SkyWest (SKYW) 10-Q 6 May 16 2016 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2016	Apr. 29, 2016
Document and Entity Information
Entity Registrant Name	SKYWEST INC
Entity Central Index Key	793,733
Document Type	10-Q
Document Period End Date	Mar. 31, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		51,387,426
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q1

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
CURRENT ASSETS:
Cash and cash equivalents	$ 246,765	$ 203,035
Marketable securities	187,323	286,668
Restricted cash	8,221	8,216
Income tax receivable	2,770	2,871
Receivables, net	80,053	62,162
Inventories, net	140,595	140,312
Prepaid aircraft rents	198,209	195,216
Deferred tax assets	102,804	100,730
Other current assets	17,951	18,360
Total current assets	984,691	1,017,570
PROPERTY AND EQUIPMENT:
Aircraft and rotable spares	5,325,637	5,242,790
Deposits on aircraft	38,150	38,150
Buildings and ground equipment	260,561	275,788
Total property and equipment, gross	5,624,348	5,556,728
Less-accumulated depreciation and amortization	(2,121,773)	(2,085,981)
Total property and equipment, net	3,502,575	3,470,747
OTHER ASSETS
Intangible assets, net	9,936	10,499
Non-current prepaid aircraft rents	261,599	229,180
Other assets	54,257	53,988
Total other assets	325,792	293,667
Total assets	4,813,058	4,781,984
CURRENT LIABILITIES:
Current maturities of long-term debt	274,325	268,667
Accounts payable	261,043	279,864
Accrued salaries, wages and benefits	131,561	138,291
Accrued aircraft rents	4,248	3,226
Taxes other than income taxes	15,234	17,176
Other current liabilities	42,972	40,802
Total current liabilities	729,383	748,026
OTHER LONG TERM LIABILITIES	54,283	56,191
LONG TERM DEBT, net of current maturities	1,664,766	1,659,234
DEFERRED INCOME TAXES PAYABLE	768,556	749,575
DEFERRED AIRCRAFT CREDITS	$ 60,169	$ 62,523
COMMITMENTS AND CONTINGENCIES (Note 6)
STOCKHOLDERS' EQUITY:
Preferred stock, 5,000,000 shares authorized; none issued
Common stock, no par value, 120,000,000 shares authorized; 79,388,758 and 79,020,371 shares issued, respectively	$ 645,908	$ 641,643
Retained earnings	1,300,179	1,275,142
Treasury stock, at cost, 28,015,386 and 28,015,386 shares, respectively	(410,090)	(410,090)
Accumulated other comprehensive loss	(96)	(260)
Total stockholders' equity	1,535,901	1,506,435
Total liabilities and stockholders' equity	$ 4,813,058	$ 4,781,984

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Mar. 31, 2016	Dec. 31, 2015
CONSOLIDATED BALANCE SHEETS
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Common stock, par value (in dollars per share)	$ 0	$ 0
Common stock, shares authorized	120,000,000	120,000,000
Common stock, shares issued	79,388,758	79,020,371
Treasury stock, at cost, shares	28,015,386	28,015,386

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
OPERATING REVENUES:
Passenger	$ 744,390	$ 742,498
Ground handling and other	17,685	17,900
Total operating revenues	762,075	760,398
OPERATING EXPENSES:
Salaries, wages and benefits	305,557	302,845
Aircraft maintenance, materials and repairs	138,859	158,257
Aircraft rentals	67,124	70,412
Depreciation and amortization	67,801	65,691
Aircraft fuel	25,332	27,300
Ground handling services	20,984	23,973
Other, net	74,609	77,845
Total operating expenses	700,266	726,323
OPERATING INCOME	61,809	34,075
OTHER INCOME (EXPENSE):
Interest income	430	640
Interest expense	(17,725)	(18,465)
Total other expense, net	(17,295)	(17,825)
INCOME BEFORE INCOME TAXES	44,514	16,250
PROVISION FOR INCOME TAXES	17,422	6,630
NET INCOME	$ 27,092	$ 9,620
BASIC EARNINGS PER SHARE (in dollars per share)	$ 0.53	$ 0.19
DILUTED EARNINGS PER SHARE (in dollars per share)	$ 0.52	$ 0.18
Weighted average common shares:
Basic (in shares)	51,218	51,457
Diluted (in shares)	52,014	52,392
COMPREHENSIVE INCOME:
Net income	$ 27,092	$ 9,620
Net unrealized appreciation on marketable securities, net of taxes	15	301
TOTAL COMPREHENSIVE INCOME	$ 27,107	$ 9,921

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
NET CASH PROVIDED BY OPERATING ACTIVITIES	$ 34,544	$ 35,206
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of marketable securities	(508,562)	(109,900)
Sales of marketable securities	608,058	147,830
Proceeds from the sale of aircraft, property and equipment		2,966
Acquisition of property and equipment:
Aircraft and rotable spare parts	(94,941)	(258,795)
Buildings and ground equipment	(3,460)	(6,905)
Increase in other assets	(2,164)	(11,906)
NET CASH USED IN INVESTING ACTIVITIES	(1,069)	(236,710)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of long-term debt	68,232	203,083
Principal payments on long-term debt	(57,196)	(39,528)
Net proceeds from issuance of common stock	2,006	857
Increase in debt issuance cost	(747)	(2,028)
Payment of cash dividends	(2,040)	(2,047)
NET CASH PROVIDED BY FINANCING ACTIVITIES	10,255	160,337
Increase (decrease) in cash and cash equivalents	43,730	(41,167)
Cash and cash equivalents at beginning of period	203,035	132,275
CASH AND CASH EQUIVALENTS AT END OF PERIOD	246,765	91,108
Cash paid during the year for:
Interest, net of capitalized amounts	16,547	15,281
Income taxes	$ 684	$ 573

