. This is primarily the result of the Company's conclusion that it does not control CAM’s Board of Directors, which has the power to direct the activities that most significantly impact the economic performance of CAM. Accordingly, the Company does not consolidate CAM and has determined to account for this investment using equity method accounting. As of June 30, 2023, the Company's net investment basis in CAM is $5.3 million. In connection with the formation of CAM, MRC has a fixed price put option of $1.0 million to sell its common equity in CAM to the Company at each of the first three (3) anniversary dates. At the later of (a) five (5) years after execution of the agreement and (b) distributions to MRC per the waterfall equal to their capital contributions, Air T has a call option and MRC has a put option on the MRC common interests in CAM. If either party exercises the option, the exercise price will be fair market value if Air T pays in cash at closing or 112.5% of fair market value if Air T opts to pay in three (3) equal annual installments after exercise. With respect to the secondary put and call option, as it is priced at fair value, the Company also determined that there is no potential loss or gain upon exercise that would need to be recognized Shanwick Put/Call Option In February 2022, in connection with the Company's acquisition of GdW, a consolidated subsidiary of Shanwick, the Company entered into a shareholder agreement with the 30.0% non-controlling interest owners of Shanwick, providing for the governance of and the terms of membership interests in Shanwick. The shareholder agreement includes the Shanwick Put/Call Option with regard to the 30.0% non-controlling interest. The non-controlling interest holders are the executive management of the underlying business. The Shanwick Put/Call Option grants the Company an option to purchase the 30.0% interest at the call option price that equals to the average EBIT over the 3 Financial Years prior to the exercise of the Call Option multiplied by 8. In addition, the Shanwick Put/Call Option also grants the non-controlling interest owners an option to require the Company to purchase from them their respective ownership interests at the Put Option price, that is equal to the average EBIT over the 3 Financial Years prior to the exercise of the Put Option multiplied by 7.5. The Call Option and the Put Option may be exercised at any time from the fifth anniversary of the shareholder agreement and then only at the end of each fiscal year of Air T ("Shanwick RNCI"). The Company has presented this redeemable non-controlling interest in Shanwick between the liabilities and equity sections of the accompanying condensed consolidated balance sheets. In addition, the Company has elected to recognize changes in the redemption value immediately as they occur and adjust the carrying amount of the instrument to equal the estimated redemption value at the end of each reporting period. As the Shanwick RNCI will be redeemed at established multiples of EBIT, it is considered redeemable at other than fair value. Changes in its estimated redemption value are recorded on our consolidated statements of operations within non-controlling interests. The Shanwick RNCI's estimated redemption value is $4.9 million as of June 30, 2023, which was comprised of the following (in thousands): Shanwick RNCI Beginning Balance as of April 1, 2023 $ 4,738 Contribution from non-controlling members — Distribution to non-controlling members (166) Net income attributable to non-controlling interests 86 Redemption value adjustments 199 Ending Balance as of June 30, 2023 $ 4,857 2020 Omnibus Stock and Incentive Plan |
Subsequent Events
Subsequent Events | 3 Months Ended |
Jun. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsManagement performs an evaluation of events that occur after the balance sheet date but before condensed consolidated financial statements are issued for potential recognition or disclosure of such events in its condensed consolidated financial statements. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Pay vs Performance Disclosure | ||
Net Loss Attributable to Air T, Inc. Stockholders | $ (531) | $ (1,433) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Financial Statement Presentat_2
Financial Statement Presentation (Policies) | 3 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Recently Adopted Accounting Pronouncements | Recently Issued Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04- Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The amendments in this Update provide optional expedients and exceptions for applying generally accepted accounting principles (GAAP) to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this Update apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The expedients and exceptions provided by the amendments do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing as of December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship. In December 2022, the FASB issued ASU 2022-06- Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848. The amendments in this Update defer the implementation deadline of Topic 848 from December 31, 2022, to December 31, 2024. The Company is currently in the process of converting its LIBOR-based contracts, hedging relationships, and other transactions to other reference rates and anticipates that this process will be complete by September 30, 2023. |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Jun. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Total Consideration | The acquisition date's fair value of the consideration is summarized in the table below (in thousands): January 31, 2023 Cash consideration $ 1,628 Seller's Note 1,370 Total consideration $ 2,998 Total consideration is summarized in the table below (in thousands): February 10, 2022 Consideration paid $ 15,256 Less: Cash acquired (2,452) Less: Net assets acquired (6,520) Goodwill $ 6,284 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table outlines the consideration transferred and purchase price allocation at the respective fair values as of January 31, 2023 (in thousands): January 31, 2023 ASSETS Accounts receivable $ 1,037 Inventory 517 Other current assets 97 Property, plant and equipment, net 403 Intangible -Trade Name 342 Intangible - Non-competition Agreement 19 Intangible - Customer Relationships 683 Other assets 20 Total assets $ 3,118 LIABILITIES Accounts payable 61 Accrued expenses and deferred revenue 635 Total liabilities $ 696 Net assets acquired $ 2,422 Consideration paid 2,998 Less: Cash acquired (500) Less: Net assets acquired (2,422) Goodwill $ 76 February 10, 2022 ASSETS Accounts Receivable $ 715 Other current assets 67 Property, plant and equipment, net 40 Intangible - Proprietary Database 2,576 Intangible - Customer Relationships 7,267 Total assets 10,665 LIABILITIES Accounts payable 15 Accrued expenses and deferred revenue 1,670 Deferred income tax liabilities, net 2,460 Total liabilities 4,145 Net assets acquired $ 6,520 |
