Cover
Cover | 9 Months Ended |
Sep. 30, 2022 shares | |
Document Information [Line Items] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Quarterly Report | true |
Document Transition Report | false |
Document Period End Date | Sep. 30, 2022 |
Document Fiscal Year Focus | 2022 |
Document Fiscal Period Focus | Q3 |
Entity Registrant Name | HARBOR DIVERSIFIED, INC. |
Entity Central Index Key | 0000899394 |
Current Fiscal Year End Date | --12-31 |
Entity Current Reporting Status | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Interactive Data Current | Yes |
Entity Small Business | true |
Entity Shell Company | false |
Entity Emerging Growth Company | false |
Entity File Number | 001-34584 |
Entity Incorporation State Country Code | DE |
Entity Tax Identification Number | 13-3697002 |
Entity Address Address Line1 | W6390 Challenger Drive |
Entity Address Address Line2 | Suite 203 |
Entity Address City Or Town | Appleton |
Entity Address Postal Zip Code | 54914-9120 |
Entity Address State Or Province | WI |
City Area Code | 920 |
Local Phone Number | 749-4188 |
Entity Common Stock, Shares Outstanding | 45,652,266 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Current Assets | ||
Cash and cash equivalents | $ 19,013 | $ 37,170 |
Restricted cash | 418 | 1,449 |
Marketable securities | 130,517 | 138,370 |
Accounts receivable, net | 33,272 | 7,422 |
Notes receivable | 60,315 | 0 |
Spare parts and supplies, net | 4,404 | 5,200 |
Contract costs | 258 | 518 |
Prepaid expenses and other | 2,776 | 4,174 |
Total Current Assets | 250,973 | 194,303 |
Property and Equipment | ||
Flight property and equipment | 262,237 | 259,720 |
Ground property and equipment | 7,895 | 8,252 |
Less accumulated depreciation and amortization | (163,336) | (143,313) |
Net Property and Equipment | 106,796 | 124,659 |
Other Assets | ||
Operating lease right-of-use asset | 14,789 | 18,679 |
Intangibles | 5,300 | 5,300 |
Long-term deferred tax asset | 616 | 533 |
Long-term investments | 4,275 | 4,275 |
Long-term contract costs | 0 | 96 |
Long-term notes receivable | 0 | 47,568 |
Other | 1,687 | 3,988 |
Total Other Assets | 26,667 | 80,439 |
Total Assets | 384,436 | 399,401 |
Current Liabilities | ||
Accounts payable | 16,593 | 20,060 |
Accrued payroll and employee benefits | 13,057 | 14,885 |
Current portion of operating lease liability | 5,078 | 5,150 |
Other accrued expenses | 253 | 172 |
Contract liabilities | 3,576 | 8,098 |
Deferred revenue | 22,318 | 35,792 |
Income taxes payable | 4,633 | 0 |
Current portion of long-term debt (stated principal amount of $7,000 at September 30, 2022 and $3,500 December 31, 2021) | 9,224 | 5,880 |
Total Current Liabilities | 74,732 | 90,037 |
Other Long-Term Liabilities | ||
Long-term debt (stated principal amount of $52,100 at September 30, 2022 and $56,000 at December 31, 2021) | 56,089 | 61,670 |
Long-term promissory note | 4,275 | 4,275 |
Deferred tax liability | 653 | 688 |
Long-term operating lease liability | 7,100 | 10,877 |
Long-term contract liabilities | 0 | 1,326 |
Deferred revenue, net of current portion | 0 | 9,046 |
Other | 2,757 | 2,722 |
Total Long-Term Liabilities | 70,874 | 90,604 |
Total Liabilities | 145,606 | 180,641 |
Commitments and Contingencies (Note 8) | ||
Series C Convertible Redeemable Preferred Stock, $0.01 par value, 4,000,000 shares authorized, issued and outstanding at September 30, 2022 and December 31, 2021 | 13,200 | 13,200 |
Stockholders' Equity | ||
Common Stock, $0.01 par value, 100,000,000 shares authorized, 55,481,140 shares issued at September 30, 2022 and December 31, 2021, 45,652,266 shares outstanding at September 30, 2022 and 53,316,299 shares outstanding at December 31, 2021 | 555 | 555 |
Additional paid-in capital | 285,866 | 287,429 |
Retained deficit | (46,778) | (79,144) |
Treasury stock | (14,013) | (3,280) |
Total Stockholders' Equity | 225,630 | 205,560 |
Total Liabilities and Stockholders' Equity | $ 384,436 | $ 399,401 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Current portion of long-term debt principal amount | $ 7,000 | $ 3,500 |
Non-current portion of long term debt principal amount | $ 52,100 | $ 56,000 |
Common stock par value | $ 0.01 | $ 0.01 |
Common stock share authorized | 100,000,000 | 100,000,000 |
Common stock share issued | 55,481,140 | 55,481,140 |
Common stock share outstanding | 45,652,266 | 53,316,299 |
Series C Redeemable Convertible Preferred Stock [Member] | ||
Temporary equity par value | $ 0.01 | $ 0.01 |
Temporary equity shares authorized | 4,000,000 | 4,000,000 |
Temporary equity shares issued | 4,000,000 | 4,000,000 |
Temporary equity shares outstanding | 4,000,000 | 4,000,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Operating Revenues | ||||
Total Operating Revenues | $ 68,410 | $ 71,887 | $ 213,315 | $ 174,521 |
Operating Expenses | ||||
Payroll and related costs | 26,801 | 29,056 | 81,096 | 76,819 |
Aircraft fuel and oil | 49 | 51 | 134 | 108 |
Aircraft maintenance, materials and repairs | 17,494 | 13,877 | 48,331 | 37,489 |
Aircraft rent | 0 | 0 | 0 | 67 |
Other rents | 1,617 | 1,572 | 4,887 | 3,757 |
Depreciation, amortization and obsolescence | 6,639 | 6,570 | 19,957 | 19,569 |
Payroll Support Program | 0 | (16,146) | 0 | (66,316) |
Purchased services and other | 3,310 | 3,684 | 10,589 | 9,944 |
Total Operating Expenses | 55,910 | 38,664 | 164,994 | 81,437 |
Income From Operations | 12,500 | 33,223 | 48,321 | 93,084 |
Other (Expense) Income | ||||
Interest income | 840 | 611 | 2,102 | 1,437 |
Interest expense | 0 | (138) | 0 | (827) |
Loss on marketable securities | (3,749) | (92) | (9,774) | (106) |
Gain on extinguishment of debt | 53 | 10,135 | 53 | 10,363 |
Other, net | 885 | 566 | 1,786 | 634 |
Total Other (Expense) Income | (1,971) | 11,082 | (5,833) | 11,501 |
Net Income Before Taxes | 10,529 | 44,305 | 42,488 | 104,585 |
Income Tax Expense | 2,507 | 8,026 | 10,122 | 22,560 |
Net Income | 8,022 | 36,279 | 32,366 | 82,025 |
Preferred stock dividends | 198 | 198 | 594 | 594 |
Net income available to common stockholders | $ 7,824 | $ 36,081 | $ 31,772 | $ 81,431 |
Basic Earnings per share | $ 0.17 | $ 0.67 | $ 0.68 | $ 1.49 |
Diluted Earnings per share | $ 0.13 | $ 0.51 | $ 0.5 | $ 1.14 |
Weighted Average Common Shares: | ||||
Basic | 45,776 | 54,153 | 46,637 | 54,491 |
Diluted | 62,276 | 71,155 | 63,268 | 71,468 |
Contract Revenues [Member] | ||||
Operating Revenues | ||||
Total Operating Revenues | $ 68,389 | $ 71,866 | $ 213,280 | $ 174,467 |
Contract Service and Other [Member] | ||||
Operating Revenues | ||||
Total Operating Revenues | $ 21 | $ 21 | $ 35 | $ 54 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Repurchased Stock [Member] | Preferred Stock [Member] Mezzanine Equity Series C Convertible Redeemable Preferred Stock [Member] |
Beginning Balance at Dec. 31, 2020 | $ 116,525 | $ 555 | $ 288,221 | $ (171,770) | $ (481) | $ 13,200 | |
Beginning balance, Shares at Dec. 31, 2020 | 54,863,000 | 618,000 | 4,000,000 | ||||
Net income | 82,025 | 82,025 | |||||
Dividend | (594) | (594) | |||||
Treasury stock purchases, Value | (1,188) | $ 723 | (1,188) | ||||
Treasury stock purchases, Shares | (723) | ||||||
Ending Balance at Sep. 30, 2021 | 196,768 | $ 555 | 287,627 | (89,745) | (1,669) | $ 13,200 | |
Ending balance, shares at Sep. 30, 2021 | 54,140,000 | 1,341,000 | 4,000,000 | ||||
Beginning Balance at Jun. 30, 2021 | 160,987 | $ 555 | 287,825 | (126,024) | (1,369) | $ 13,200 | |
Beginning balance, Shares at Jun. 30, 2021 | 54,270,000 | 1,211,000 | 4,000,000 | ||||
Net income | 36,279 | 36,279 | |||||
Dividend | (198) | (198) | |||||
Treasury stock purchases, Value | (300) | $ 130 | (300) | ||||
Treasury stock purchases, Shares | (130) | ||||||
Ending Balance at Sep. 30, 2021 | 196,768 | $ 555 | 287,627 | (89,745) | (1,669) | $ 13,200 | |
Ending balance, shares at Sep. 30, 2021 | 54,140,000 | 1,341,000 | 4,000,000 | ||||
Beginning Balance at Dec. 31, 2021 | 205,560 | $ 555 | 287,429 | (79,144) | (3,280) | $ 13,200 | |
Beginning balance, Shares at Dec. 31, 2021 | 53,316,000 | 2,165,000 | 4,000,000 | ||||
Net income | 32,366 | 32,366 | |||||
Dividend | (594) | (594) | |||||
Cancellation of stock option | (969) | (969) | |||||
Treasury stock purchases, Value | (10,733) | $ 7,664 | (10,733) | ||||
Treasury stock purchases, Shares | (7,664) | ||||||
Ending Balance at Sep. 30, 2022 | 225,630 | $ 555 | 285,866 | (46,778) | (14,013) | $ 13,200 | |
Ending balance, shares at Sep. 30, 2022 | 45,652,000 | 9,829,000 | 4,000,000 | ||||
Beginning Balance at Jun. 30, 2022 | 218,605 | $ 555 | 286,064 | (54,800) | (13,214) | $ 13,200 | |
Beginning balance, Shares at Jun. 30, 2022 | 46,016,000 | 9,465,000 | 4,000,000 | ||||
Net income | 8,022 | 8,022 | |||||
Dividend | (198) | (198) | |||||
Treasury stock purchases, Value | (799) | $ 364 | (799) | ||||
Treasury stock purchases, Shares | (364) | ||||||
Ending Balance at Sep. 30, 2022 | $ 225,630 | $ 555 | $ 285,866 | $ (46,778) | $ (14,013) | $ 13,200 | |
Ending balance, shares at Sep. 30, 2022 | 45,652,000 | 9,829,000 | 4,000,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash Flows From Operating Activities | ||
Net income | $ 32,366 | $ 82,025 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation, amortization and obsolescence allowance | 19,957 | 19,569 |
Amortization of contract costs | (3,314) | (2,428) |
Amortization of engine overhauls | 2,098 | 1,364 |
Deferred income taxes | (118) | 133 |
Loss on disposition of property and equipment | 62 | 40 |
Loss on marketable securities | 9,774 | 106 |
Gain on extinguishment of debt | (53) | (10,363) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (25,850) | (2,425) |
Notes Receivable | (12,747) | (13,699) |
Spare parts and supplies | (149) | 229 |
Prepaid expenses and other | 3,699 | (4,884) |
Operating lease right-of-use asset | 41 | 182 |
Accounts payable | (3,467) | 5,109 |
Accrued payroll and employee benefits | (1,828) | (1,011) |
Other accrued expenses | 81 | 84 |
Long-term deferred revenue | (9,046) | (11,938) |
Contract liabilities | (2,534) | (7,117) |
Deferred revenue | (13,474) | 27,961 |
Income taxes payable | 4,633 | (107) |
Other long-term liabilities | 35 | (1) |
Net Cash Provided by Operating Activities | 166 | 82,829 |
Cash Flows From Investing Activities | ||
Additions to property and equipment | (2,963) | (1,349) |
Proceeds on disposition of property and equipment | 10 | 15 |
Purchase of marketable securities | (1,921) | (204,126) |
Sale of marketable securities | 77,477 | |
Net Cash Used in Investing Activities | (4,874) | (127,983) |