Condensed Consolidated Financia

Condensed Consolidated Financial Statements	3 Months Ended
	Mar. 31, 2016
Condensed Consolidated Financial Statements
Condensed Consolidated Financial Statements	Note 1 — Condensed Consolidated Financial Statements Basis of Presentation The condensed consolidated financial statements of SkyWest, Inc. (“SkyWest” or the “Company”) and its operating subsidiaries, SkyWest Airlines, Inc. (“SkyWest Airlines”) and ExpressJet Airlines, Inc. (“ExpressJet”) included herein 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 (“GAAP”) 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. These condensed consolidated financial statements reflect all adjustments that, in the opinion of management, are necessary to present fairly the results of operations for the interim periods presented. All adjustments are of a normal recurring nature, unless otherwise disclosed. The Company suggests that these condensed consolidated financial statements be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. The results of operations for the three-month period ended March 31, 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results will likely differ, and may differ materially, from those estimates and assumptions. The Company reclassified certain prior period amounts to conform to the current period presentation. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers” (“ASU No. 2014-09”). Under ASU No. 2014-09, revenue is recognized at the time a good or service is transferred to a customer for the amount of consideration received for that specific good or service. In July 2015, the FASB deferred the effective date of ASU No. 2014-09 for annual reporting periods beginning after December 15, 2017. The FASB also proposed permitting early adoption of ASU No. 2014-09, but not before January 1, 2017. Entities may use a full retrospective approach or report the cumulative effect as of the date of adoption. The Company’s management is currently evaluating what the impact the adoption of ASU No. 2014-09 is anticipated to have on the Company’s consolidated financial statements. In November 2015, the FASB issued Accounting Standards Update 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes (“ASU No. 2015-17”). ASU No. 2015-17 requires that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. The current requirement that deferred tax liabilities and assets of a tax-paying component of an entity be offset and presented as a single amount is not affected by ASU No. 2015-17. ASU No. 2015-17 is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The Company’s management is currently evaluating the impact the adoption of ASU No. 2015-17 is anticipated to have on the Company’s consolidated financial statements. In February 2016, the FASB issued Accounting Standards Update 2016-02, Leases (“ASU 2016-02”). ASU 2016-02 amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASU 2016-02 will be effective beginning in the first quarter of 2019. Early adoption of ASU 2016-02 is permitted. ASU 2016-02 requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. The Company’s management is currently evaluating the impact of adopting ASU 2016-02 on the Company’s consolidated financial statements. In March 2016, the FASB issued Accounting Standards Update No. 2016-09, Compensation—Stock Compensation (Topic 718). (“ASU 2016-09”), ASU 2016-09 makes several modifications to Topic 718 related to the accounting for forfeitures, employer tax withholding on share-based compensation and the financial statement presentation of excess tax benefits or deficiencies. ASU 2016-09 also clarifies the statement of cash flows presentation for certain components of share-based awards. ASU 2016-09 is effective for interim and annual reporting periods beginning after December 15, 2016, although early adoption is permitted. The Company’s management is currently evaluating how the adoption of ASU 2016-09 will impact the Company’s Consolidated Financial Statements.