Schedule of Income Recognized By Acquired Entity | The following table sets forth the revenue and expenses of WASI that are included in the Company’s condensed consolidated statement of income for the fiscal year ended March 31, 2023 (in thousands): Income Statement Revenue $ 929 Cost of Sales 676 Operating Expenses 425 Operating Loss (172) Non-operating expense (22) Net loss $ (194) The following table sets forth the revenue and expenses of GdW, prior to intercompany eliminations, which are included in the Company’s condensed consolidated statement of income for the fiscal year ended March 31, 2022 (in thousands): Income Statement Revenue $ 887 Cost of Sales 145 Operating Expenses 701 Operating Income 41 Non-operating income 19 Net income $ 60 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Performance Obligation Terms | The following is a description of the Company’s performance obligations: Type of Revenue Nature, Timing of Satisfaction of Performance Obligations, and Significant Payment Terms Product Sales The Company generates revenue from sales of various distinct products such as parts, aircraft equipment, jet engines, airframes, and scrap metal to its customers. A performance obligation is created when the Company accepts an order from a customer to provide a specified product. Each product ordered by a customer represents a performance obligation. The Company recognizes revenue when obligations under the terms of the contract are satisfied; generally, this occurs at a point-in-time upon shipment or when control is transferred to the customer. Transaction prices are based on contracted terms, which are at fixed amounts based on standalone selling prices. While the majority of the Company's contracts do not have variable consideration, for the limited number of contracts that do, the Company records revenue based on the standalone selling price less an estimate of variable consideration (such as rebates, discounts or prompt payment discounts). The Company estimates these amounts based on the expected incentive amount to be provided to customers and reduces revenue accordingly. Performance obligations are short-term in nature and customers are typically billed upon transfer of control. The Company records all shipping and handling fees billed to customers as revenue. The terms and conditions of the customer purchase orders or contracts are dictated by either the Company’s standard terms and conditions or by a master service agreement or by the contract. Support Services The Company provides a variety of support services such as aircraft maintenance and short-term repair services to its customers. Additionally, the Company operates certain aircraft routes on behalf of FedEx. A performance obligation is created when the Company agrees to provide a particular service to a customer. For each service, the Company recognizes revenues over time as the customer simultaneously receives the benefits provided by the Company's performance. This revenue recognition can vary from when the Company has a right to invoice to the output or input method depending on the structure of the contract and management’s analysis. For repair-type services, the Company records revenue over-time based on an input method of costs incurred to total estimated costs. The Company believes this is appropriate as the Company is performing labor hours and installing parts to enhance an asset that the customer controls. The vast majority of repair-services are short term in nature and are typically billed upon completion of the service. Some of the Company’s contracts contain a promise to stand ready as the Company is obligated to perform certain maintenance or administrative services. For most of these contracts, the Company applies the 'as invoiced' practical expedient as the Company has a right to consideration from the customer in an amount that corresponds directly with the value of the entity's performance completed to date. A small number of contracts are accounted for as a series and recognized equal to the amount of consideration the Company is entitled to less an estimate of variable consideration (typically rebates). These services are typically ongoing and are generally billed on a monthly basis. |
Disaggregation of Revenue | The following table summarizes disaggregated revenues by type (in thousands): Three Months Ended June 30, 2023 2022 Product Sales Air Cargo $ 9,171 $ 6,354 Ground equipment sales 11,575 5,577 Commercial jet engines and parts 26,759 20,310 Corporate and other 335 116 Support Services Air Cargo 18,550 14,060 Ground equipment sales 93 140 Commercial jet engines and parts 2,946 1,975 Corporate and other 1,255 1,024 Leasing Revenue Air Cargo — — Ground equipment sales 25 43 Commercial jet engines and parts 12 541 Corporate and other 387 388 Other Air Cargo 7 150 Ground equipment sales 94 55 Commercial jet engines and parts 129 29 Corporate and other 93 100 Total $ 71,431 $ 50,862 |
Contract with Customer, Asset and Liability | The following table presents outstanding contract liabilities as of April 1, 2023 and June 30, 2023 and the amount of contract liabilities as of April 1, 2023 that were recognized as revenue during the three-month period ended June 30, 2023 (in thousands): Outstanding contract liabilities Outstanding contract liabilities as of April 1, 2023 As of June 30, 2023 $ 6,315 As of April 1, 2023 $ 5,000 For the three months ended June 30, 2023 $ 2,078 |
Accrued Expenses and Other (Tab
Accrued Expenses and Other (Tables) | 3 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Schedule Accrued Expenses | (in thousands) June 30, 2023 March 31, 2023 Salaries, wages and related items $ 6,351 $ 4,748 Profit sharing and bonus 768 1,672 Other deposits 2,871 2,560 Other 4,653 4,153 Total $ 14,643 $ 13,133 |
Net Earnings (Loss) Per Share (
Net Earnings (Loss) Per Share (Tables) | 3 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The computation of basic and diluted earnings per common share is as follows (in thousands, except for per share figures): Three Months Ended June 30, 2023 2022 Net loss $ (27) $ (802) Net income attributable to non-controlling interests (504) (631) Net loss attributable to Air T, Inc. Stockholders $ (531) $ (1,433) Loss per share: Basic $ (0.19) $ (0.50) Diluted $ (0.19) $ (0.50) Antidilutive shares excluded from computation of loss per share 5 7 Weighted Average Shares Outstanding: Basic 2,818 2,866 Diluted 2,818 2,866 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 3 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Intangible assets as of June 30, 2023 and March 31, 2023 consisted of the following (in thousands): June 30, 2023 Gross Carrying Amount Accumulated Amortization Net Book Value Purchased software $ 551 $ (447) $ 104 Internally developed software 3,670 (548) 3,122 In-place lease and other intangibles 1,094 (259) 835 Customer relationships 8,044 (996) 7,048 Patents 1,112 (1,106) 6 Other 1,799 (1,137) 662 16,270 (4,493) 11,777 In-process software 57 — 57 Intangible assets, total $ 16,327 $ (4,493) $ 11,834 March 31, 2023 Gross Carrying Amount Accumulated Amortization Net Book Value Purchased software $ 544 $ (433) $ 111 Internally developed software 3,672 (465) 3,207 In-place lease and other intangibles 1,094 (229) 865 Customer relationships 8,050 (851) 7,199 Patents 1,112 (1,105) 7 Other 1,782 (1,108) 674 16,254 (4,191) 12,063 In-process software 40 — 40 Intangible assets, total $ 16,294 $ (4,191) $ 12,103 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Based on the intangible assets recorded at June 30, 2023 and assuming no subsequent additions to, or impairment of the underlying assets, the remaining estimated annual amortization expense is expected to be as follows: (In thousands) Year ending March 31, Amortization 2024 (excluding the three months ended June 30, 2023) $ 920 2025 1,166 2026 1,083 2027 1,024 2028 976 2029 969 Thereafter 5,639 $ 11,777 |