Cash Flows From Financing Activities | ||
Repayments of long-term debt | (2,184) | (39,466) |
Dividends paid | (594) | (594) |
Cancellation of stock option | (969) | 0 |
Repurchase of common stock | (10,733) | (1,188) |
Net Cash Used in Financing Activities | (14,480) | (41,248) |
Decrease in Cash, Cash Equivalents and Restricted Cash | (19,188) | (86,402) |
Cash, Cash Equivalents and Restricted Cash, beginning of period | 38,619 | 131,193 |
Cash, Cash Equivalents and Restricted Cash, end of period | $ 19,431 | $ 44,791 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 1. Summary of Significant Accounting Policies Basis of Presentation The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP) and include the accounts of Harbor Diversified, Inc. (Harbor) and its subsidiaries (collectively, the Company). Harbor is a non-operating holding company is a non-operating entity with The consolidated financial statements have been prepared, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and disclosures normally included in the financial statements prepared in accordance with 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. The consolidated financial statements reflect all adjustments that, in the opinion of management, are necessary to present fairly in all material respects the financial condition and results of operations for the interim periods presented. All adjustments are of a normal recurring nature, unless otherwise disclosed. All of the dollar and share amounts set forth in these condensed notes to consolidated financial statements are presented in thousands except per share and par value amounts. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in Harbor’s Annual Report on Form 10-K (COVID-19) Description of Operations The Company has principal lines of business focused on (1) providing regional air services through Air Wisconsin (airline business), (2) acquiring flight equipment for the purpose of leasing the equipment to Air Wisconsin, and (3) providing flight equipment financing to Air Wisconsin. Additionally, Air Wisconsin is exploring aircraft leasing opportunities and entered into its first short-term aircraft lease in September 2022. The airline business is operated entirely through Air Wisconsin, which is an independent regional air carrier that is engaged in the business of providing scheduled passenger service under a capacity purchase agreement (United capacity purchase agreement) with United Airlines, Inc. (United) that was entered into in February 2017 and amended in October 2020, April 2021, April 2022, June 2022, and September 2022. United is currently Air Wisconsin’s sole airline partner; however, Air Wisconsin entered into a separate capacity purchase agreement in August 2022 (American capacity purchase agreement) with American Airlines, Inc. (American) pursuant to which Air Wisconsin has agreed to provide up to 60 CRJ-200 Capacity Purchase Agreements with United and American American Capacity Purchase Agreement Air Wisconsin currently operates as a United Express carrier with a presence at both Chicago O’Hare and Washington-Dulles, two of United’s key domestic hubs. Contract Revenues The Company recognizes revenue under the United capacity purchase agreement over time as services are provided. United pays Air Wisconsin a fixed rate for each departure and block hour (measured from takeoff to landing, including taxi time), and a fixed amount per aircraft per day, with incentive payments available, and penalties payable, based on the achievement, or failure to achieve, certain performance criteria. Under the agreement, Air Wisconsin’s performance obligation is met and revenue is recognized over time, which is then reflected in contract revenues. The agreement also provides for the reimbursement to Air Wisconsin of certain direct operating expenses such as hull and liability insurance, property taxes and Canadian navigational fees. United makes provisional cash payments to Air Wisconsin during each month of service based on projected flight schedules. These provisional cash payments are subsequently reconciled with United based on actual completed flight activity. As of the date of this filing, these payments are reconciled through July 2022. Subject to final reconciliation of the provisional cash payments for the periods after July 31, 2022, as of September 30, 2022, United owed Air Wisconsin approximately $22,302, which is recorded in accounts receivable, net, on the consolidated balance sheets. United is disputing that it owes $18,693 of this amount. For additional information regarding the dispute with United, refer to Note 8, Commitments and Contingencies. Under the United capacity purchase agreement, Air Wisconsin is eligible to receive incentive payments, or may be required to pay penalties, upon the achievement of, or failure to achieve, certain performance criteria primarily based on flight completion, on-time Revenue from Contracts with Customers Under the United capacity purchase agreement, Air Wisconsin is paid a fixed amount per aircraft per day for each month during the term of the agreement. In accordance with GAAP, the Company recognizes revenue related to the fixed payments on a proportional basis taking into account the number of flights actually completed in that period relative to the number of flights expected to be completed in subsequent periods during the remaining term of the agreement. Air Wisconsin deferred fixed revenues between April 2020 and June 2021 due to the significant decrease in its completed flights as a result of the COVID-19 Liquidity Consistent with the discussion above, for the three and nine months ended September 30, 2022, as compared to the three and nine months ended September 30, 2021, Air Wisconsin also recognized increased non-refundable As part of the October 2020 amendment to the United capacity purchase agreement (CPA Amendment), United made a cash settlement payment of $670 and issued a note receivable to Air Wisconsin in the amount of $11,048, of which $4,410 was deferred as of December 31, 2020, with the remaining portion to be recognized in proportion to the number of flights expected to be completed in subsequent periods through the end of the wind-down period. In October 2021, in accordance with the CPA Amendment, Air Wisconsin received $294 from United for the opening of a crew base, of which $73 was deferred as of December 31, 2021. For the three and nine months ended September 30, 2022, Air Wisconsin recorded $453 and $1,611 of revenue related to these items, respectively, compared to $512 and $1,150 of revenue related to these items for the three and nine months ended September 30, 2021, respectively. As of September 30, 2022, deferred CPA Amendment revenue in the amount of $1,170, is recorded as part of contract liabilities on the consolidated balance sheets. The timing of the recognition of deferred fixed revenue, non-refundable The amount of revenues recognized for the three and nine months ended September 30, 2022 that were previously recorded as contract liabilities were $1,385 and $4,925, respectively. The CPA Amendment provided, among other things, for the payment or accrual of certain amounts by United to Air Wisconsin based on certain scheduling benchmarks. In conjunction with the significant reduction in departures and block hours resulting from the COVID-19 all of Commitments and Contingencies. Other Revenues Other revenues primarily consist of the sales of parts to other airlines and aircraft lease. These other revenues are immaterial in all periods presented. The transaction price for these other revenues generally is fair market value. Restricted Cash As of September 30, 2022 and December 31, 2021, the Company had a restricted cash balance of $418 and $1,449, respectively. A portion of the balance secures a credit facility for the issuance of letters of credit guaranteeing the performance of Air Wisconsin’s obligations under certain lease agreements, airport agreements and insurance policies. The remaining portion is cash held for the repurchase of shares under Harbor’s stock repurchase program. For additional information, refer to Note 8, Commitments and Contingencies Stock Repurchase Program. Marketable Securities The Company’s equity security investments, consisting of exchange-traded funds and mutual funds, are recorded at fair value based on quoted market prices (Level 1) in marketable securities on the consolidated balance sheets, in accordance with the guidance in ASC Topic 321, Investments-Equity Securities The calculation of net unrealized gains and losses that relate to marketable securities held as of September 30, 2022 is as follows: Three Months Ended September 30, 2022 Nine Months Ended September 30, 2022 Net losses recognized during the period on equity securities $ (3,749 ) $ (9,774 ) Less: Net gains and losses recognized during the period on equity securities sold during the period — — Unrealized losses recognized during the period on equity securities held as of September 30, 2022 $ (3,749 ) $ (9,774 ) The calculation of net unrealized gains and losses that relate to marketable securities held as of September 30, 2021 is as follows: Three Months Ended September 30, 2021 Nine Months Ended September 30, 2021 Net gains and losses recognized during the period on equity securities $ (92 ) $ (106 ) Less: Net losses recognized during the period on equity securities sold during the period 42 1 Unrealized gains recognized during the period on equity securities held as of September 30, 2021 $ (134 ) $ (107 ) Property and Equipment Property and equipment are stated at cost and depreciated over their useful lives to their estimated residual values using the straight-line method as follows: Assets Depreciable Life Current Residual Value Aircraft 7 years $ 50 Rotable parts 7 years 10 % Spare engines 7 years $ 25 Ground equipment up to 10 years 0 % Office equipment up to 10 years 0 % Leasehold improvements Shorter of asset or lease life 0 % Air Wisconsin’s capitalized engine maintenance costs are amortized over their estimated useful life measured in remaining engine cycles to the next scheduled shop visit. Lotus’ engine maintenance costs are expensed. For the three and nine months ended September 30, 2022, the Company recorded depreciation expense of $6,224 and $18,656, respectively, compared to $6,274 and $18,769 for the three and nine months ended September 30, 2021, respectively. Impairment of Long-Lived