Passenger and Ground Handling R

Passenger and Ground Handling Revenue	3 Months Ended
	Mar. 31, 2016
Passenger and Ground Handling Revenues
Passenger and Ground Handling Revenue	Note 2 — Passenger and Ground Handling Revenue The Company recognizes passenger and ground handling revenues when the service is provided under its code-share agreements. Under the Company’s fixed-fee arrangements (referred to as “fixed-fee arrangements, “contract flying” or “capacity purchase agreements”) with Delta Air Lines Inc. (“Delta”), United Airlines Inc. (“United”), American Airlines, Inc. (“American”) and Alaska Airlines, Inc. (“Alaska”), the major airline generally pays the Company a fixed-fee for each departure, flight or block time incurred, and an amount per aircraft in service each month with additional incentives based on flight completion and on-time performance. The major airline partner also directly-reimburses the Company for certain direct expenses incurred under the fixed-fee arrangement, such as fuel expense and landing fee expenses. Under the fixed-fee arrangements, revenue is earned when each flight is completed and is reflected in passenger revenues. For the three months ended March 31, 2016, approximately 95.8% of our ASMs were flown under fixed-fee arrangements. Ground handling revenue primarily consists of customer service functions such as gate and ramp agent services at applicable airports where the Company provides such services to other airlines. Under the Company’s revenue sharing arrangements (referred to as a “revenue-sharing” or “pro-rate” arrangement), the major airline and the Company negotiate a passenger fare proration formula, pursuant to which the Company receives a percentage of the ticket revenues for those passengers traveling for one portion of their trip on a Company airline and the other portion of their trip on the major airline. Revenue is recognized under the Company’s pro-rate flying agreements when each flight is completed based upon the portion of the pro-rate passenger fare the Company anticipates that it will receive for each completed flight. For the three months ended March 31, 2016, approximately 4.2% of our ASMs were flown under pro-rate arrangements. Other ancillary revenues commonly associated with airlines such as baggage fee revenue, ticket change fee revenue and the marketing component of the sale of mileage credits are retained by the Company’s major airline partners on flights that the Company operates under its code ‑share agreements. In the event that the contractual rates under the Company’s flying agreements have not been finalized at quarterly or annual financial statement dates, the Company records revenues based on the lower of the prior period’s approved rates, as adjusted to reflect any contract negotiations, and the Company’s estimate of rates that will be implemented in accordance with revenue recognition guidelines. In the event the Company has a reimbursement dispute with a major airline partner, the Company evaluates the dispute under its established revenue recognition criteria and, provided the revenue recognition criteria have been met, the Company recognizes revenue based on management’s estimate of the resolution of the dispute. In several of the Company’s agreements, the Company is eligible to receive incentive compensation upon the achievement of certain performance criteria. The incentives are defined in the agreements and are measured and determined on a monthly, quarterly or semi ‑annual basis. At the end of each period during the term of an agreement, the Company calculates the incentives achieved during that period and recognizes revenue attributable to that agreement accordingly. The following table summarizes the significant provisions of each code share agreement the Company has with each major airline partner : Delta Connection Agreements Agreement Aircraft type Number of Aircraft Term / Termination Dates SkyWest Airlines Delta Connection Agreement (fixed-fee arrangement)  CRJ 200  CRJ 700  CRJ 900 48 20 36  The contract is scheduled to expire on an individual aircraft basis commencing in 2016  The final aircraft is scheduled to expire in 2022 ExpressJet Delta Connection Agreement (fixed-fee arrangement)  CRJ 200  CRJ 700  CRJ 900 41 40 28  The contract is scheduled to expire on an individual aircraft basis commencing in 2016  The final aircraft is scheduled to expire in 2022 SkyWest Airlines Delta Connection Pro-rate Agreement (revenue-sharing arrangement)  CRJ 200 21  Terminable with 30 -day notice United Express Agreements Agreement Aircraft type Number of Aircraft Term / Termination Dates SkyWest Airlines United Express Agreements (fixed-fee arrangement)  CRJ 200  CRJ 700  E175 57 69 41  The contract is scheduled to expire on an individual aircraft basis commencing in 2016  The final aircraft is scheduled to expire in 2027 ExpressJet United ERJ Agreement (fixed-fee arrangement)  ERJ 135  ERJ 145 5 161  The contract is scheduled to expire on an individual aircraft basis commencing in 2016  The final aircraft is scheduled to expire in 2017 SkyWest Airlines United Express Pro-rate Agreement (revenue-sharing arrangement)  CRJ 200 26  Terminable with 120 -day notice Alaska Capacity Purchase Agreement Agreement Aircraft type Number of Aircraft Term / Termination Dates SkyWest Airlines Alaska Agreement (fixed-fee arrangement)  CRJ 700  E175 9 7  CRJ 700 portion is scheduled to expire in 2016  E175 portion is scheduled to expire in 2027 American Agreements Agreement Aircraft type Number of Aircraft Term / Termination Dates SkyWest Airlines American Agreement (fixed-fee arrangement)  CRJ 200 12  Scheduled to expire in 2016 SkyWest Airlines American Pro-rate Agreement (revenue-sharing arrangement)  CRJ 200 5  Terminable with 120 - day notice ExpressJet American Agreement (fixed-fee arrangement)  CRJ 200  ERJ 145 11 16  Scheduled to expire in 2017 ExpressJet American Pro-rate Agreement (revenue-sharing arrangement)  CRJ 200 3  Terminable with 120 - day notice When an aircraft is scheduled to be removed from a fixed-fee arrangement, the Company may, as practical under the circumstances, negotiate an extension with the respective major airline partner, negotiate the placement of the aircraft with another major airline partner, return the aircraft to the lessor if the aircraft is leased and the lease is expiring, place owned aircraft for sale, or pursue other uses for the aircraft. In addition to the contractual arrangements described above, SkyWest Airlines has entered into agreements with Alaska, United and Delta to place additional Embraer E175 dual-class regional jet (“E175”) aircraft into service for those major airline partners. As of March 31, 2016, the Company anticipated placing an additional 24 E175 aircraft with United, an additional thirteen E175 aircraft with Alaska and 19 E175 aircraft with Delta. The delivery dates for the new aircraft are expected to take place from April 2016 to June 2017. The SkyWest Airlines and ExpressJet Delta Connection Agreements contain multi ‑year rate reset provisions that became operative in 2010 and reset each fifth year thereafter. A rate reset period became effective on January 1, 2016. The parties have agreed to contractual rates effective for the SkyWest Airlines and ExpressJet Delta Connection Agreements for the 2016 calendar year. Other Revenue Items The Company’s passenger and ground handling revenues could be impacted by a number of factors, including changes to the Company’s code-share agreements with its major airline partners, contract modifications resulting from contract re-negotiations, the Company’s ability to earn incentive payments contemplated under the Company’s code-share agreements and settlement of reimbursement disputes with the Company’s major airline partners.

Share-Based Compensation and St

Share-Based Compensation and Stock Repurchases	3 Months Ended
	Mar. 31, 2016
Share-Based Compensation and Stock Repurchases
Share-Based Compensation and Stock Repurchases	Note 3 — Share-Based Compensation and Stock Repurchases The fair value of stock options granted by the Company has been estimated as of the grant date using the Black-Scholes option pricing model. The Company uses historical data to estimate option exercises and employee termination in the option pricing model. The expected term of options granted is derived from the output of the option pricing model and represents the period of time that options granted are expected to be outstanding. The expected volatilities are based on the historical volatility of the Company’s traded stock and other factors. During the three months ended March 31, 2016, the Company granted options to purchase 200,020 shares of common stock under the SkyWest, Inc. 2010 Long-Term Incentive Plan (the “2010 Incentive Plan”). The following table shows the assumptions used and weighted average fair value for stock option grants during the three months ended March 31, 2016. Expected annual dividend rate % Risk-free interest rate % Average expected life (years) Expected volatility of common stock Forfeiture rate % Weighted average fair value of option grants $ During the three months ended March 31, 2016, the Company granted 42,624 fully-vested shares of common stock to the Company’s directors. Additionally, during the three months ended March 31, 2016, the Company granted 370,022 restricted stock units and 179,251 restricted performance stock units to certain employees of the Company and its subsidiaries under the 2010 Incentive Plan. Both the restricted stock and restricted performance stock units have a three -year vesting period, during which the recipient must remain employed with the Company or one of the Company’s subsidiaries. In addition to the three-year vesting period, certain profit metrics of the Company must be met before the recipient will receive any shares of stock attributable to the restricted performance stock units. Upon vesting, a restricted stock unit and a restricted performance stock unit will be replaced with a share of common stock. The fair value of the restricted stock unit and the restricted performance stock unit on the date of grant was $14.78 per share. The Company records share-based compensation expense only for those options, restricted stock units and restricted performance stock units that are expected to vest. The estimated fair value of the stock options, restricted stock units and restricted performance stock units is amortized over the applicable vesting periods. During the three months ended March 31, 2016 and 2015, the Company recorded pre-tax share-based compensation expense of $2. 3 million and $1.5 million, respectively.