Equity Method Investments (Tabl
Equity Method Investments (Tables) | 3 Months Ended |
Jun. 30, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Summarized Unaudited Financial Information | Summarized unaudited financial information for the Company's equity method investees for the three months ended March 31, 2023 and 2022 is as follows (in thousands): Three Months Ended March 31, 2023 March 31, 2022 Revenue $ 51,157 $ 35,602 Gross Profit 7,803 4,375 Operating income 5,261 1,981 Net income 5,116 1,750 Net income attributable to Air T, Inc. stockholders $ 1,130 $ 308 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Jun. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | Inventories consisted of the following (in thousands): June 30, March 31, Overnight air cargo: Finished goods $ 746 $ 546 Ground equipment manufacturing: Raw materials 4,661 4,589 Work in process 1,283 153 Finished goods 5,032 6,976 Corporate and other: Raw materials 809 794 Finished goods 725 726 Commercial jet engines and parts: Whole engines available for sale or tear-down 9,459 10,141 Parts 45,330 50,813 Total inventories 68,045 74,738 Reserves (3,639) (3,613) Total inventories, net of reserves $ 64,406 $ 71,125 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Lease, Cost | The components of lease cost for the three months ended June 30, 2023 and 2022 are as follows (in thousands): Three Months Ended June 30, 2023 2022 Operating lease cost $ 683 $ 491 Short-term lease cost 85 185 Variable lease cost 185 136 Total lease cost $ 953 $ 812 Amounts reported in the consolidated balance sheets for leases where we are the lessee as of June 30, 2023 and March 31, 2023 were as follows (in thousands): June 30, 2023 March 31, 2023 Operating leases Operating lease ROU assets $ 12,133 $ 11,666 Operating lease liabilities $ 12,843 $ 12,435 Weighted-average remaining lease term Operating leases 12 years, 5 months 12 years, 11 months Weighted-average discount rate Operating leases 5.03 % 4.99 % |
Lessee, Operating Lease, Liability, Maturity | Maturities of lease liabilities under non-cancellable leases where we are the lessee as of June 30, 2023 are as follows (in thousands): Operating Leases 2024 (excluding the three months ended June 30, 2023) $ 1,843 2025 2,297 2026 2,011 2027 1,859 2028 1,387 2029 750 Thereafter 8,227 Total undiscounted lease payments 18,374 Interest (4,607) Discount (924) Total lease liabilities $ 12,843 |
Financing Arrangements (Tables)
Financing Arrangements (Tables) | 3 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following table provides certain information about the current financing arrangements of the Company and its subsidiaries as of June 30, 2023: (In Thousands) June 30, March 31, Maturity Date Interest Rate Unused commitments at June 30, 2023 Air T Debt Revolver - MBT $ 13,366 $ 8,742 8/31/2024 SOFR + range of 2.25% - 3.25% $ 5,634 Term Note A - MBT 7,563 7,762 8/31/2031 3.42% Term Note B - MBT 2,670 2,740 8/31/2031 3.42% Term Note D - MBT 1,321 1,338 1/1/2028 1-month LIBOR + 2.00% Term Note E - MBT 235 800 6/25/2025 Greater of LIBOR + 1.50% or 2.50% Term Note F - MBT 933 983 1/31/2028 Greater of 6.00% or Prime + 1.00% Debt - Trust Preferred Securities 25,602 25,598 6/7/2049 8.00% Total 51,690 47,963 AirCo 1 Debt Term Loan - PSB 6,393 6,393 12/11/2025 3-month SOFR + 3.26% Total 6,393 6,393 Jet Yard Debt Term Loan - MBT 1,819 1,844 8/31/2031 4.14% Total 1,819 1,844 Contrail Debt Revolver - ONB 5,183 12,441 9/5/2023 1-month SOFR + 3.56% $ 19,817 Term Loan G - ONB 38,180 38,180 11/24/2025 1-month SOFR + 3.11% Total 43,363 50,621 Delphax Solutions Debt Canadian Emergency Business Account Loan 30 30 12/31/2025 5.00% Total 30 30 Wolfe Lake Debt Term Loan - Bridgewater 9,523 9,586 12/2/2031 3.65% Total 9,523 9,586 Air T Acquisition 22.1 Term Loan - Bridgewater 4,500 4,500 2/8/2027 4.00% Term Loan A - ING 2,445 2,610 2/1/2027 3.50% Term Loan B - ING 1,087 1,088 5/1/2027 4.00% Total 8,032 8,198 WASI Debt Promissory Note - Seller's Note 1,171 1,279 1/1/2026 6.00% Total 1,171 1,279 Total Debt 122,021 125,914 Unamortized Debt Issuance Costs (763) (829) Total Debt, net $ 121,258 $ 125,085 |
Schedule of Maturities of Long-term Debt | At June 30, 2023, our contractual financing obligations, including payments due by period, are as follows (in thousands): Due by Amount June 30, 2024 $ 22,721 June 30, 2025 24,499 June 30, 2026 26,160 June 30, 2027 6,476 June 30, 2028 2,877 Thereafter 39,288 122,021 Unamortized Debt Issuance Costs (763) $ 121,258 |
Geographical Information (Table
Geographical Information (Tables) | 3 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Long-lived Assets by Geographic Areas | Total tangible long-lived assets, net of accumulated depreciation, located in the United States, the Company's country of domicile, and held outside the United States are summarized in the following table as of June 30, 2023 and March 31, 2023 (in thousands): June 30, 2023 March 31, 2023 United States $ 21,454 $ 21,433 Foreign 50 89 Total tangible long-lived assets, net $ 21,504 $ 21,522 The net book value located within each individual country at June 30, 2023 and March 31, 2023 is listed below (in thousands): June 30, 2023 March 31, 2023 The Netherlands $ 42 $ 42 Other 8 47 Total tangible long-lived assets, net $ 50 $ 89 |