and Intangible Assets The Company evaluates long-lived and intangible assets for potential impairment and records impairment losses when events and circumstances indicate the assets might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than their carrying amounts. Impairment losses are measured by comparing the fair value of the assets to their carrying amounts. In determining the need to record impairment charges, the Company is required to make certain estimates and assumptions regarding such things as the current fair market value of the assets and future net cash flows to be generated by the assets. If there are subsequent changes to these estimates or assumptions, or if actual results differ from these estimates or assumptions, such changes could impact the financial statements in the future. The Company conducted a qualitative impairment assessment of its long-lived and intangible assets and determined that no quantitative impairment tests were required to be performed as of September 30, 2022. Income Taxes The Company utilizes the asset and liability method for accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based upon the estimated future tax effects of differences between the financial statement and tax basis of assets and liabilities, as measured by the current applicable tax rates. Deferred tax expense represents the result of changes in deferred tax assets and liabilities. As required by the uncertain tax position guidance, the Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more-likely-than-not more-likely-than-not The Company is subject to federal, state and local income taxes in the United States and various states. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. The Company is no longer subject to U.S. federal income tax examinations for the years prior to 2018. With a few exceptions, the Company is no longer subject to state or local income tax examinations for years prior to 2017. As of September 30, 2022, the Company had no outstanding tax examinations. Concentration of Customer Risk United is currently Air Wisconsin’s sole airline partner. Substantially all the Company’s revenues in the three and nine months ended September 30, 2022 and September 30, 2021 were derived from the United capacity purchase agreement. Air Wisconsin entered into the American capacity purchase agreement in August 2022 and expects to commence flying operations for American in March 2023. American will become Air Wisconsin’s sole airline partner once all aircraft are removed from United’s flying operations. For additional information, refer to Note 3, Capacity Purchase Agreements with United and American American Capacity Purchase Agreement Estimates and Assumptions 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 the 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 could differ materially from those estimates. Fair Value of Financial Instruments The Company’s financial instruments include cash and cash equivalents, restricted cash, marketable securities, accounts receivable, long-term investments, accounts payable, and long-term debt. The Company believes the carrying amounts of these financial instruments, with the exception of marketable securities, are a reasonable estimate of their fair value because of the short-term nature of such instruments, or, in the case of long-term debt, because of interest rates available to the Company for similar obligations. Marketable securities are reported at fair value based on quoted market prices. Long-term investments are held-to-maturity Fair value is defined as the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date (that is, an exit price). Fair Value Measurement Level 1—Quoted market prices in active markets for identical assets or liabilities. Level 2—Inputs other than Level 1 inputs that are either directly or indirectly observable. Level 3—Unobservable inputs developed using the Company’s estimates and assumptions, which reflect those that market participants would use. The determination of where an asset or liability falls in the hierarchy requires significant judgment. The Company evaluates these determinations each reporting period, and it is possible that an asset or liability may be classified differently from year to year. The tables below set forth the Company’s classification of marketable securities and long-term investments as of the periods presented: September 30, 2022 Total Level 1 Level 2 Level 3 Marketable securities – exchange-traded funds $ 106,087 $ 106,087 $ — $ — Marketable securities – mutual funds 24,430 24,430 — — Long-term investments – bonds (see Note 6) 4,275 — 4,275 — Total $ 134,792 $ 130,517 $ 4,275 $ — September 30, 2021 Total Level 1 Level 2 Level 3 Marketable securities – exchange-traded funds $ 108,097 $ 108,097 $ — $ — Marketable securities – mutual funds 18,446 18,446 — — Long-term investments – bonds (see Note 6) 4,275 — 4,275 — Total $ 130,818 $ 126,543 $ 4,275 $ — Reclassification Certain operating expenses previously recorded in purchased services and other in the consolidated statements of operations in the amounts of $3,185 and $8,265 for the three and nine months ended September 30, 2021, respectively, have been reclassified to aircraft maintenance, materials and repairs to conform to the presentation for the three and nine months ended September 30, 2022, with no effect on net income. The reclassification relates to certain third party maintenance activities. Certain current liabilities previously recorded in contract liabilities in the consolidated balance sheets as of December 31, 2021 have been reclassified to deferred revenue in the amount of $35,792 to conform to the presentation as of September 30, 2022. As a result of this change, the consolidated statements of cash flows also required a reclassification from contract liabilities in the amount of $27,961 to deferred revenues in the Cash Flows from Operating Activities Upcoming Accounting Pronouncement In June 2016, FASB issued ASU 2016-13, Financial Instruments—Credit Losses Measurement of Credit Losses on Financial Instruments 2016-13). 2016-13 2016-13 2016-13 |
Liquidity
Liquidity | 9 Months Ended |
Sep. 30, 2022 | |
Text Block [Abstract] | |
Liquidity and Management's Plan, COVID-19 | 2. Liquidity The Company’s ability to meet its liquidity needs is dependent upon its cash, cash equivalents and marketable securities balances and its ability to generate cash flows from operations in the future in amounts sufficient to meet its obligations and repay its liabilities arising from normal business operations when they come due. The Company currently believes its available working capital and anticipated cash flows from operations will be sufficient to meet the Company’s liquidity requirements for at least the next 12 months from the date of this filing. However, there can be no assurance that the Company will be able to generate sufficient cash flows from operations, or that additional funds will be available, to meet its future liquidity needs, particularly if United fails to pay disputed amounts owed to Air Wisconsin pursuant to the United capacity purchase agreement or if the transition of Air Wisconsin’s aircraft to the American capacity purchase agreement is delayed or more difficult than currently anticipated. Reduced Block Hours Since the beginning of the COVID-19 pre-pandemic In addition, the United capacity purchase agreement is scheduled to terminate in February 2023, unless sooner terminated in accordance with its terms, in each case subject to a wind-down period following termination during which aircraft would be removed from service under the agreement in accordance with a schedule. Although a wind-down schedule has not yet been determined, the Company has estimated a wind-down schedule for purposes of its revenue calculations. The American capacity purchase agreement provides that a certain number of aircraft each month, commencing in March 2023, will begin flying scheduled flights for American. Before any Air Wisconsin aircraft can be available to operate flights for American, that aircraft must first be removed from service under the United capacity purchase agreement, painted to meet the livery requirements of the American capacity purchase agreement and otherwise modified to meet such requirements. During the period from the withdrawal of an aircraft from service under the United capacity purchase agreement until it is placed into service under the American capacity purchase agreement, that aircraft will not generate revenues from either United or American. The period of time that an aircraft will not be covered by either capacity purchase agreement depends on the wind-down schedule that has not been finally determined. The successful transition of aircraft from the United capacity purchase agreement to the American capacity purchase agreement is subject to many factors, some of which are not within Air Wisconsin’s control, including the level of cooperation from United and the timing for aircraft to meet the requirements of the American capacity purchase agreement. There can be no assurance that this transition will proceed smoothly, and unexpected delays in or costs associated with the transition could have a material adverse effect on the Company’s business, financial condition and results of operations. For additional information, refer to Part II, Item 5, “ American Capacity Purchase Agreement United Capacity Purchase Agreement The fixed amount Air Wisconsin is entitled to receive under the United capacity purchase agreement is based on a fixed contractual rate and number of covered aircraft, although there is currently a dispute with United as to the number of covered aircraft for which it is required to pay the fixed contractual rate. In October 2022, United initiated arbitration with respect to this dispute. Variable revenue may be earned based on the number of block hours and departures. Since the onset of the COVID-19 COVID-19 the COVID-19 pandemic Commitments and Contingencies A portion of the fixed amount of revenue had been deferred based on future expected flight activity, since fixed revenue is allocated over current and expected future departures through the end of the contract term, including the wind-down period. Beginning with the third quarter of 2021, Air Wisconsin began to reverse prior deferred revenue based on increased completed flights and projected future completed flight activity, and anticipates continuing to do so through the end