Net Income Per Common Share

Net Income Per Common Share	3 Months Ended
	Mar. 31, 2016
Net Income Per Common Share
Net Income Per Common Share	Note 4 — Net Income Per Common Share Basic net income per common share (“Basic EPS”) excludes dilution and is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted net income per common share (“Diluted EPS”) reflects the potential dilution that could occur if stock options or other contracts to issue common stock were exercised or converted into common stock. The computation of Diluted EPS does not assume exercise or conversion of securities that would have an anti-dilutive effect on net income per common share. During the three months ended March 31, 2016 and 2015, options to acquire 6 ,000 shares and 1,560,000 shares, respectively, were excluded from the computation of Diluted EPS as their impact was anti-dilutive. The calculation of the weighted average number of shares of common stock outstanding for Basic EPS and Diluted EPS for the periods indicated (in thousands, except per share data) is as follows: Three Months Ended March 31, 2016 2015 Numerator: Net Income $ $ Denominator: Weighted average number of common shares outstanding Effect of outstanding share-based awards Weighted average number of shares for diluted net income per common share Basic earnings per-share $ $ Diluted earnings per-share $ $

Segment Reporting

Segment Reporting	3 Months Ended
	Mar. 31, 2016
Segment Reporting
Segment Reporting	Note 5 - Segment Reporting The Company’s three reporting segments consist of the operations of SkyWest Airlines, ExpressJet and SkyWest Leasing activities. Corporate overhead expenses incurred by the Company are allocated to the operating expenses of SkyWest Airlines and ExpressJet. During the fourth quarter of 2015, due to the increase in E175 aircraft acquisitions and the related aircraft debt financing, the Company’s chief operating decision maker started to analyze the flight operations of the Company’s E175 aircraft separately from the acquisition, ownership, financing costs and related revenue of the Company’s E175 aircraft. Because of this change, the “SkyWest Leasing” segment includes revenue attributed to the Company’s E175 aircraft ownership cost earned under the applicable fixed-fee flying contracts, and the depreciation and interest expense of the Company’s E175 aircraft. The “SkyWest Leasing” segment’s total assets and capital expenditures include the acquired E175 aircraft. The “SkyWest Leasing” segment additionally includes the activity of two CRJ200 aircraft leased to a third party. As a result of the change in segmentation, results for prior periods have been recast to conform to the current presentation. The following represents the Company’s segment data for the three-month periods ended March 31, 2016 and 2015 (in thousands). Three months ended March 31, 2016 SkyWest SkyWest Airlines ExpressJet Leasing Consolidated Operating revenues $ $ $ $ Operating expense Depreciation and amortization expense Interest expense Segment profit (loss) (1) Identifiable intangible assets, other than goodwill — — Total assets 4,813,058 Capital expenditures (including non-cash) Three months ended March 31, 2015 SkyWest SkyWest Airlines ExpressJet Leasing Consolidated Operating revenues $ $ $ $ Operating expense Depreciation and amortization expense Interest expense Segment profit (loss) (1) Identifiable intangible assets, other than goodwill — — Total assets 4,591,206 Capital expenditures (including non-cash) (1) Segment profit (loss) is equal to operating income less interest expense