Revenue from External Customers by Geographic Areas | Total revenue, in and outside the United States, is summarized in the following table for the three months ended June 30, 2023 and June 30, 2022 (in thousands): June 30, 2023 June 30, 2022 United States $ 61,722 $ 41,952 Foreign 9,709 8,910 Total revenue $ 71,431 $ 50,862 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Segment data is summarized as follows (in thousands): (In Thousands) Three Months Ended 2023 2022 Operating Revenues by Segment: Overnight Air Cargo: Domestic $ 27,137 $ 20,564 International 591 — Total Overnight Air Cargo 27,728 20,564 Ground Equipment Sales: Domestic 11,698 3,907 International 89 1,908 Total Ground Equipment Sales 11,787 5,815 Commercial Jet Engines and Parts: Domestic 21,968 16,732 International 7,878 6,123 Total Commercial Jet Engines and Parts 29,846 22,855 Corporate and Other: Domestic 919 749 International 1,151 879 Total Corporate and Other 2,070 1,628 Total 71,431 50,862 Operating Income (Loss): Overnight Air Cargo 1,935 1,077 Ground Equipment Sales (85) 142 Commercial Jet Engines and Parts 1,478 3,074 Corporate and Other (2,670) (3,459) Total 658 834 Capital Expenditures: Overnight Air Cargo 158 99 Ground Equipment Sales 33 9 Commercial Jet Engines and Parts 120 74 Corporate and Other 93 189 Total 404 371 Depreciation and Amortization: Overnight Air Cargo 85 20 Ground Equipment Sales 34 49 Commercial Jet Engines and Parts 190 434 Corporate and Other 381 358 Total $ 690 $ 861 |
Schedule of EBITDA | The table below provides a reconciliation of operating income (loss) to Adjusted EBITDA by reportable segment for the three months ended June 30, 2023 and 2022 (in thousands): Three Months Ended June 30, 2023 Overnight Air Cargo Ground Equipment Sales Commercial Jet Engines and Parts Corporate and Other Total Operating income (loss) $ 1,935 $ (85) $ 1,478 $ (2,670) $ 658 Depreciation and amortization (excluding leased engines depreciation) 85 34 190 381 690 Gain on sale of property and equipment (6) — — — (6) Securities expenses — — — 45 45 Adjusted EBITDA $ 2,014 $ (51) $ 1,668 $ (2,244) $ 1,387 Three Months Ended June 30, 2022 Overnight Air Cargo Ground Equipment Sales Commercial Jet Engines and Parts Corporate and Other Total Operating income (loss) $ 1,077 $ 142 $ 3,074 $ (3,459) $ 834 Depreciation and amortization (excluding leased engines depreciation) 19 49 179 358 605 Gain on sale of property and equipment — — (2) — (2) Securities expenses — — — 15 15 Adjusted EBITDA $ 1,096 $ 191 $ 3,251 $ (3,086) $ 1,452 |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 3 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Redeemable Noncontrolling Interest | The Shanwick RNCI's estimated redemption value is $4.9 million as of June 30, 2023, which was comprised of the following (in thousands): Shanwick RNCI Beginning Balance as of April 1, 2023 $ 4,738 Contribution from non-controlling members — Distribution to non-controlling members (166) Net income attributable to non-controlling interests 86 Redemption value adjustments 199 Ending Balance as of June 30, 2023 $ 4,857 |
Acquisitions - Schedule of Busi
Acquisitions - Schedule of Business Acquisitions, by Acquisition (Details) - USD ($) $ in Thousands | 1 Months Ended | ||||
Jan. 31, 2023 | Feb. 10, 2022 | Jan. 31, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | |
Business Acquisition | |||||
Goodwill | $ 10,560 | $ 10,563 | |||
GdW | |||||
Business Acquisition | |||||
Consideration paid | $ 15,256 | ||||
Less: Cash acquired | (2,452) | ||||
Less: Net assets acquired | (6,520) | ||||
Goodwill | $ 6,284 | ||||
WASI Debt | |||||
Business Acquisition | |||||
Consideration paid | $ 1,628 | ||||
Seller's Note | 1,370 | ||||
Total consideration | 2,998 | ||||
Less: Cash acquired | $ (500) | ||||
Less: Net assets acquired | (2,422) | (2,422) | |||
Goodwill | $ 76 | $ 76 |
Acquisitions - Schedule of Asse
Acquisitions - Schedule of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | 1 Months Ended | |||
Feb. 10, 2022 | Jan. 31, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | |
LIABILITIES | ||||
Goodwill | $ 10,560 | $ 10,563 | ||
GdW | ||||
ASSETS | ||||
Accounts Receivable | $ 715 | |||
Other current assets | 67 | |||
Property, plant and equipment, net | 40 | |||
Total assets | 10,665 | |||
LIABILITIES | ||||
Accounts payable | 15 | |||
Accrued expenses and deferred revenue | 1,670 | |||
Deferred income tax liabilities, net | 2,460 | |||
Total liabilities | 4,145 | |||
Net assets acquired | 6,520 | |||
Less: Cash acquired | (2,452) | |||
Goodwill | 6,284 | |||
GdW | Proprietary Database | ||||
ASSETS | ||||
Intangible assets | 2,576 | |||
GdW | Customer relationships | ||||
ASSETS | ||||
Intangible assets | $ 7,267 | |||
WASI Debt | ||||
ASSETS | ||||
Accounts Receivable | $ 1,037 | |||
Inventory | 517 | |||
Other current assets | 97 | |||
Property, plant and equipment, net | 403 | |||
Other assets | 20 | |||
Total assets | 3,118 | |||
LIABILITIES | ||||
Accounts payable | 61 | |||
Accrued expenses and deferred revenue | 635 | |||
Total liabilities | 696 | |||
Net assets acquired | 2,422 | |||
Consideration paid | 2,998 | |||
Less: Cash acquired | (500) | |||
Less: Net assets acquired | (2,422) | |||
Goodwill | 76 | |||
WASI Debt | Trade Name | ||||
ASSETS | ||||
Intangible assets | 342 | |||
WASI Debt | Noncompete Agreement | ||||
ASSETS | ||||
Intangible assets | 19 | |||
WASI Debt | Customer relationships | ||||
ASSETS | ||||
Intangible assets | $ 683 |
Acquisitions - Schedule of Reve
Acquisitions - Schedule of Revenues and Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | Sep. 30, 2022 | Mar. 31, 2023 | |
Business Acquisition | ||||
Revenue | $ 71,431 | $ 50,862 | ||
Operating Expenses | 70,773 | 50,028 | ||
Operating Income | 658 | 834 | ||
Non-operating income | (474) | (1,444) | ||
Net Loss Attributable to Air T, Inc. Stockholders | $ (531) | $ (1,433) | ||
GdW | ||||
Business Acquisition | ||||
Revenue | $ 887 | |||
Cost of Sales | 145 | |||
Operating Expenses | 701 | |||
Operating Income | 41 | |||
Non-operating income | 19 | |||
Net Loss Attributable to Air T, Inc. Stockholders | $ 60 | |||
WASI Debt | ||||
Business Acquisition | ||||
Revenue | $ 929 | |||
Cost of Sales | 676 | |||
Operating Expenses | 425 | |||
Operating Income | (172) | |||
Non-operating income | (22) | |||
Net Loss Attributable to Air T, Inc. Stockholders | $ (194) |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) $ in Millions | 5 Months Ended | |
Jun. 30, 2022 | Feb. 10, 2022 | |
Shanwick | GdW | ||
Business Acquisition | ||
Ownership interest acquired (percent) | 30% | |
GdW | ||
Business Acquisition | ||
Goodwill adjustment | $ 0.3 | |
Intangible asset and deferred tax lability adjustment | $ (0.3) |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation of Revenue | ||
Total revenue | $ 71,431 | $ 50,862 |
Air Cargo | ||
Disaggregation of Revenue | ||
Total revenue | 27,728 | 20,564 |
Ground equipment sales | ||
Disaggregation of Revenue | ||
Total revenue | 11,787 | 5,815 |
Commercial jet engines and parts | ||
Disaggregation of Revenue | ||
Total revenue | 29,846 | 22,855 |
Corporate and other | ||
Disaggregation of Revenue | ||
Total revenue | 2,070 | 1,628 |
Product Sales | Air Cargo | ||
Disaggregation of Revenue | ||
Revenue from customer contracts | 9,171 | 6,354 |
Product Sales | Ground equipment sales | ||
Disaggregation of Revenue | ||
Revenue from customer contracts | 11,575 | 5,577 |
Product Sales | Commercial jet engines and parts | ||
Disaggregation of Revenue | ||
Revenue from customer contracts | 26,759 | 20,310 |
Product Sales | Corporate and other | ||
Disaggregation of Revenue | ||
Revenue from customer contracts | 335 | 116 |