of the wind-down period. For additional information, refer to Note 1, Summary of Significant Accounting Policies Paycheck Protection Program Air Wisconsin’s receipt of governmental assistance mitigated to some extent the adverse impacts of the COVID-19 In April 2020, Air Wisconsin received a $10,000 loan (SBA Loan) under the small business Paycheck Protection Program established under the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) and administered by the Small Business Administration (SBA). Under the CARES Act, Air Wisconsin applied for forgiveness of the SBA Loan, and the SBA granted forgiveness of all principal and accrued interest on the SBA Loan in August 2021 in the amount of $10,135, which was recorded as gain on extinguishment of debt in the audited consolidated statements of operations for the year ended December 31, 2021 included within the 2021 Annual Report. Payroll Support Program In April 2020, Air Wisconsin entered into a Payroll Support Program Agreement (PSP-1 Agreement) the PSP-1 Agreement, In December 2020, the federal Consolidated Appropriations Act of 2021 (PSP Extension Law) was adopted, which provided for additional payroll support to eligible air carriers. In March 2021, pursuant to the PSP Extension Law, Air Wisconsin entered into a Payroll Support Program Extension Agreement with the Treasury (the PSP-2 Agreement), the PSP-1 Agreement. the PSP-2 Agreement, In March 2021, the federal American Rescue Plan Act of 2021 (American Rescue Plan) was adopted, which provided further payroll support to eligible air carriers. In June 2021, pursuant to the American Rescue Plan, Air Wisconsin entered into a Payroll Support Program 3 Agreement with the Treasury (the PSP-3 Agreement the PSP-1 Agreement the PSP-2 Agreement, the PSP-1 Agreement the PSP-2 Agreement. the PSP-3 Agreement, The PSP Agreements contain various covenants, some of which have expired. The surviving covenants require that (i) the payroll support proceeds must have been used exclusively for the payment of wages, salaries and benefits, and (ii) Air Wisconsin cannot pay total compensation to certain employees in excess of certain total compensation caps. If Air Wisconsin failed to comply with any of its expired obligations or failed or fails to comply with any of its continuing obligations under these agreements, it may be required to repay some or all of the funds provided to it under the PSP Agreements. Any such default, acceleration, insolvency or failure to comply would likely have a material adverse effect on the Company’s business. The Treasury commenced a routine audit of Air Wisconsin’s compliance with the terms of the PSP-1 Agreement. the PSP-2 Agreement or PSP-3 Agreement Commitments and Contingencies. The proceeds of the Treasury Payroll Support under the PSP Agreements were recorded in cash and cash equivalents when received and were recognized as a contra-expense under Payroll Support Program in the consolidated statements of operations for the periods for which the funds were intended to offset payroll expenses. As all amounts were recognized at December 31, 2021, Air Wisconsin did not recognize a reduction in operating expense in the three and nine months ended September 30, 2022, as compared to $16,146 and $66,316 for the three and nine months ended September 30, 2021, respectively. |
Capacity Purchase Agreements wi
Capacity Purchase Agreements with United and American | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Capacity Purchase Agreements with United and American | 3. Capacity Purchase Agreements with United and American In February 2017, Air Wisconsin entered into the United capacity purchase agreement. The United capacity purchase agreement February 2023 . The wind-down period during which aircraft will be removed from service under the United capacity purchase agreement has not been finally determined. A dispute e Commitments and Contingencies. In August 2022, Air Wisconsin entered into the American capacity purchase agreement, pursuant to which Air Wisconsin has agreed to provide up to 60 CRJ-200 |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | 4. Property and Equipment As of September 30, 2022, Air Wisconsin owned 64 CRJ-200 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 5. Income Taxes The Company’s effective tax rate for the three months and nine months ended September 30, 2022 was 23.8%. The Company’s effective tax rate for the three and nine months ended September 30, 2022 varied from the federal statutory rate of 21.0% primarily due to the impact of state income taxes and permanent differences between financial statement and taxable income. The Company’s effective tax rate for the three and nine months ended September 30, 2021 was 18.1% and 21.6%, respectively. The Company’s effective tax rate for the three months ended September 30, 2021 varied from the federal statutory rate of 21.0% primarily due to the tax exempt status of the SBA Loan forgiveness, the impact of state taxes, and permanent differences between financial statement and taxable income. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Debt | 6. Debt Long-Term Debt Long-term debt consists of the following (with interest rates, as of the dates presented): September 30, 2022 December 31, Aircraft Notes, due December 31, 2025 (4.0%) $ 65,313 $ 67,550 Less: current maturities 9,224 5,880 Total Long-Term Debt $ 56,089 $ 61,670 Maturities of long-term debt for the periods subsequent to September 30, 2022, are as follows Fiscal Year Amount October 2022 through December 2022 $ 4,091 2023 9,154 2024 8,874 2025 43,194 Total $ 65,313 As of September 30, 2022, all of the Company’s long-term debt was subject to fixed interest rates. As of September 30, 2022 and September 30, 2021, Air Wisconsin was in compliance with the covenants included in each of its debt agreements. For additional information regarding Long-Term Debt, refer to Note 6, Debt Long-Term Promissory Note In July 2003, Air Wisconsin financed a hangar through the issuance of $4,275 City of Milwaukee, Wisconsin variable rate Industrial Development Bonds. The bonds mature November 1, 2033. Prior to May 1, 2006, the bonds were secured by a guaranteed investment contract, which was collateralized with cash, and interest was payable semiannually on each May 1 and November 1. In May 2006, Air Wisconsin acquired the bonds using the cash collateral. The bonds are reported as long-term investments on the consolidated balance sheets. The hangar is accounted for as a right-of-use Fair Value of Financial Instruments |
Lease Obligations
Lease Obligations | 9 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Lease Obligations | 7. Lease Obligations Air Wisconsin has operating leases with terms greater than twelve months for training simulators and facility space including office space and maintenance facilities. The remaining lease terms for training simulators and facility space vary from approximately 9 months to 12 years. For leases with durations longer than 12 months, the Company recorded the related operating lease right-of-use right-of-use Leasehold improvements are capitalized at cost and amortized over the lesser of their expected useful life or the lease term. Certain leases contain an option to extend or terminate the lease agreement. The Company evaluates each option prior to its expiration and may or may not exercise such option depending on conditions present at the time. At the inception of the lease, if it is reasonably certain that the Company will exercise an option to extend or terminate a lease, the Company considers the option in determining the classification and measurement of the lease. The Company expects that in the normal course of business operating leases that expire will be renewed or replaced by other leases. As of September 30, 2022 and December 31, 2021 the Company’s right-of-use assets The table below presents operating lease related terms and discount rates as of September 30, 2022: Weighted-average remaining lease term 3.13 years Weighted-average discount rate 5.70 % Components of lease costs were as follows for the dates presented: Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Operating lease costs $ 1,477 $ 1,446 $ 4,423 $ 3,322 Short-term lease costs 77 80 306 389 Variable lease costs 63 46 158 113 Total Lease Costs $ 1,617 $ 1,572 $ 4,887 $ 3,824 As of September 30, 2022, Air Wisconsin leased or subleased certain training simulators and facilities for terms of greater than 12 months. Rent expense recorded under all operating leases, inclusive of engine leases, was $1,617 and $1,572 for the three months ended September 30, 2022 and September 30, 2021, respectively. Rent expense recorded under all operating leases, inclusive of engine leases, was $4,887 and $3,824 for the nine months ended September 30, 2022 and September 30, 2021, respectively. The following table summarizes the future minimum rental payments required under operating leases that had initial or remaining non-cancelable lease Fiscal Year Amount October 2022 through December 2022 $ 1,452 2023 5,841 2024 3,365 2025 2,664 2026 177 Thereafter 527 Total lease payments 14,026 Less imputed interest (1,848 ) Total Lease Liabilities $ 12,178 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 8. Commitments and Contingencies Legal Matters The Company is subject to certain legal proceedings, which it considers routine to its business activities. As of September 30, 2022, the Company believes, after consultation with legal counsel, that the ultimate outcome of such legal proceedings, whether individually or in the aggregate, is not likely to have a material adverse effect on the Company’s financial position, liquidity, or results of operations. United Capacity Purchase Agreement Dispute A dispute exists under the United capacity purchase agreement with respect to certain recurring amounts owed to Air Wisconsin by United. As of September 30, 2022, the aggregate amount in dispute was approximately $33,042. In October 2022, United initiated arbitration under the agreement and requested a declaration that it does not owe any of the disputed amounts as claimed by Air Wisconsin. As Air Wisconsin and United are in the early stages of arbitration, Air Wisconsin cannot, with any degree of certainty, estimate the likely outcome of the arbitration including any potential award of the disputed amounts. Air Wisconsin, however, maintains that it has a strong position and is entitled to the disputed amounts under the