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2016
Commitments and Contingencies
Commitments and Contingencies	Note 6 — Commitments and Contingencies As of March 31, 2016, the Company leased aircraft, as well as airport facilities, office space, and other property and equipment under non-cancelable operating leases which are generally on a long-term, triple net lease basis where the Company pays taxes, maintenance, insurance and certain other operating expenses applicable to the leased property. The Company expects that, in the normal course of business, such operating leases that expire will be renewed or replaced by other leases. The following table summarizes future minimum rental payments required under operating leases that had initial or remaining non-cancelable lease terms as of March 31, 2016 (in thousands): April through December 2016 $ 2017 2018 2019 2020 Thereafter $ As of March 31, 2016, the Company had a firm purchase commitment for 56 E175 aircraft with scheduled delivery dates from April 2016 to June 2017.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2016
Fair Value Measurements
Fair Value Measurements	Note 7 — Fair Value Measurements The Company holds certain assets that are required to be measured at fair value in accordance with GAAP. The Company determined fair value of these assets based on the following three levels of inputs: Level 1 — Quoted prices in active markets for identical assets or liabilities. Level 2 — Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Some of the Company’s marketable securities primarily utilize broker quotes in a non-active market for valuation of these securities. Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities, therefore requiring an entity to develop its own assumptions. As of March 31, 2016 and December 31, 2015, the Company held certain assets that are required to be measured at fair value on a recurring basis. Assets measured at fair value on a recurring basis are summarized below (in thousands): Fair Value Measurements as of March 31, 2016 Total Level 1 Level 2 Level 3 Marketable Securities Bonds and bond funds $ 187,317 $ — $ 187,317 $ — Commercial paper — — Asset backed securities $ 187,323 $ — $ 187,323 $ — Cash, Cash Equivalents and Restricted Cash 254,986 254,986 — — Auction Rate Securities(1) — — 2,334 Total Assets Measured at Fair Value $ 444,643 $ 254,986 $ 187,323 $ Fair Value Measurements as of December 31, 2015 Total Level 1 Level 2 Level 3 Marketable Securities Bonds and bond funds $ $ — $ $ — Commercial paper — — Asset backed securities $ $ — $ $ — Cash, Cash Equivalents and Restricted Cash — — Auction Rate Securities(1) — — Total Assets Measured at Fair Value $ $ $ $ (1) Auction rate securities are included in long-term “Other assets” in the Company’s unaudited condensed consolidated balance sheets Based on market conditions, the Company uses a discounted cash flow valuation methodology for auction rate securities. Accordingly, for purposes of the foregoing condensed consolidated financial statements, these securities were categorized as Level 3 securities. The Company’s “Marketable Securities” classified as Level 2 securities primarily utilize broker quotes in a non-active market for valuation of these securities. The Company did not make any significant transfers of securities between Level 1, Level 2 and Level 3 during the three months ended March 31, 2016. The Company’s policy regarding the recording of transfers between levels is to record any such transfers at the end of the reporting period. As of March 31, 2016 and December 31, 2015, the Company classified $187. 3 million and $286. 7 million of marketable securities, respectively, as short-term since it had the intent to maintain a liquid portfolio and the ability to redeem the securities within one year. As of March 31, 2016 and December 31, 2015, the cost in the Company’s total cash and cash equivalents and available for sale securities (excluding restricted cash and auction rate securities, net of amortized discounts, recorded as other assets) was $434.1 million and $489.9 million, respectively. As of March 31, 2016 and December 31, 2015, the fair value of the Company’s total cash and cash equivalents and available for sale securities (excluding restricted cash and auction rate securities recorded as other assets), was $434.1 million and $489.7 million, respectively. The following table presents the Company’s assets measured at fair value on a recurring basis using significant unobservable inputs (Level 3) at March 31, 2016 (in thousands): Fair Value Measurements Using Significant Unobservable Inputs (Level 3) Auction Rate Securities Balance at January 1, 2016 $ Total realized and unrealized gains or (losses) Included in earnings — Included in other comprehensive income Transferred out — Settlements — Balance at March 31, 2016 $ The fair value of the Company’s long-term debt classified as Level 2 debt was estimated using discounted cash flow analyses, based on the Company’s current estimated incremental borrowing rates for similar types of borrowing arrangements. The fair value of the Company’s long-term debt is estimated based on current rates offered to the Company for similar debt and was estimated to be $1,934 .5 million as of March 31, 2016 and $1,939. 8 million as of December 31, 2015, as compared to the carrying amount of $1,9 59.8 million as of March 31, 2016 and $1,948.8 million as of December 31, 2015.

Long-Term Debt

Long-Term Debt	3 Months Ended
	Mar. 31, 2016
Long-Term Debt
Long-Term Debt	Note 8 — Long-Term Debt In April 2015, the FASB issued ASU 2015-03, “Interest—Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs,” which requires debt issuance costs related to a recognized debt liability to be presented as a direct deduction from the carrying amount of that debt liability. The new guidance only impacts financial statement presentation. The guidance is effective in the first quarter of 2016 and allows for early adoption. We adopted this guidance January 1, 201 6 on a retro spective basis. As a result $20.9 million of unamortized debt issuance costs that had been included in the Other assets line on the consolidated balance sheets as of December 31, 201 5 are now presented as direct deductions from the carrying amounts of the related debt liabilities. Long-term Debt consisted of the following as of March 31, 2016 and December 31, 2015 (in thousands). March 31, 2016 December 31, 2015 Total debt $ $ Unamortized debt issue cost, net Total debt, net of debt issue costs $ $ During the three months ended March 31, 2016, the Company took delivery of three E175 aircraft, which the Company financed through $68.2 million of long-term debt. The debt associated with the E175 aircraft delivered during the three months ended March 31, 2016 has a twelve -year term , due in quarterly installments with a fixed annual interest rate ranging from 3.6% to 3.8% and is secured by the E175 aircraft.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2016
Income Taxes
Income Taxes	Note 9 — Income Taxes The Company’s estimated annual effective tax rate for the three months ended March 31, 2016 varied fro m the federal statutory rate of 35% primarily due to the provision for state income taxes and the impact of non-deductible crew per diem meal expenses.

Legal Matters

Legal Matters	3 Months Ended
	Mar. 31, 2016
Legal Matters
Legal Matters	Note 10 — Legal Matters The Company is subject to certain legal actions which it considers routine to its business activities. As of March 31, 2016, the Company’s management believed, after consultation with legal counsel, that the ultimate outcome of such legal matters was not likely to have a material adverse effect on the Company’s financial position, liquidity or results of operations.