Support Services | Air Cargo | ||
Disaggregation of Revenue | ||
Revenue from customer contracts | 18,550 | 14,060 |
Support Services | Ground equipment sales | ||
Disaggregation of Revenue | ||
Revenue from customer contracts | 93 | 140 |
Support Services | Commercial jet engines and parts | ||
Disaggregation of Revenue | ||
Revenue from customer contracts | 2,946 | 1,975 |
Support Services | Corporate and other | ||
Disaggregation of Revenue | ||
Revenue from customer contracts | 1,255 | 1,024 |
Leasing Revenue | Air Cargo | ||
Disaggregation of Revenue | ||
Revenue not from customer contracts | 0 | 0 |
Leasing Revenue | Ground equipment sales | ||
Disaggregation of Revenue | ||
Revenue not from customer contracts | 25 | 43 |
Leasing Revenue | Commercial jet engines and parts | ||
Disaggregation of Revenue | ||
Revenue not from customer contracts | 12 | 541 |
Leasing Revenue | Corporate and other | ||
Disaggregation of Revenue | ||
Revenue not from customer contracts | 387 | 388 |
Other | Air Cargo | ||
Disaggregation of Revenue | ||
Revenue not from customer contracts | 7 | 150 |
Other | Ground equipment sales | ||
Disaggregation of Revenue | ||
Revenue not from customer contracts | 94 | 55 |
Other | Commercial jet engines and parts | ||
Disaggregation of Revenue | ||
Revenue not from customer contracts | 129 | 29 |
Other | Corporate and other | ||
Disaggregation of Revenue | ||
Revenue not from customer contracts | $ 93 | $ 100 |
Revenue Recognition - Contract
Revenue Recognition - Contract with Customer, Asset and Liability (Details) $ in Thousands | 3 Months Ended |
Jun. 30, 2023 USD ($) | |
Contract With Customers | |
Contract with customer, liabilities, beginning balance | $ 5,000 |
Outstanding contract liabilities recognized as revenue | 2,078 |
Contract with customer, liabilities, ending balance | $ 6,315 |
Accrued Expenses and Other (Det
Accrued Expenses and Other (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Mar. 31, 2023 |
Payables and Accruals [Abstract] | ||
Salaries, wages and related items | $ 6,351 | $ 4,748 |
Profit sharing and bonus | 768 | 1,672 |
Other deposits | 2,871 | 2,560 |
Other | 4,653 | 4,153 |
Total | $ 14,643 | $ 13,133 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense (benefit) | $ 211 | $ 192 |
Effective income tax rate, percent | 114.70% | (31.50%) |
Net Earnings (Loss) Per Share -
Net Earnings (Loss) Per Share - Earnings Per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Earnings Per Share [Abstract] | ||
Net Loss | $ (27) | $ (802) |
Net income attributable to non-controlling interests | (504) | (631) |
Net Loss Attributable to Air T, Inc. Stockholders | $ (531) | $ (1,433) |
Loss per share: | ||
Basic (in dollars per share) | $ (0.19) | $ (0.50) |
Diluted (in dollars per share) | $ (0.19) | $ (0.50) |
Antidilutive shares excluded from computation of income (loss) (in shares) | 5 | 7 |
Weighted Average Shares Outstanding: | ||
Basic (in shares) | 2,818 | 2,866 |
Diluted (in shares) | 2,818 | 2,866 |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill - Schedule of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Mar. 31, 2023 |
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | $ 16,270 | $ 16,254 |
Accumulated Amortization | (4,493) | (4,191) |
Finite-lived intangible assets, net | 11,777 | 12,063 |
Indefinite-lived intangible assets, gross carrying amount | 57 | 40 |
Gross carrying value | 16,327 | 16,294 |
Intangible assets, total | 11,834 | 12,103 |
Purchased software | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 551 | 544 |
Accumulated Amortization | (447) | (433) |
Finite-lived intangible assets, net | 104 | 111 |
Internally developed software | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 3,670 | 3,672 |
Accumulated Amortization | (548) | (465) |
Finite-lived intangible assets, net | 3,122 | 3,207 |
In-place lease and other intangibles | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 1,094 | 1,094 |
Accumulated Amortization | (259) | (229) |
Finite-lived intangible assets, net | 835 | 865 |
Customer relationships | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 8,044 | 8,050 |
Accumulated Amortization | (996) | (851) |
Finite-lived intangible assets, net | 7,048 | 7,199 |
Patents | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 1,112 | 1,112 |
Accumulated Amortization | (1,106) | (1,105) |
Finite-lived intangible assets, net | 6 | 7 |
Other | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 1,799 | 1,782 |
Accumulated Amortization | (1,137) | (1,108) |
Finite-lived intangible assets, net | $ 662 | $ 674 |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Mar. 31, 2023 |
Amortization | ||
2024 (excluding the three months ended June 30, 2023) | $ 920 | |
2025 | 1,166 | |
2026 | 1,083 | |
2027 | 1,024 | |
2028 | 976 | |
2029 | 969 | |
Thereafter | 5,639 | |
Finite-lived intangible assets, net | $ 11,777 | $ 12,063 |
Intangible Assets and Goodwil_4
Intangible Assets and Goodwill - Narrative (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Mar. 31, 2023 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill | $ 10,560 | $ 10,563 |
Investments in Securities and_2
Investments in Securities and Derivative Instruments - Narrative (Details) - USD ($) | 2 Months Ended | 3 Months Ended | |||||
Mar. 30, 2023 | Feb. 24, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Mar. 31, 2023 | Jan. 07, 2022 | Aug. 31, 2021 | |
Derivatives, Fair Value | |||||||
Long-term debt, gross | $ 122,021,000 | $ 125,914,000 | |||||
Derivative loss | $ 100,000 | ||||||
Repayments of long-term debt | 1,261,000 | $ 836,000 | |||||
Unrealized gain on interest rate swaps, net of tax | 24,000 | 475,000 | |||||
Unsecured Debt | Contrail Aviation Inc. | |||||||
Derivatives, Fair Value | |||||||
Interest rate stated percentage (as a percentage) | 4.68% | ||||||
Long-term debt, gross | 43,363,000 | 50,621,000 | $ 43,600,000 | ||||
Unsecured Debt | Parent Company | |||||||
Derivatives, Fair Value | |||||||
Long-term debt, gross | 51,690,000 | 47,963,000 | |||||
Interest Rate Swap | |||||||
Derivatives, Fair Value | |||||||
Unrealized gain on interest rate swaps, net of tax | 24,000 | $ 500,000 | |||||
Interest Rate Swap | Level 2 | |||||||
Derivatives, Fair Value | |||||||
Derivative asset | $ 2,800,000 | 2,400,000 | |||||
Term Note A - MBT | Unsecured Debt | Parent Company | |||||||
Derivatives, Fair Value | |||||||
Interest rate stated percentage (as a percentage) | 3.42% | 3.42% | |||||
Long-term debt, gross | $ 7,563,000 | 7,762,000 | |||||
Term Note A - MBT | Interest Rate Swap | Unsecured Debt | |||||||
Derivatives, Fair Value | |||||||
Interest rate stated percentage (as a percentage) | 4.56% | ||||||
Term Note D - MBT | Unsecured Debt | Parent Company | |||||||
Derivatives, Fair Value | |||||||
Interest rate stated percentage (as a percentage) | 5.09% | ||||||
Long-term debt, gross | $ 1,321,000 | $ 1,338,000 | |||||
Term Note G | Unsecured Debt | Contrail Aviation Inc. | |||||||