terms of the United capacity purchase agreement. As a result, the Company has recognized all disputed amounts through September 30, 2022. Treasury Payroll Support Program Audit In September 2020, the Treasury’s Office of Inspector General (OIG) commenced a routine audit in connection with Air Wisconsin’s receipt of funds under the PSP-1 PSP-1 PSP-2 PSP-3 PSP-2 PSP-3 PSP-1 Standby Letters of Credit As of September 30, 2022, Air Wisconsin had six outstanding letters of credit in the aggregate amount of $372 to guarantee the performance of its obligations under certain lease agreements, airport agreements and insurance policies. Air Wisconsin maintained a credit facility with a borrowing capacity of $373 for the issuance of such letters of credit as needed to support its operations. A significant portion of Air Wisconsin’s restricted cash balance secures the credit facility. Cash Obligations The following table sets forth the Company’s cash obligations for the periods presented: Total October through December 2022 2023 2024 2025 2026 Thereafter Aircraft Notes Principal $ 59,100 $ 3,500 $ 7,000 $ 7,000 $ 41,600 $ — $ — Aircraft Notes Interest 6,213 591 2,154 1,874 1,594 — — Operating Lease Obligations 14,026 1,452 5,841 3,365 2,664 177 527 Total $ 79,339 $ 5,543 $ 14,995 $ 12,239 $ 45,858 $ 177 $ 527 The principal amount of the Aircraft Notes is payable in semi-annual installments of $3,500, and certain additional amounts may be payable based on excess cash flow. The amounts set forth in the table do not reflect any such additional excess cash flow payments. As a result of certain prepayments made under the Aircraft Notes in June 2021, no semi-annual installments are due prior to December 31, 2022. As of September 30, 2022, all of the Company’s long-term debt was subject to fixed interest rates. For additional information regarding the Aircraft Notes, refer to Note 6, Debt |
Related-Party Transactions
Related-Party Transactions | 9 Months Ended |
Sep. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | 9. Related-Party Transactions Resource Holdings Associates (Resource Holdings) provides AWAC and Air Wisconsin with financial advisory and management services pursuant to an agreement entered into in January 2012. AWAC paid a total of $60 and $180 to Resource Holdings for the three and nine months ended September 30, 2022 and September 30, 2021, plus the reimbursement of certain out-of-pocket Certain Relationships and Related Transactions, and Director Independence |
Earnings Per Share and Equity
Earnings Per Share and Equity | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share and Equity | 10. Earnings Per Share and Equity Calculations of net income per common share for the dates presented were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Net income $ 8,022 $ 36,279 $ 32,366 $ 82,025 Preferred stock dividends 198 198 594 594 Net income applicable to common stockholders $ 7,824 $ 36,081 $ 31,772 $ 81,431 Weighted average common shares outstanding Shares used in calculating basic earnings per share 45,776 54,153 46,637 54,491 Stock option — 502 131 477 Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Series C Preferred 16,500 16,500 16,500 16,500 Shares used in calculating diluted earnings per share 62,276 71,155 63,268 71,468 Earnings allocated to common stockholders per common share Basic $ 0.17 $ 0.67 $ 0.68 $ 1.49 Diluted $ 0.13 $ 0.51 $ 0.50 $ 1.14 Basic earnings per share of common stock is computed by dividing the net income applicable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing net income by the weighted average number of shares outstanding assuming the conversion of the Series C Preferred into an aggregate of 16,500 shares of common stock under the if-converted Series C Preferred In January 2020, Harbor issued 4,000 shares of the Series C Preferred. The rights, preferences, privileges, qualifications, restrictions and limitations relating to the Series C Preferred are set forth in the Certificate of Designations, Preferences and Rights of Series C Convertible Redeemable Preferred Stock (Certificate of Designations), which Harbor filed with the Secretary of State of the State of Delaware. Each share of Series C Preferred was initially convertible, at any time after issuance, into that number of shares of common stock determined by dividing the then applicable Series C Liquidation Amount (defined below) by $0.80, subject to certain adjustments set forth in the Certificate of Designations (Conversion Price). The adjusted Conversion Price as of the date of this filing is $0.15091. The conversion of Series C Preferred is subject to a limitation on the number of shares of the common stock that may be issued upon conversion of Series C Preferred equal to the sum of (a) 16,500, plus (b) the quotient of (i) the aggregate amount of all accrued and unpaid Preferential Dividends divided by (ii) $0.80, plus (c) the quotient of (i) the number of shares of Series C Preferred issued as PIK Dividends multiplied by the Series C Issue Price, divided by (ii) $0.80. Any outstanding shares of Series C Preferred that may not be converted into common stock pursuant to the limitation described herein (Conversion Cap Excess Shares), from and after December 31, 2022, in addition to the Preferential Dividends, shall accrue cumulative quarterly dividends in an amount per share equal to 0.5% of the Series C Liquidation Amount (as defined below) of each outstanding Conversion Cap Excess Share in the first quarter after December 31, 2022, and increasing an additional 0.5% of the Series C Liquidation Amount in each subsequent quarter (Conversion Cap Excess Dividends). As of September 30, 2022, 755 shares of the Series C Preferred were immediately convertible into 16,500 shares of common stock, and the remaining 3,245 shares of the Series C Preferred would be deemed Conversion Cap Excess Shares. In the event of any liquidation, dissolution or winding up of Harbor, or a sale of Harbor, the Series C Preferred shall be entitled to receive, prior and in preference to any distribution of any assets of Harbor to the common stock or other junior capital stock, an amount equal to the Series C Issue Price, plus an amount equal to all accrued but unpaid Preferential Dividends, Conversion Cap Excess Dividends and any other accrued but unpaid dividends (Series C Liquidation Amount). On September 30, 2022, the board of directors declared a dividend of $198 on the Series C Preferred, which was paid on September 30, 2022. Based on the applicable accounting guidance, Harbor is required to apply the “if-converted” method Harbor accounts for its Series C Preferred in accordance with the guidance in ASC Topic 480, Distinguishing Liabilities from Equity Excluded Stock Options In January 2022, Harbor granted a group of affiliated stockholders options to sell additional shares of Harbor’s common stock owned by the stockholders at fixed prices. As these options were out-of-the-money Stock Repurchase Program. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 9 Months Ended |
Sep. 30, 2022 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | 11. Supplemental Cash Flow Information Cash payments for interest for the nine months ended September 30, 2022 and September 30, 2021 were $1,784 and $2,742, respectively. Cash payments for income taxes for the nine months ended September 30, 2022 and September 30, 2021 were $3,348 and $25,683, respectively. Cash payments included in the measurement of lease liabilities related to operating leases were $4,484 and $3,239 for the nine months ended September 30, 2022 and September 30, 2021, respectively. The following table provides a reconciliation of all cash and cash equivalents and restricted cash reported on the consolidated balance sheet that sum to the total of those same amounts shown in the consolidated statement of cash flows: September 30, 2022 Cash and cash equivalents $ 19,013 Restricted cash 418 Total cash, cash equivalents, and restricted cash $ 19,431 |
Intangible Assets
Intangible Assets | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 12. Intangible Assets Intangible assets consist of the following as of the dates presented: September 30, 2022 December 31, 2021 Gross Carrying Amount Gross Carrying Amount Trade names and air carrier certificate 5,300 5,300 Total $ 5,300 $ 5,300 |
Stock Repurchase Program
Stock Repurchase Program | 9 Months Ended |
Sep. 30, 2022 | |
Stock Repurchase Program [Abstract] | |
Stock Repurchase Program | 13. Stock Repurchase Program On March 30, 2021, the board of directors adopted a stock repurchase program pursuant to which In January 2022, Harbor entered into an agreement with a group of affiliated stockholders pursuant to which it agreed to repurchase an aggregate of 5,437,500 shares of common stock for a purchase price of $5,655 pursuant to the settlement of a legal claim Harbor had against the stockholders. As part of the transaction, Harbor also granted to the stockholders three options to sell additional shares of Harbor’s common stock owned by the stockholders at fixed prices. As of September 30, 2022, each of these options had expired without exercise. As of September 30, 2022, total cash of $45 is held for the repurchase of shares under Harbor’s stock repurchase program. This amount is included in restricted cash. For additional information, refer to Part II, Item 2, “ Purchases of Equity Securities by the Issuer and Affiliated Purchasers |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 14. Subsequent Events The Company evaluated its consolidated financial statements included in this Quarterly Report for subsequent events through November , 2022, the date the consolidated financial statements were available to be issued. The Company is not aware of any subsequent events which would require recognition or disclosure in the consolidated financial statements. • On November 4, 2022, United prepaid to Air Wisconsin $50,126 in satisfaction of all of the outstanding, undisputed notes receivable. For additional information, refer to Note 1, Contract Revenues. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP) and include the accounts of Harbor Diversified, Inc. (Harbor) and its subsidiaries (collectively, the Company). Harbor is a non-operating holding company is a non-operating entity with The consolidated financial statements have been prepared, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and disclosures normally included in the financial statements prepared in accordance with 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. The consolidated financial statements reflect all adjustments that, in the opinion of management, are necessary to present fairly in all material respects the financial condition and results of operations for the interim periods presented. All adjustments are of a normal recurring nature, unless otherwise disclosed. All of the dollar and share amounts set forth in these condensed notes to consolidated financial statements are presented in thousands except per share and par value amounts. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in Harbor’s Annual Report on Form 10-K (COVID-19) |