Passenger and Ground Handling16

Passenger and Ground Handling Revenue (Tables)	3 Months Ended
	Mar. 31, 2016
Delta Connection Agreements
Agreements with other airlines
Schedule of details of agreements with other airlines	Agreement Aircraft type Number of Aircraft Term / Termination Dates SkyWest Airlines Delta Connection Agreement (fixed-fee arrangement)  CRJ 200  CRJ 700  CRJ 900 48 20 36  The contract is scheduled to expire on an individual aircraft basis commencing in 2016  The final aircraft is scheduled to expire in 2022 ExpressJet Delta Connection Agreement (fixed-fee arrangement)  CRJ 200  CRJ 700  CRJ 900 41 40 28  The contract is scheduled to expire on an individual aircraft basis commencing in 2016  The final aircraft is scheduled to expire in 2022 SkyWest Airlines Delta Connection Pro-rate Agreement (revenue-sharing arrangement)  CRJ 200 21  Terminable with 30 -day notice
United Express Agreements
Agreements with other airlines
Schedule of details of agreements with other airlines	Agreement Aircraft type Number of Aircraft Term / Termination Dates SkyWest Airlines United Express Agreements (fixed-fee arrangement)  CRJ 200  CRJ 700  E175 57 69 41  The contract is scheduled to expire on an individual aircraft basis commencing in 2016  The final aircraft is scheduled to expire in 2027 ExpressJet United ERJ Agreement (fixed-fee arrangement)  ERJ 135  ERJ 145 5 161  The contract is scheduled to expire on an individual aircraft basis commencing in 2016  The final aircraft is scheduled to expire in 2017 SkyWest Airlines United Express Pro-rate Agreement (revenue-sharing arrangement)  CRJ 200 26  Terminable with 120 -day notice
Alaska Capacity Purchase Agreement
Agreements with other airlines
Schedule of details of agreements with other airlines	Agreement Aircraft type Number of Aircraft Term / Termination Dates SkyWest Airlines Alaska Agreement (fixed-fee arrangement)  CRJ 700  E175 9 7  CRJ 700 portion is scheduled to expire in 2016  E175 portion is scheduled to expire in 2027
American Agreements
Agreements with other airlines
Schedule of details of agreements with other airlines	Agreement Aircraft type Number of Aircraft Term / Termination Dates SkyWest Airlines American Agreement (fixed-fee arrangement)  CRJ 200 12  Scheduled to expire in 2016 SkyWest Airlines American Pro-rate Agreement (revenue-sharing arrangement)  CRJ 200 5  Terminable with 120 - day notice ExpressJet American Agreement (fixed-fee arrangement)  CRJ 200  ERJ 145 11 16  Scheduled to expire in 2017 ExpressJet American Pro-rate Agreement (revenue-sharing arrangement)  CRJ 200 3  Terminable with 120 - day notice

Share-Based Compensation and 17

Share-Based Compensation and Stock Repurchases (Tables)	3 Months Ended
	Mar. 31, 2016
Share-Based Compensation and Stock Repurchases
Schedule of assumptions used and weighted average fair value for stock option grants	The following table shows the assumptions used and weighted average fair value for stock option grants during the three months ended March 31, 2016. Expected annual dividend rate % Risk-free interest rate % Average expected life (years) Expected volatility of common stock Forfeiture rate % Weighted average fair value of option grants $

Net Income Per Common Share (Ta

Net Income Per Common Share (Tables)	3 Months Ended
	Mar. 31, 2016
Net Income Per Common Share
Schedule of net income per common share	The calculation of the weighted average number of shares of common stock outstanding for Basic EPS and Diluted EPS for the periods indicated (in thousands, except per share data) is as follows: Three Months Ended March 31, 2016 2015 Numerator: Net Income $ $ Denominator: Weighted average number of common shares outstanding Effect of outstanding share-based awards Weighted average number of shares for diluted net income per common share Basic earnings per-share $ $ Diluted earnings per-share $ $

Segment Reporting (Tables)

Segment Reporting (Tables)	3 Months Ended
	Mar. 31, 2016
Segment Reporting
Schedule of Company's segment data	The following represents the Company’s segment data for the three-month periods ended March 31, 2016 and 2015 (in thousands). Three months ended March 31, 2016 SkyWest SkyWest Airlines ExpressJet Leasing Consolidated Operating revenues $ $ $ $ Operating expense Depreciation and amortization expense Interest expense Segment profit (loss) (1) Identifiable intangible assets, other than goodwill — — Total assets 4,813,058 Capital expenditures (including non-cash) Three months ended March 31, 2015 SkyWest SkyWest Airlines ExpressJet Leasing Consolidated Operating revenues $ $ $ $ Operating expense Depreciation and amortization expense Interest expense Segment profit (loss) (1) Identifiable intangible assets, other than goodwill — — Total assets 4,591,206 Capital expenditures (including non-cash) Segment profit (loss) is equal to operating income less interest expense

Commitments and Contingencies (

Commitments and Contingencies (Tables)	3 Months Ended
	Mar. 31, 2016
Commitments and Contingencies
Schedule of Future Minimum Rental Payments for Operating Leases	The following table summarizes future minimum rental payments required under operating leases that had initial or remaining non-cancelable lease terms as of March 31, 2016 (in thousands): April through December 2016 $ 2017 2018 2019 2020 Thereafter $

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2016
Fair Value Measurements
Schedule of assets measured at fair value on a recurring basis	As of March 31, 2016 and December 31, 2015, the Company held certain assets that are required to be measured at fair value on a recurring basis. Assets measured at fair value on a recurring basis are summarized below (in thousands): Fair Value Measurements as of March 31, 2016 Total Level 1 Level 2 Level 3 Marketable Securities Bonds and bond funds $ 187,317 $ — $ 187,317 $ — Commercial paper — — Asset backed securities $ 187,323 $ — $ 187,323 $ — Cash, Cash Equivalents and Restricted Cash 254,986 254,986 — — Auction Rate Securities(1) — — 2,334 Total Assets Measured at Fair Value $ 444,643 $ 254,986 $ 187,323 $ Fair Value Measurements as of December 31, 2015 Total Level 1 Level 2 Level 3 Marketable Securities Bonds and bond funds $ $ — $ $ — Commercial paper — — Asset backed securities $ $ — $ $ — Cash, Cash Equivalents and Restricted Cash — — Auction Rate Securities(1) — — Total Assets Measured at Fair Value $ $ $ $ (1) Auction rate securities are included in long-term “Other assets” in the Company’s unaudited condensed consolidated balance sheets
Schedule of fair value measurements using significant unobservable inputs	The following table presents the Company’s assets measured at fair value on a recurring basis using significant unobservable inputs (Level 3) at March 31, 2016 (in thousands): Fair Value Measurements Using Significant Unobservable Inputs (Level 3) Auction Rate Securities Balance at January 1, 2016 $ Total realized and unrealized gains or (losses) Included in earnings — Included in other comprehensive income Transferred out — Settlements — Balance at March 31, 2016 $