Derivatives, Fair Value | |||||||
Repayments of long-term debt | $ 6,700,000 |
Equity Method Investments - Nar
Equity Method Investments - Narrative (Details) - USD ($) shares in Millions | 3 Months Ended | ||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | |
Schedule of Equity Method Investments | |||
Income (loss) from equity method investments | $ 691,000 | $ 532,000 | |
Equity method investments | $ 13,954,000 | $ 13,230,000 | |
Insignia | |||
Schedule of Equity Method Investments | |||
Number of shares held (in shares) | 0.5 | ||
Ownership percentage | 27.10% | ||
Income (loss) from equity method investments | $ 400,000 | ||
Equity method investments | $ 2,100,000 | ||
Cadillac Castings, Inc | |||
Schedule of Equity Method Investments | |||
Ownership percentage | 20.10% | ||
Income (loss) from equity method investments | $ 700,000 | ||
Equity method investments | 3,500,000 | ||
Difference between carrying amount and underlying equity | 300,000 | ||
Investment realized gain (loss) on disposal | $ (12,000) |
Equity Method Investments - Sum
Equity Method Investments - Summarized Unaudited Financial Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Schedule of Equity Method Investments | ||
Revenue | $ 71,431 | $ 50,862 |
Operating income | 658 | 834 |
Net Loss | (27) | (802) |
Net Loss Attributable to Air T, Inc. Stockholders | (531) | (1,433) |
Equity Method Investment, Nonconsolidated Investee or Group of Investees | ||
Schedule of Equity Method Investments | ||
Revenue | 51,157 | 35,602 |
Gross Profit | 7,803 | 4,375 |
Operating income | 5,261 | 1,981 |
Net Loss | 5,116 | 1,750 |
Net Loss Attributable to Air T, Inc. Stockholders | $ 1,130 | $ 308 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Mar. 31, 2023 |
Commercial jet engines and parts: | ||
Whole engines available for sale or tear-down | $ 9,459 | $ 10,141 |
Parts | 45,330 | 50,813 |
Total inventories | 68,045 | 74,738 |
Reserves | (3,639) | (3,613) |
Total inventories, net of reserves | 64,406 | 71,125 |
Overnight air cargo: | ||
Ground equipment manufacturing: | ||
Finished goods | 746 | 546 |
Corporate and other: | ||
Finished goods | 746 | 546 |
Ground equipment manufacturing: | ||
Ground equipment manufacturing: | ||
Raw materials | 4,661 | 4,589 |
Work in process | 1,283 | 153 |
Finished goods | 5,032 | 6,976 |
Corporate and other: | ||
Raw materials | 4,661 | 4,589 |
Finished goods | 5,032 | 6,976 |
Corporate and other | ||
Ground equipment manufacturing: | ||
Raw materials | 809 | 794 |
Finished goods | 725 | 726 |
Corporate and other: | ||
Raw materials | 809 | 794 |
Finished goods | $ 725 | $ 726 |
Leases - Narrative (Details)
Leases - Narrative (Details) | Jun. 30, 2023 |
Minimum | |
Lessee, Lease, Description | |
Lease term | 2 years |
Maximum | |
Lessee, Lease, Description | |
Lease term | 5 years |
Real Estate | |
Lessee, Lease, Description | |
Lease term | 30 years |
Leases - Component of Lease Cos
Leases - Component of Lease Cost and Consolidated Balance Sheet Amounts (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Mar. 31, 2023 | |
Leases [Abstract] | |||
Operating lease cost | $ 683 | $ 491 | |
Short-term lease cost | 85 | 185 | |
Variable lease cost | 185 | 136 | |
Total lease cost | 953 | $ 812 | |
Operating leases | |||
Operating lease ROU assets | 12,133 | $ 11,666 | |
Operating lease liabilities | $ 12,843 | $ 12,435 | |
Weighted-average remaining lease term | |||
Operating leases | 12 years 5 months | 12 years 11 months | |
Weighted-average discount rate | |||
Operating leases | 5.03% | 4.99% |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Mar. 31, 2023 |
Operating Leases | ||
2024 (excluding the three months ended June 30, 2023) | $ 1,843 | |
2025 | 2,297 | |
2026 | 2,011 | |
2027 | 1,859 | |
2028 | 1,387 | |
2029 | 750 | |
Thereafter | 8,227 | |
Total undiscounted lease payments | 18,374 | |
Interest | (4,607) | |
Discount | (924) | |
Total lease liabilities | $ 12,843 | $ 12,435 |
Financing Arrangements - Narrat
Financing Arrangements - Narrative (Details) - Unsecured Debt - USD ($) | 3 Months Ended | |||
Jun. 23, 2023 | May 26, 2023 | Jun. 30, 2023 | Dec. 01, 2023 | |
Term Loan G - ONB | Contrail Debt | ||||
Debt Instrument | ||||
Principle amount | $ 38,200,000 | |||
Term Loan G - ONB | Contrail Debt | 1 Month SOFR | ||||
Debt Instrument | ||||
Basis spread on variable rate (as a percentage) | 3.11% | 3.11% | ||
Revolver - ONB | Contrail Debt | ||||
Debt Instrument | ||||
Principle amount | $ 25,000,000 | |||
Revolver - ONB | Contrail Debt | 1 Month SOFR | ||||
Debt Instrument | ||||
Basis spread on variable rate (as a percentage) | 3.56% | 3.56% | ||
Term Loan - PSB | AirCo 1 Debt | ||||
Debt Instrument | ||||
Principle amount | $ 6,400,000 | |||
Term Loan - PSB | AirCo 1 Debt | 3 Month SOFR | ||||
Debt Instrument | ||||
Basis spread on variable rate (as a percentage) | 3.26% | 3.26% | ||
Revolver - MBT | ||||
Debt Instrument | ||||
Line of credit facility, maximum seasonal increase amount | $ 2,000,000 | |||
Credit facility maximum borrowing capacity | 19,000,000 | |||
Revolver - MBT | Other Investments | ||||
Debt Instrument | ||||
Debt instrument, covenant investment in other investments | $ 5,000,000 | |||
Revolver - MBT | Minimum | ||||
Debt Instrument | ||||
Commitment fee (as a percentage) | 0.11% | |||
Revolver - MBT | Maximum | ||||
Debt Instrument | ||||
Commitment fee (as a percentage) | 0.15% | |||
Revolver - MBT | Forecast | ||||
Debt Instrument | ||||
Credit facility maximum borrowing capacity | $ 17,000,000 | |||
Revolver - MBT | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Minimum | ||||
Debt Instrument | ||||
Basis spread on variable rate (as a percentage) | 2.25% | |||
Revolver - MBT | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Maximum | ||||
Debt Instrument | ||||
Basis spread on variable rate (as a percentage) | 3.25% |
Financing Arrangements - Long-t
Financing Arrangements - Long-term Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | |||||
Jun. 23, 2023 | May 26, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Jan. 07, 2022 | Aug. 31, 2021 | |
Debt Instrument | ||||||
Long-term debt, gross | $ 122,021 | $ 125,914 | ||||
Unamortized Debt Issuance Costs | (763) | (829) | ||||
Total Debt, net | 121,258 | 125,085 | ||||
Unsecured Debt | AirCo 1 Debt | ||||||
Debt Instrument | ||||||
Long-term debt, gross | 6,393 | 6,393 | ||||
Unsecured Debt | Jet Yard Debt | ||||||
Debt Instrument | ||||||
Long-term debt, gross | 1,819 | 1,844 | ||||
Unsecured Debt | Contrail Debt | ||||||
Debt Instrument | ||||||
Long-term debt, gross | 43,363 | 50,621 | $ 43,600 | |||
Interest rate stated percentage (as a percentage) | 4.68% | |||||
Unsecured Debt | Revolver - MBT | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Minimum | ||||||
Debt Instrument | ||||||
Basis spread on variable rate (as a percentage) | 2.25% | |||||
Unsecured Debt | Revolver - MBT | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Maximum | ||||||
Debt Instrument | ||||||