Description of Operations | Description of Operations The Company has principal lines of business focused on (1) providing regional air services through Air Wisconsin (airline business), (2) acquiring flight equipment for the purpose of leasing the equipment to Air Wisconsin, and (3) providing flight equipment financing to Air Wisconsin. Additionally, Air Wisconsin is exploring aircraft leasing opportunities and entered into its first short-term aircraft lease in September 2022. The airline business is operated entirely through Air Wisconsin, which is an independent regional air carrier that is engaged in the business of providing scheduled passenger service under a capacity purchase agreement (United capacity purchase agreement) with United Airlines, Inc. (United) that was entered into in February 2017 and amended in October 2020, April 2021, April 2022, June 2022, and September 2022. United is currently Air Wisconsin’s sole airline partner; however, Air Wisconsin entered into a separate capacity purchase agreement in August 2022 (American capacity purchase agreement) with American Airlines, Inc. (American) pursuant to which Air Wisconsin has agreed to provide up to 60 CRJ-200 Capacity Purchase Agreements with United and American American Capacity Purchase Agreement Air Wisconsin currently operates as a United Express carrier with a presence at both Chicago O’Hare and Washington-Dulles, two of United’s key domestic hubs. |
Contract Revenues | Contract Revenues The Company recognizes revenue under the United capacity purchase agreement over time as services are provided. United pays Air Wisconsin a fixed rate for each departure and block hour (measured from takeoff to landing, including taxi time), and a fixed amount per aircraft per day, with incentive payments available, and penalties payable, based on the achievement, or failure to achieve, certain performance criteria. Under the agreement, Air Wisconsin’s performance obligation is met and revenue is recognized over time, which is then reflected in contract revenues. The agreement also provides for the reimbursement to Air Wisconsin of certain direct operating expenses such as hull and liability insurance, property taxes and Canadian navigational fees. United makes provisional cash payments to Air Wisconsin during each month of service based on projected flight schedules. These provisional cash payments are subsequently reconciled with United based on actual completed flight activity. As of the date of this filing, these payments are reconciled through July 2022. Subject to final reconciliation of the provisional cash payments for the periods after July 31, 2022, as of September 30, 2022, United owed Air Wisconsin approximately $22,302, which is recorded in accounts receivable, net, on the consolidated balance sheets. United is disputing that it owes $18,693 of this amount. For additional information regarding the dispute with United, refer to Note 8, Commitments and Contingencies. Under the United capacity purchase agreement, Air Wisconsin is eligible to receive incentive payments, or may be required to pay penalties, upon the achievement of, or failure to achieve, certain performance criteria primarily based on flight completion, on-time Revenue from Contracts with Customers Under the United capacity purchase agreement, Air Wisconsin is paid a fixed amount per aircraft per day for each month during the term of the agreement. In accordance with GAAP, the Company recognizes revenue related to the fixed payments on a proportional basis taking into account the number of flights actually completed in that period relative to the number of flights expected to be completed in subsequent periods during the remaining term of the agreement. Air Wisconsin deferred fixed revenues between April 2020 and June 2021 due to the significant decrease in its completed flights as a result of the COVID-19 Liquidity Consistent with the discussion above, for the three and nine months ended September 30, 2022, as compared to the three and nine months ended September 30, 2021, Air Wisconsin also recognized increased non-refundable As part of the October 2020 amendment to the United capacity purchase agreement (CPA Amendment), United made a cash settlement payment of $670 and issued a note receivable to Air Wisconsin in the amount of $11,048, of which $4,410 was deferred as of December 31, 2020, with the remaining portion to be recognized in proportion to the number of flights expected to be completed in subsequent periods through the end of the wind-down period. In October 2021, in accordance with the CPA Amendment, Air Wisconsin received $294 from United for the opening of a crew base, of which $73 was deferred as of December 31, 2021. For the three and nine months ended September 30, 2022, Air Wisconsin recorded $453 and $1,611 of revenue related to these items, respectively, compared to $512 and $1,150 of revenue related to these items for the three and nine months ended September 30, 2021, respectively. As of September 30, 2022, deferred CPA Amendment revenue in the amount of $1,170, is recorded as part of contract liabilities on the consolidated balance sheets. The timing of the recognition of deferred fixed revenue, non-refundable The amount of revenues recognized for the three and nine months ended September 30, 2022 that were previously recorded as contract liabilities were $1,385 and $4,925, respectively. The CPA Amendment provided, among other things, for the payment or accrual of certain amounts by United to Air Wisconsin based on certain scheduling benchmarks. In conjunction with the significant reduction in departures and block hours resulting from the COVID-19 all of Commitments and Contingencies. |
Other Revenues | Other Revenues Other revenues primarily consist of the sales of parts to other airlines and aircraft lease. These other revenues are immaterial in all periods presented. The transaction price for these other revenues generally is fair market value. |
Restricted Cash | Restricted Cash As of September 30, 2022 and December 31, 2021, the Company had a restricted cash balance of $418 and $1,449, respectively. A portion of the balance secures a credit facility for the issuance of letters of credit guaranteeing the performance of Air Wisconsin’s obligations under certain lease agreements, airport agreements and insurance policies. The remaining portion is cash held for the repurchase of shares under Harbor’s stock repurchase program. For additional information, refer to Note 8, Commitments and Contingencies Stock Repurchase Program. |
Marketable Securities | Marketable Securities The Company’s equity security investments, consisting of exchange-traded funds and mutual funds, are recorded at fair value based on quoted market prices (Level 1) in marketable securities on the consolidated balance sheets, in accordance with the guidance in ASC Topic 321, Investments-Equity Securities The calculation of net unrealized gains and losses that relate to marketable securities held as of September 30, 2022 is as follows: Three Months Ended September 30, 2022 Nine Months Ended September 30, 2022 Net losses recognized during the period on equity securities $ (3,749 ) $ (9,774 ) Less: Net gains and losses recognized during the period on equity securities sold during the period — — Unrealized losses recognized during the period on equity securities held as of September 30, 2022 $ (3,749 ) $ (9,774 ) The calculation of net unrealized gains and losses that relate to marketable securities held as of September 30, 2021 is as follows: Three Months Ended September 30, 2021 Nine Months Ended September 30, 2021 Net gains and losses recognized during the period on equity securities $ (92 ) $ (106 ) Less: Net losses recognized during the period on equity securities sold during the period 42 1 Unrealized gains recognized during the period on equity securities held as of September 30, 2021 $ (134 ) $ (107 ) |
Property and Equipment | Property and Equipment Property and equipment are stated at cost and depreciated over their useful lives to their estimated residual values using the straight-line method as follows: Assets Depreciable Life Current Residual Value Aircraft 7 years $ 50 Rotable parts 7 years 10 % Spare engines 7 years $ 25 Ground equipment up to 10 years 0 % Office equipment up to 10 years 0 % Leasehold improvements Shorter of asset or lease life 0 % Air Wisconsin’s capitalized engine maintenance costs are amortized over their estimated useful life measured in remaining engine cycles to the next scheduled shop visit. Lotus’ engine maintenance costs are expensed. For the three and nine months ended September 30, 2022, the Company recorded depreciation expense of $6,224 and $18,656, respectively, compared to $6,274 and $18,769 for the three and nine months ended September 30, 2021, respectively. |
Impairment of Long-Lived and Intangible Assets | Impairment of Long-Lived and Intangible Assets The Company evaluates long-lived and intangible assets for potential impairment and records impairment losses when events and circumstances indicate the assets might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than their carrying amounts. Impairment losses are measured by comparing the fair value of the assets to their carrying amounts. In determining the need to record impairment charges, the Company is required to make certain estimates and assumptions regarding such things as the current fair market value of the assets and future net cash flows to be generated by the assets. If there are subsequent changes to these estimates or assumptions, or if actual results differ from these estimates or assumptions, such changes could impact the financial statements in the future. The Company conducted a qualitative impairment assessment of its long-lived and intangible assets and determined that no quantitative impairment tests were required to be performed as of September 30, 2022. |