Long-Term Debt (Tables)

Long-Term Debt (Tables)	3 Months Ended
	Mar. 31, 2016
Long-Term Debt
Schedule of long-term debt	Long-term Debt consisted of the following as of March 31, 2016 and December 31, 2015 (in thousands). March 31, 2016 December 31, 2015 Total debt $ $ Unamortized debt issue cost, net Total debt, net of debt issue costs $ $

Passenger and Ground Handling23

Passenger and Ground Handling Revenue (Details)	3 Months Ended
	Mar. 31, 2016itemaircraft
Agreements with other airlines
Percentage of ASMs flown under fixed-fee arrangements	95.80%
Percentage of ASMs flown under pro-rate arrangements	4.20%
Delta Connection Agreements | CRJ 200 | Sky West Airlines Inc
Agreements with other airlines
Number of aircraft under contract	48
Delta Connection Agreements | CRJ 200 | ExpressJet
Agreements with other airlines
Number of aircraft under contract	41
Delta Connection Agreements | CRJ 700 | Sky West Airlines Inc
Agreements with other airlines
Number of aircraft under contract	20
Delta Connection Agreements | CRJ 700 | ExpressJet
Agreements with other airlines
Number of aircraft under contract	40
Delta Connection Agreements | CRJ 900 | Sky West Airlines Inc
Agreements with other airlines
Number of aircraft under contract	36
Delta Connection Agreements | CRJ 900 | ExpressJet
Agreements with other airlines
Number of aircraft under contract	28
Delta Connection Agreements | E 175
Agreements with other airlines
Number of additional aircrafts into service | aircraft	19
Delta Connection Pro-rate Agreement | Sky West Airlines Inc
Agreements with other airlines
Notice period for termination of agreement	30 days
Delta Connection Pro-rate Agreement | CRJ 200 | Sky West Airlines Inc
Agreements with other airlines
Number of aircraft under contract	21
United Express Agreements | CRJ 200 | Sky West Airlines Inc
Agreements with other airlines
Number of aircraft under contract	57
United Express Agreements | CRJ 700 | Sky West Airlines Inc
Agreements with other airlines
Number of aircraft under contract	69
United Express Agreements | E 175
Agreements with other airlines
Number of additional aircrafts into service | aircraft	24
United Express Agreements | E 175 | Sky West Airlines Inc
Agreements with other airlines
Number of aircraft under contract	41
United Express Agreements | ERJ 145 | ExpressJet
Agreements with other airlines
Number of aircraft under contract	161
United Express Agreements | ERJ135 | ExpressJet
Agreements with other airlines
Number of aircraft under contract	5
United Express Prorate Agreement | Sky West Airlines Inc
Agreements with other airlines
Notice period for termination of agreement	120 days
United Express Prorate Agreement | CRJ 200 | Sky West Airlines Inc
Agreements with other airlines
Number of aircraft under contract	26
Alaska Capacity Purchase Agreement | CRJ 700 | Sky West Airlines Inc
Agreements with other airlines
Number of aircraft under contract	9
Alaska Capacity Purchase Agreement | E 175 | Sky West Airlines Inc
Agreements with other airlines
Number of aircraft under contract	7
American Capacity Purchase Agreement | CRJ 200 | Sky West Airlines Inc
Agreements with other airlines
Number of aircraft under contract	12
American Capacity Purchase Agreement | CRJ 200 | ExpressJet
Agreements with other airlines
Number of aircraft under contract | aircraft	11
American Capacity Purchase Agreement | ERJ 145 | ExpressJet
Agreements with other airlines
Number of aircraft under contract | aircraft	16
American Prorate Agreement | Sky West Airlines Inc
Agreements with other airlines
Notice period for termination of agreement	120 days
American Prorate Agreement | CRJ 200 | Sky West Airlines Inc
Agreements with other airlines
Number of aircraft under contract	5
American Prorate Agreement | CRJ 200 | ExpressJet
Agreements with other airlines
Number of aircraft under contract	3
Prorate Agreement | ExpressJet
Agreements with other airlines
Notice period for termination of agreement	120 days

Share-Based Compensation and 24

Share-Based Compensation and Stock Repurchases (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Assumptions used to determine value of the shares purchased under the stock purchase plan using Black-Scholes option pricing model
Expected annual dividend rate (as a percent)	1.08%
Risk-free interest rate (as a percent)	1.53%
Average expected life (years)	5 years 8 months 12 days
Expected volatility of common stock (as a percent)	0.401%
Forfeiture rate (as a percent)	0.00%
Weighted average fair value of option grants	$ 5.22
Stock based compensation expense	$ 2.3	$ 1.5
Employee Stock Option | Long Term Incentive Plan 2010
Assumptions used to determine value of the shares purchased under the stock purchase plan using Black-Scholes option pricing model
Options granted (in shares)	200,020
Restricted Stock Units (RSUs)
Assumptions used to determine value of the shares purchased under the stock purchase plan using Black-Scholes option pricing model
Granted (in dollars per share)	$ 14.78
Restricted Stock Units (RSUs) | Long Term Incentive Plan 2010
Assumptions used to determine value of the shares purchased under the stock purchase plan using Black-Scholes option pricing model
Granted (in shares)	370,022
Vesting period	3 years
Performance Share Units | Long Term Incentive Plan 2010
Assumptions used to determine value of the shares purchased under the stock purchase plan using Black-Scholes option pricing model
Granted (in shares)	179,251
Vesting period	3 years
Director | Restricted Stock Units (RSUs)
Assumptions used to determine value of the shares purchased under the stock purchase plan using Black-Scholes option pricing model
Granted (in shares)	42,624