Basis spread on variable rate (as a percentage) | 3.25% | |||||
Unsecured Debt | Term Loan - PSB | AirCo 1 Debt | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 6,393 | 6,393 | ||||
Unsecured Debt | Term Loan - PSB | AirCo 1 Debt | 3 Month SOFR | ||||||
Debt Instrument | ||||||
Basis spread on variable rate (as a percentage) | 3.26% | 3.26% | ||||
Unsecured Debt | Term Loan - MBT | Jet Yard Debt | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 1,819 | 1,844 | ||||
Interest rate stated percentage (as a percentage) | 4.14% | |||||
Unsecured Debt | Revolver - ONB | Contrail Debt | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 5,183 | 12,441 | ||||
Unused commitment fees | $ 19,817 | |||||
Unsecured Debt | Revolver - ONB | Contrail Debt | 1 Month SOFR | ||||||
Debt Instrument | ||||||
Basis spread on variable rate (as a percentage) | 3.56% | 3.56% | ||||
Unsecured Debt | Term Loan G - ONB | Contrail Debt | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 38,180 | 38,180 | ||||
Unsecured Debt | Term Loan G - ONB | Contrail Debt | 1 Month SOFR | ||||||
Debt Instrument | ||||||
Basis spread on variable rate (as a percentage) | 3.11% | 3.11% | ||||
Unsecured Debt | Parent Company | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 51,690 | 47,963 | ||||
Unsecured Debt | Parent Company | Revolver - MBT | ||||||
Debt Instrument | ||||||
Long-term debt, gross | 13,366 | 8,742 | ||||
Unused commitment fees | $ 5,634 | |||||
Unsecured Debt | Parent Company | Revolver - MBT | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Minimum | ||||||
Debt Instrument | ||||||
Basis spread on variable rate (as a percentage) | 2.25% | |||||
Unsecured Debt | Parent Company | Revolver - MBT | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Maximum | ||||||
Debt Instrument | ||||||
Basis spread on variable rate (as a percentage) | 3.25% | |||||
Unsecured Debt | Parent Company | Term Note A - MBT | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 7,563 | 7,762 | ||||
Interest rate stated percentage (as a percentage) | 3.42% | 3.42% | ||||
Unsecured Debt | Parent Company | Term Note B - MBT | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 2,670 | 2,740 | ||||
Interest rate stated percentage (as a percentage) | 3.42% | |||||
Unsecured Debt | Parent Company | Term Note D - MBT | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 1,321 | 1,338 | ||||
Interest rate stated percentage (as a percentage) | 5.09% | |||||
Unsecured Debt | Parent Company | Term Note D - MBT | 1-month LIBOR | ||||||
Debt Instrument | ||||||
Basis spread on variable rate (as a percentage) | 2% | |||||
Unsecured Debt | Parent Company | Term Note E - MBT | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 235 | 800 | ||||
Interest rate stated percentage (as a percentage) | 2.50% | |||||
Unsecured Debt | Parent Company | Term Note E - MBT | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||||
Debt Instrument | ||||||
Basis spread on variable rate (as a percentage) | 1.50% | |||||
Unsecured Debt | Parent Company | Term Note F - MBT | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 933 | 983 | ||||
Unsecured Debt | Parent Company | Term Note F - MBT | Prime Rate | ||||||
Debt Instrument | ||||||
Basis spread on variable rate (as a percentage) | 6% | |||||
Interest rate stated percentage (as a percentage) | 1% | |||||
Unsecured Debt | Parent Company | Debt - Trust Preferred Securities | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 25,602 | 25,598 | ||||
Interest rate stated percentage (as a percentage) | 8% | |||||
Notes Payable to Banks | Delphax Solutions Debt | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 30 | 30 | ||||
Notes Payable to Banks | Wolfe Lake Debt | ||||||
Debt Instrument | ||||||
Long-term debt, gross | 9,523 | 9,586 | ||||
Notes Payable to Banks | Air T Acquisition 22.1 | ||||||
Debt Instrument | ||||||
Long-term debt, gross | 8,032 | 8,198 | ||||
Notes Payable to Banks | WASI Debt | ||||||
Debt Instrument | ||||||
Long-term debt, gross | 1,171 | 1,279 | ||||
Notes Payable to Banks | Canadian Emergency Business Account Loan | Delphax Solutions Debt | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 30 | 30 | ||||
Interest rate stated percentage (as a percentage) | 5% | |||||
Notes Payable to Banks | Term Loan - Bridgewater | Wolfe Lake Debt | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 9,523 | 9,586 | ||||
Interest rate stated percentage (as a percentage) | 3.65% | |||||
Notes Payable to Banks | Term Loan - Bridgewater | Air T Acquisition 22.1 | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 4,500 | 4,500 | ||||
Interest rate stated percentage (as a percentage) | 4% | |||||
Notes Payable to Banks | Term Loan A - ING | Air T Acquisition 22.1 | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 2,445 | 2,610 | ||||
Interest rate stated percentage (as a percentage) | 3.50% | |||||
Notes Payable to Banks | Term Loan B - ING | Air T Acquisition 22.1 | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 1,087 | 1,088 | ||||
Interest rate stated percentage (as a percentage) | 4% | |||||
Notes Payable to Banks | Promissory Note - Seller's Note | WASI Debt | ||||||
Debt Instrument | ||||||
Long-term debt, gross | $ 1,171 | $ 1,279 | ||||
Interest rate stated percentage (as a percentage) | 6% |
Financing Arrangements - Contra
Financing Arrangements - Contractual Financing Obligations (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Mar. 31, 2023 |
Due by | ||
June 30, 2024 | $ 22,721 | |
June 30, 2025 | 24,499 | |
June 30, 2026 | 26,160 | |
June 30, 2027 | 6,476 | |
June 30, 2028 | 2,877 | |
Thereafter | 39,288 | |
Long-term debt, gross | 122,021 | $ 125,914 |
Unamortized Debt Issuance Costs | (763) | (829) |
Total Debt, net | $ 121,258 | $ 125,085 |
Shares Repurchased (Details)
Shares Repurchased (Details) - USD ($) | 3 Months Ended | ||
Jun. 30, 2023 | Jun. 10, 2019 | May 14, 2014 | |
Equity [Abstract] | |||
Stock repurchase program, number of shares authorized to be repurchased (in shares) | 1,125,000 | 750,000 | |
Stock repurchased during period, shares (in shares) | 620 | ||
Stock repurchased during period, value | $ 15,000 |
Geographical Information - Long
Geographical Information - Long-lived Assets By Geographic Region (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Mar. 31, 2023 |
Revenues from External Customers and Long-Lived Assets | ||
Total tangible long-lived assets, net | $ 21,504 | $ 21,522 |
United States | ||
Revenues from External Customers and Long-Lived Assets | ||
Total tangible long-lived assets, net | 21,454 | 21,433 |
Foreign | ||
Revenues from External Customers and Long-Lived Assets | ||
Total tangible long-lived assets, net | 50 | 89 |
The Netherlands | ||
Revenues from External Customers and Long-Lived Assets | ||
Total tangible long-lived assets, net | 42 | 42 |
Other | ||
Revenues from External Customers and Long-Lived Assets | ||
Total tangible long-lived assets, net | $ 8 | $ 47 |
Geographical Information - Reve