Income Taxes | Income Taxes The Company utilizes the asset and liability method for accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based upon the estimated future tax effects of differences between the financial statement and tax basis of assets and liabilities, as measured by the current applicable tax rates. Deferred tax expense represents the result of changes in deferred tax assets and liabilities. As required by the uncertain tax position guidance, the Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more-likely-than-not more-likely-than-not The Company is subject to federal, state and local income taxes in the United States and various states. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. The Company is no longer subject to U.S. federal income tax examinations for the years prior to 2018. With a few exceptions, the Company is no longer subject to state or local income tax examinations for years prior to 2017. As of September 30, 2022, the Company had no outstanding tax examinations. |
Concentration of Customer Risk | Concentration of Customer Risk United is currently Air Wisconsin’s sole airline partner. Substantially all the Company’s revenues in the three and nine months ended September 30, 2022 and September 30, 2021 were derived from the United capacity purchase agreement. Air Wisconsin entered into the American capacity purchase agreement in August 2022 and expects to commence flying operations for American in March 2023. American will become Air Wisconsin’s sole airline partner once all aircraft are removed from United’s flying operations. For additional information, refer to Note 3, Capacity Purchase Agreements with United and American American Capacity Purchase Agreement |
Estimates and Assumptions | Estimates and Assumptions 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 the 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 could differ materially from those estimates. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company’s financial instruments include cash and cash equivalents, restricted cash, marketable securities, accounts receivable, long-term investments, accounts payable, and long-term debt. The Company believes the carrying amounts of these financial instruments, with the exception of marketable securities, are a reasonable estimate of their fair value because of the short-term nature of such instruments, or, in the case of long-term debt, because of interest rates available to the Company for similar obligations. Marketable securities are reported at fair value based on quoted market prices. Long-term investments are held-to-maturity Fair value is defined as the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date (that is, an exit price). Fair Value Measurement Level 1—Quoted market prices in active markets for identical assets or liabilities. Level 2—Inputs other than Level 1 inputs that are either directly or indirectly observable. Level 3—Unobservable inputs developed using the Company’s estimates and assumptions, which reflect those that market participants would use. The determination of where an asset or liability falls in the hierarchy requires significant judgment. The Company evaluates these determinations each reporting period, and it is possible that an asset or liability may be classified differently from year to year. The tables below set forth the Company’s classification of marketable securities and long-term investments as of the periods presented: September 30, 2022 Total Level 1 Level 2 Level 3 Marketable securities – exchange-traded funds $ 106,087 $ 106,087 $ — $ — Marketable securities – mutual funds 24,430 24,430 — — Long-term investments – bonds (see Note 6) 4,275 — 4,275 — Total $ 134,792 $ 130,517 $ 4,275 $ — September 30, 2021 Total Level 1 Level 2 Level 3 Marketable securities – exchange-traded funds $ 108,097 $ 108,097 $ — $ — Marketable securities – mutual funds 18,446 18,446 — — Long-term investments – bonds (see Note 6) 4,275 — 4,275 — Total $ 130,818 $ 126,543 $ 4,275 $ — |
Reclassifications | Reclassification Certain operating expenses previously recorded in purchased services and other in the consolidated statements of operations in the amounts of $3,185 and $8,265 for the three and nine months ended September 30, 2021, respectively, have been reclassified to aircraft maintenance, materials and repairs to conform to the presentation for the three and nine months ended September 30, 2022, with no effect on net income. The reclassification relates to certain third party maintenance activities. Certain current liabilities previously recorded in contract liabilities in the consolidated balance sheets as of December 31, 2021 have been reclassified to deferred revenue in the amount of $35,792 to conform to the presentation as of September 30, 2022. As a result of this change, the consolidated statements of cash flows also required a reclassification from contract liabilities in the amount of $27,961 to deferred revenues in the Cash Flows from Operating Activities |
Upcoming Accounting Pronouncement | Upcoming Accounting Pronouncement In June 2016, FASB issued ASU 2016-13, Financial Instruments—Credit Losses Measurement of Credit Losses on Financial Instruments 2016-13). 2016-13 2016-13 2016-13 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Property and Equipment Useful lives | Property and equipment are stated at cost and depreciated over their useful lives to their estimated residual values using the straight-line method as follows: Assets Depreciable Life Current Residual Value Aircraft 7 years $ 50 Rotable parts 7 years 10 % Spare engines 7 years $ 25 Ground equipment up to 10 years 0 % Office equipment up to 10 years 0 % Leasehold improvements Shorter of asset or lease life 0 % |
Summary of net unrealized gains and losses for the period that relate to marketable securities | The calculation of net unrealized gains and losses that relate to marketable securities held as of September 30, 2022 is as follows: Three Months Ended September 30, 2022 Nine Months Ended September 30, 2022 Net losses recognized during the period on equity securities $ (3,749 ) $ (9,774 ) Less: Net gains and losses recognized during the period on equity securities sold during the period — — Unrealized losses recognized during the period on equity securities held as of September 30, 2022 $ (3,749 ) $ (9,774 ) The calculation of net unrealized gains and losses that relate to marketable securities held as of September 30, 2021 is as follows: Three Months Ended September 30, 2021 Nine Months Ended September 30, 2021 Net gains and losses recognized during the period on equity securities $ (92 ) $ (106 ) Less: Net losses recognized during the period on equity securities sold during the period 42 1 Unrealized gains recognized during the period on equity securities held as of September 30, 2021 $ (134 ) $ (107 ) |
Summary of company's classification of Marketable Securities And Long Term Investments | The tables below set forth the Company’s classification of marketable securities and long-term investments as of the periods presented: September 30, 2022 Total Level 1 Level 2 Level 3 Marketable securities – exchange-traded funds $ 106,087 $ 106,087 $ — $ — Marketable securities – mutual funds 24,430 24,430 — — Long-term investments – bonds (see Note 6) 4,275 — 4,275 — Total $ 134,792 $ 130,517 $ 4,275 $ — September 30, 2021 Total Level 1 Level 2 Level 3 Marketable securities – exchange-traded funds $ 108,097 $ 108,097 $ — $ — Marketable securities – mutual funds 18,446 18,446 — — Long-term investments – bonds (see Note 6) 4,275 — 4,275 — Total $ 130,818 $ 126,543 $ 4,275 $ — |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consists of the following (with interest rates, as of the dates presented): September 30, 2022 December 31, Aircraft Notes, due December 31, 2025 (4.0%) $ 65,313 $ 67,550 Less: current maturities 9,224 5,880 Total Long-Term Debt $ 56,089 $ 61,670 |
Schedule of Maturities of Long-Term Debt | Maturities of long-term debt for the periods subsequent to September 30, 2022, are as follows Fiscal Year Amount October 2022 through December 2022 $ 4,091 2023 9,154 2024 8,874 2025 43,194 Total $ 65,313 |
Lease Obligations (Tables)
Lease Obligations (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Summary of Operating Lease Related Terms and Discount Rates | The table below presents operating lease related terms and discount rates as of September 30, 2022: Weighted-average remaining lease term 3.13 years Weighted-average discount rate 5.70 % |
Schedule of Component of Lease Cost | Components of lease costs were as follows for the dates presented: Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Operating lease costs $ 1,477 $ 1,446 $ 4,423 $ 3,322 Short-term lease costs 77 80 306 389 Variable lease costs 63 46 158 113 Total Lease Costs $ 1,617 $ 1,572 $ 4,887 $ 3,824 |
Schedule of Future Minimum Lease Payments Under Non-Cancelable Operating Leases | The following table summarizes the future minimum rental payments required under operating leases that had initial or remaining non-cancelable lease Fiscal Year Amount October 2022 through December 2022 $ 1,452 2023 5,841 2024 3,365 2025 2,664 2026 177 Thereafter 527 Total lease payments 14,026 Less imputed interest (1,848 ) Total Lease Liabilities $ 12,178 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Cash Obligations | The following table sets forth the Company’s cash obligations for the periods presented: Total October through December 2022 2023 2024 2025 2026 Thereafter Aircraft Notes Principal $ 59,100 $ 3,500 $ 7,000 $ 7,000 $ 41,600 $ — $ — Aircraft Notes Interest 6,213 591 2,154 1,874 1,594 — — Operating Lease Obligations 14,026 1,452 5,841 3,365 2,664 177 527 Total $ 79,339 $ 5,543 $ 14,995 $ 12,239 $ 45,858 $ 177 $ 527 |
Earnings Per Share and Equity (
Earnings Per Share and Equity (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Calculations of Net Income Per Common Share | Calculations of net income per common share for the dates presented were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Net income $ 8,022 $ 36,279 $ 32,366 $ 82,025 Preferred stock dividends 198 198 594 594 Net income applicable to common stockholders $ 7,824 $ 36,081 $ 31,772 $ 81,431 Weighted average common shares outstanding Shares used in calculating basic earnings per share 45,776 54,153 46,637 54,491 Stock option — 502 131 477 Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Series C Preferred 16,500 16,500 16,500 16,500 Shares used in calculating diluted earnings per share 62,276 71,155 63,268 71,468 Earnings allocated to common stockholders per common share Basic $ 0.17 $ 0.67 $ 0.68 $ 1.49 Diluted $ 0.13 $ 0.51 $ 0.50 $ 1.14 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Supplemental Cash Flow Elements [Abstract] | |