Net Income Per Common Share (De

Net Income Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Net Income Per Common Share
Number of outstanding options not included in computation of Diluted EPS (in shares)	6,000	1,560,000
Numerator
Net income	$ 27,092	$ 9,620
Denominator
Weighted average number of common shares outstanding	51,218,000	51,457,000
Effect of outstanding share-based awards	796,000	935,000
Weighted average number of shares for diluted net income per common share	52,014,000	52,392,000
Basic earnings per share (in dollars per share)	$ 0.53	$ 0.19
Diluted earnings per share (in dollars per share)	$ 0.52	$ 0.18

Segment Reporting (Details)

Segment Reporting (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2016USD ($)segment	Mar. 31, 2015USD ($)	Dec. 31, 2015USD ($)
Segment Reporting
Operating segments number | segment	3
Operating revenues	$ 762,075	$ 760,398
Operating expense	700,266	726,323
Depreciation and amortization expense	67,801	65,691
Interest expense	17,725	18,465
Segment profit (loss)	44,514	16,250
Identifiable intangible assets, other than goodwill	9,936	12,186	$ 10,499
Total assets	4,813,058	4,591,206	$ 4,781,984
Capital expenditures (including non-cash)	99,286	269,138
Corporate/Consolidating
Segment Reporting
Operating revenues	27,972	14,126
Operating expense	12,563	7,103
Depreciation and amortization expense	12,203	6,341
Interest expense	8,943	4,388
Total assets	1,218,935	767,626
Capital expenditures (including non-cash)	80,280	245,948
SkyWest Airlines
Segment Reporting
Operating revenues	466,296	437,715
Operating expense	414,084	399,969
Depreciation and amortization expense	34,331	37,688
Interest expense	6,659	9,721
Total assets	2,292,792	2,404,877
Capital expenditures (including non-cash)	13,958	16,092
Express Jet Airlines Inc
Segment Reporting
Operating revenues	267,807	308,557
Operating expense	273,619	319,251
Depreciation and amortization expense	21,267	21,662
Interest expense	2,123	4,356
Identifiable intangible assets, other than goodwill	9,936	12,186
Total assets	1,301,331	1,418,703
Capital expenditures (including non-cash)	5,048	7,098
Segment [Member]
Segment Reporting
Segment profit (loss)	44,084	15,610
Segment [Member] | Corporate/Consolidating
Segment Reporting
Segment profit (loss)	6,466	2,635
Segment [Member] | SkyWest Airlines
Segment Reporting
Segment profit (loss)	45,553	28,025
Segment [Member] | Express Jet Airlines Inc
Segment Reporting
Segment profit (loss)	$ (7,935)	$ (15,050)

Commitments and Contingencies27

Commitments and Contingencies (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2016USD ($)aircraft
Future minimum rental payments required under operating leases
April through December 2016	$ 157,828
2,017	192,385
2,018	154,461
2,019	121,126
2,020	133,659
Thereafter	349,039
Total future lease obligations	$ 1,108,498
E 175
Future minimum rental payments required under operating leases
Number of aircraft delivered | aircraft	3
Number of aircrafts committed to purchase | aircraft	56

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Dec. 31, 2015
Fair Value Measurements
Marketable securities	$ 187,323	$ 286,668
Changes in assets measured at fair value on a recurring basis using significant unobservable inputs (level 3)
Balance	2,321
Total realized and unrealized gains or (losses) included in other comprehensive income	13
Balance	2,334
Fair Value of Financial Instruments
Carrying amount of long-term debt	1,939,091	1,927,901
Recurring
Fair Value Measurements
Marketable securities	187,323
Cash, Cash Equivalents and Restricted Cash	254,986	211,251
Auction Rate Securities	2,334	2,321
Total Assets Measured at Fair Value	444,643	500,240
Cost of cash and cash equivalents and available for sale securities	434,100	489,900
Fair value of cash and cash equivalents and available for sale securities	434,100	489,700
Recurring | Bonds and bond funds
Fair Value Measurements
Marketable securities	187,317	286,637
Recurring | Asset-backed Securities
Fair Value Measurements
Marketable securities	6	286,668
Recurring | Commercial Paper
Fair Value Measurements
Marketable securities		31
Recurring | Level 1
Fair Value Measurements
Cash, Cash Equivalents and Restricted Cash	254,986	211,251
Total Assets Measured at Fair Value	254,986	211,251
Recurring | Level 2
Fair Value Measurements
Marketable securities	187,323
Total Assets Measured at Fair Value	187,323	286,668
Fair Value of Financial Instruments
Fair value of long-term debt	1,934,500	1,939,800
Carrying amount of long-term debt	1,959,800	1,948,800
Recurring | Level 2 | Bonds and bond funds
Fair Value Measurements
Marketable securities	187,317	286,637
Recurring | Level 2 | Asset-backed Securities
Fair Value Measurements
Marketable securities	6	286,668
Recurring | Level 2 | Commercial Paper
Fair Value Measurements
Marketable securities		31
Recurring | Level 3
Fair Value Measurements
Auction Rate Securities	2,334	2,321
Total Assets Measured at Fair Value	$ 2,334	$ 2,321

Long-term Debt (Details)

Long-term Debt (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2016USD ($)aircraft	Dec. 31, 2015USD ($)
Long-term Debt
Total debt	$ 1,959,838	$ 1,948,803
Unamortized debt issue cost, net	(20,747)	(20,902)
Total debt, net of debt issue costs	$ 1,939,091	$ 1,927,901
E 175
Long-term Debt
Number of aircraft delivered | aircraft	3
Debt issued to purchase of aircraft	$ 68,200
Debt instrument, term	12 years
Interest rate, minimum (as a percent)	3.60%
Interest rate, maximum (as a percent)	3.80%

Income Taxes (Details)

Income Taxes (Details)	3 Months Ended
	Mar. 31, 2016
Income Taxes
Statutory Federal income tax rate (as a percent)	35.00%