Geographical Information - Revenue by Geographic Areas (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue, Major Customer | ||
Total revenue | $ 71,431 | $ 50,862 |
United States | ||
Revenue, Major Customer | ||
Total revenue | 61,722 | 41,952 |
Foreign | ||
Revenue, Major Customer | ||
Total revenue | $ 9,709 | $ 8,910 |
Segment Information - Narrative
Segment Information - Narrative (Details) | 3 Months Ended |
Jun. 30, 2023 segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 4 |
Segment Information - Segment D
Segment Information - Segment Data (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Segment Reporting Information | ||
Revenue | $ 71,431 | $ 50,862 |
Operating income (loss) | 658 | 834 |
Capital expenditures | 404 | 371 |
Depreciation and amortization | 690 | 861 |
Air Cargo | ||
Segment Reporting Information | ||
Revenue | 27,728 | 20,564 |
Operating income (loss) | 1,935 | 1,077 |
Capital expenditures | 158 | 99 |
Depreciation and amortization | 85 | 20 |
Air Cargo | Domestic | ||
Segment Reporting Information | ||
Revenue | 27,137 | 20,564 |
Air Cargo | International | ||
Segment Reporting Information | ||
Revenue | 591 | 0 |
Ground equipment sales | ||
Segment Reporting Information | ||
Revenue | 11,787 | 5,815 |
Operating income (loss) | (85) | 142 |
Capital expenditures | 33 | 9 |
Depreciation and amortization | 34 | 49 |
Ground equipment sales | Domestic | ||
Segment Reporting Information | ||
Revenue | 11,698 | 3,907 |
Ground equipment sales | International | ||
Segment Reporting Information | ||
Revenue | 89 | 1,908 |
Commercial jet engines and parts | ||
Segment Reporting Information | ||
Revenue | 29,846 | 22,855 |
Operating income (loss) | 1,478 | 3,074 |
Capital expenditures | 120 | 74 |
Depreciation and amortization | 190 | 434 |
Commercial jet engines and parts | Domestic | ||
Segment Reporting Information | ||
Revenue | 21,968 | 16,732 |
Commercial jet engines and parts | International | ||
Segment Reporting Information | ||
Revenue | 7,878 | 6,123 |
Corporate and other | ||
Segment Reporting Information | ||
Revenue | 2,070 | 1,628 |
Operating income (loss) | (2,670) | (3,459) |
Capital expenditures | 93 | 189 |
Depreciation and amortization | 381 | 358 |
Corporate and other | Domestic | ||
Segment Reporting Information | ||
Revenue | 919 | 749 |
Corporate and other | International | ||
Segment Reporting Information | ||
Revenue | $ 1,151 | $ 879 |
Segment Information- Schedule o
Segment Information- Schedule of EBITDA (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Segment Reporting Information | ||
Operating Income | $ 658 | $ 834 |
Depreciation and amortization (excluding leased engines depreciation) | 690 | 605 |
Gain on sale of property and equipment | (6) | (2) |
Securities expenses | 45 | 15 |
Adjusted EBITDA | 1,387 | 1,452 |
Overnight air cargo | ||
Segment Reporting Information | ||
Operating Income | 1,935 | 1,077 |
Depreciation and amortization (excluding leased engines depreciation) | 85 | 19 |
Gain on sale of property and equipment | (6) | 0 |
Securities expenses | 0 | 0 |
Adjusted EBITDA | 2,014 | 1,096 |
Ground equipment sales | ||
Segment Reporting Information | ||
Operating Income | (85) | 142 |
Depreciation and amortization (excluding leased engines depreciation) | 34 | 49 |
Gain on sale of property and equipment | 0 | 0 |
Securities expenses | 0 | 0 |
Adjusted EBITDA | (51) | 191 |
Commercial jet engines and parts | ||
Segment Reporting Information | ||
Operating Income | 1,478 | 3,074 |
Depreciation and amortization (excluding leased engines depreciation) | 190 | 179 |
Gain on sale of property and equipment | 0 | (2) |
Securities expenses | 0 | 0 |
Adjusted EBITDA | 1,668 | 3,251 |
Corporate and other | ||
Segment Reporting Information | ||
Operating Income | (2,670) | (3,459) |
Depreciation and amortization (excluding leased engines depreciation) | 381 | 358 |
Gain on sale of property and equipment | 0 | 0 |
Securities expenses | 45 | 15 |
Adjusted EBITDA | $ (2,244) | $ (3,086) |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) | 3 Months Ended | 12 Months Ended | |||
May 05, 2021 USD ($) interest | Jun. 30, 2023 USD ($) installment anniversary shares | Mar. 31, 2023 USD ($) | Feb. 28, 2022 | Dec. 29, 2020 shares | |
Long-termCommitment | |||||
Increase in redemption value | $ 7,000 | ||||
Adjustment to fair value of redeemable non-controlling interests | (100,000) | ||||
Net loss attributable to and and distributions non-controlling interest | 200,000 | ||||
Distributions to non controlling interest | 100,000 | ||||
Number of classes of equity interests | interest | 2 | ||||
Equity method investments | 13,954,000 | $ 13,230,000 | |||
Put option issued to co-investor in CAM | $ 1,000,000 | ||||
Number of anniversary has fixed price put option | anniversary | 3 | ||||
Number of years after execution of agreement (in years) | 5 years | ||||
Number of installments after exercise | installment | 3 | ||||
Redeemable non-controlling interest | $ 12,837,000 | 12,710,000 | |||
Share compensation expense | $ 79,000 | ||||
2020 Omnibus Stock and Incentive Plan | |||||
Long-termCommitment | |||||
Shares authorized under the plan (in shares) | shares | 420,000 | ||||
Number of shares granted ( in shares) | shares | 260,670 | ||||
CAM | |||||
Long-termCommitment | |||||
Ownership percentage (as a percentage) | 90% | ||||
Minority interest, ownership (percent) | 10% | ||||
Noncontrolling interest, increase from subsidiary equity issuance | $ 1,000,000 | ||||
Offshore Series | |||||
Long-termCommitment | |||||
Payments for capital commitments | 1,000,000 | ||||
Onshore Series | |||||
Long-termCommitment | |||||
Payments for capital commitments | $ 6,900,000 | ||||
CJVII | Capital Commitments | |||||
Long-termCommitment | |||||
Other commitments | $ 7,000,000 | ||||
Other commitment, premium rate above fair market value | 112.50% | ||||
CAM | |||||
Long-termCommitment | |||||
Equity method investments | $ 5,300,000 | ||||
CAM | CJVII | Capital Commitments | |||||
Long-termCommitment | |||||
Other commitments | 51,000,000 | ||||
MRC | CJVII | Capital Commitments | |||||
Long-termCommitment | |||||
Other commitments | 44,000,000 | ||||
Third Party | Shanwick | |||||
Long-termCommitment | |||||
Minority interest, ownership (percent) | 30% | ||||
Option potential exercise multiple | 7.5 | ||||
Fair Value, Inputs, Level 3 | Contrail RNCI | |||||
Long-termCommitment | |||||
Fair value of redeemable non-controlling interest | $ 8,000,000 |
Commitments and Contingencies-
Commitments and Contingencies- Roll forward (Details) $ in Thousands | 3 Months Ended |
Jun. 30, 2023 USD ($) | |
Shanwick RNCI | |
Balance at the beginning | $ 12,710 |
Balance at the end | 12,837 |
Shanwick | |
Shanwick RNCI | |
Balance at the beginning | 4,738 |
Contribution from non-controlling members | 0 |
Distribution to non-controlling members | (166) |
Net income attributable to non-controlling interests | 86 |
Redemption value adjustments | 199 |
Balance at the end | $ 4,857 |