Summary of Cash and Cash Equivalents | The following table provides a reconciliation of all cash and cash equivalents and restricted cash reported on the consolidated balance sheet that sum to the total of those same amounts shown in the consolidated statement of cash flows: September 30, 2022 Cash and cash equivalents $ 19,013 Restricted cash 418 Total cash, cash equivalents, and restricted cash $ 19,431 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets consist of the following as of the dates presented: September 30, 2022 December 31, 2021 Gross Carrying Amount Gross Carrying Amount Trade names and air carrier certificate 5,300 5,300 Total $ 5,300 $ 5,300 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Oct. 31, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2020 | Nov. 04, 2022 | Dec. 31, 2021 | |
Summary of Significant Accounting Policies [Line Items] | ||||||||
Depreciation expense | $ 6,224 | $ 6,274 | $ 18,656 | $ 18,769 | ||||
Deferred Revenue, Noncurrent | 22,290 | 22,290 | ||||||
Long-term note receivable | $ 60,315 | $ 60,315 | ||||||
Notes Receivable Instrument, Interest Rate | 4.50% | 4.50% | ||||||
Notes Receivable Instrument, Maturity Date | Feb. 28, 2023 | |||||||
Interest receivable | $ 3,954 | $ 3,954 | ||||||
Deferred revenue recognized | 1,385 | 4,925 | ||||||
Revenue, Performance Obligation | 5,138 | 728 | 12,746 | 13,699 | ||||
Cash Settlement | $ 670 | |||||||
Note Receivable | 11,048 | 11,048 | 11,048 | |||||
Payments for proceeds from incentives and penalties | 2,137 | 339 | 5,443 | 2,820 | ||||
Cash Received From United For The Opening Of A Crew Base | $ 294 | |||||||
Restricted Cash | 418 | 418 | $ 1,449 | |||||
Marketable securities | 130,517 | 130,517 | 138,370 | |||||
Revenue from contract with customers amount of consideration receivable due for settlement | 18,693 | 18,693 | ||||||
Operating Expenses | 55,910 | 38,664 | 164,994 | 81,437 | ||||
Undisputed notes receivables | $ 50,126 | |||||||
Deferred income current | 22,318 | 22,318 | 35,792 | |||||
Notes Receivable [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Interest receivable | 174 | 174 | ||||||
Revenue from contract with customers amount of consideration receivable due for settlement | 14,175 | 14,175 | ||||||
October 2020 Amendment [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Deferred recognizing revenue | $ 73 | |||||||
Deferred revenue current | 2,406 | 2,406 | ||||||
Deferred Revenue, Noncurrent | 1,170 | 1,170 | ||||||
Deferred Cash Settlement due from United | $ 4,410 | |||||||
Deferred Revenue Recognition | 453 | 512 | 1,611 | 1,150 | ||||
Air Wisconsin [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Accounts receivable, net | 22,302 | 22,302 | ||||||
Upfront fee | 932 | 1,082 | 3,314 | 2,428 | ||||
Fulfillment costs | 100 | 116 | 355 | 260 | ||||
Deferred Revenue Recognition | $ 5,180 | 5,298 | $ 22,548 | 10,054 | ||||
Revision of Prior Period, Reclassification, Adjustment [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Operating Expenses | $ 3,185 | 8,265 | ||||||
Deferred income current | $ 35,792 | |||||||
Reclassification from contract liabilities to deferred revenue | $ 27,961 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Property and Equipment Useful lives (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Aircraft [Member] | |
Property, Plant and Equipment [Line Items] | |
Property Plant And Equipment Useful Life | 7 years |
Current Residual Value | $ 50 |
Rotable Parts [Member] | |
Property, Plant and Equipment [Line Items] | |
Property Plant And Equipment Useful Life | 7 years |
Current Residual Value, percent | 10% |
Spare Engines [Member] | |
Property, Plant and Equipment [Line Items] | |
Property Plant And Equipment Useful Life | 7 years |
Current Residual Value | $ 25 |
Ground Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Current Residual Value, percent | 0% |
Property Plant And Equipment Useful Life | up to 10 years |
Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Current Residual Value, percent | 0% |
Property Plant And Equipment Useful Life | up to 10 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Current Residual Value, percent | 0% |
Property Plant And Equipment Useful Life | Shorter of asset or lease life |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Summary of company's classification of Marketable Securities And Long Term Investments (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Sep. 30, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Instruments, Owned, at Fair Value | $ 134,792 | $ 130,818 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Instruments, Owned, at Fair Value | 130,517 | 126,543 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Instruments, Owned, at Fair Value | 4,275 | 4,275 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Instruments, Owned, at Fair Value | 0 | 0 |
Marketable securities – exchange-traded funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Instruments, Owned, at Fair Value | 106,087 | 108,097 |
Marketable securities – exchange-traded funds | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Instruments, Owned, at Fair Value | 106,087 | 108,097 |
Marketable securities – exchange-traded funds | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Instruments, Owned, at Fair Value | 0 | 0 |
Marketable securities – exchange-traded funds | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Instruments, Owned, at Fair Value | 0 | 0 |
Marketable securities –mutual funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Instruments, Owned, at Fair Value | 24,430 | 18,446 |
Marketable securities –mutual funds | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Instruments, Owned, at Fair Value | 24,430 | 18,446 |
Long-term investments – bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Instruments, Owned, at Fair Value | 4,275 | 4,275 |
Long-term investments – bonds | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Instruments, Owned, at Fair Value | 0 | 0 |
Long-term investments – bonds | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Instruments, Owned, at Fair Value | 4,275 | 4,275 |
Long-term investments – bonds | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Instruments, Owned, at Fair Value | $ 0 | $ 0 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies- Summary of net unrealized gains and losses for the period that relate to marketable securities (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Marketable Securities, Gain (Loss) [Abstract] | ||||
Net losses recognized during the period on equity securities | $ (3,749) | $ (92) | $ (9,774) | $ (106) |
Less: Net gains and losses recognized during the period on equity securities sold during the period | 0 | 42 | 0 | 1 |
Unrealized losses recognized during the period on equity securities held | $ (3,749) | $ (134) | $ (9,774) | $ (107) |
Liquidity - Additional Informat
Liquidity - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Liquidity Uncertainty And Going Concern [Line Items] | ||||||
Gain (Loss) on Extinguishment of Debt | $ 53 | $ 10,135 | $ 53 | $ 10,363 | ||
Small Business Administration Payroll Protection Program [Member] | Paycheck Protection Program Notes [Member] | ||||||
Liquidity Uncertainty And Going Concern [Line Items] | ||||||
Gain (Loss) on Extinguishment of Debt | 10,135 | |||||
Small Business Administration Payroll Protection Program [Member] | Air Wisconsin [Member] | ||||||
Liquidity Uncertainty And Going Concern [Line Items] | ||||||
Amount received from Small Business Administration under PPP | $ 10,000 | |||||
Treasury Department Payroll Support Program [Member] | ||||||
Liquidity Uncertainty And Going Concern [Line Items] | ||||||
Payroll Support Agreement Awardable Amount | $ 42,185 | |||||
PSP2 Agreement [member] | Air Wisconsin [Member] | Minimum [member] | ||||||
Liquidity Uncertainty And Going Concern [Line Items] | ||||||
Proceeds from cares act payroll support program grant | $ 32,987 | |||||
PSP3 Agreement [member] | Air Wisconsin [Member] | ||||||
Liquidity Uncertainty And Going Concern [Line Items] | ||||||
Proceeds from American Rescue Plan Grant | $ 33,329 | |||||
HRBR Payroll Support Program Agreement [Member] | Air Wisconsin [Member] | ||||||
Liquidity Uncertainty And Going Concern [Line Items] | ||||||
Payroll Support Program Contra Expense | $ 16,146 | $ 66,316 |
Capacity Purchase Agreements _2
Capacity Purchase Agreements with United and American - Additional Information (Detail) - United Airlines [Member] - CRJ-200 [Member] - Aircraft | 1 Months Ended | |
Aug. 31, 2022 | Feb. 28, 2017 | |
Date of expiration of the agreement | Feb. 01, 2023 | |
Maximum [member] | ||
Number of aircraft to be operated for American Airlines | 60 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2022 Aircraft | |
CRJ-200 [Member] | |
Property, Plant and Equipment [Line Items] | |
Number of aircraft acquired | 64 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Tax Disclosure [Line Items] | ||||
Effective income tax rate reconciliation percent total | 23.80% | 18.10% | 23.80% | 21.60% |
Effective Income Tax Rate, Federal statutory rate | 21% | 21% | 21% |
Debt - Schedule Of Long Term De
Debt - Schedule Of Long Term Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Total debt | $ 65,313 | |
Less: current maturities | 9,224 | $ 5,880 |
Long-Term Debt | 56,089 | 61,670 |
Aircraft Notes Due December 31, 2025 [Member] | ||
Total debt | $ 65,313 | $ 67,550 |
Debt - Additional information (
Debt - Additional information (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 | Jul. 31, 2003 |
Operating lease right of use asset | $ 14,789 | $ 18,679 | |
Hangar [Member] | |||
Operating lease right of use asset | $ 2,605 | ||
City of Milwaukee, Wisconsin variable rate Industrial Development Bonds [Member] | |||
Aggregate principal amount | $ 4,275 |
Debt - Schedule of Maturities o
Debt - Schedule of Maturities of Long-term Debt (Detail) $ in Thousands | Sep. 30, 2022 USD ($) |
Maturities of Long-term Debt [Abstract] | |
October 2022 through December 2022 | $ 4,091 |
2023 | 9,154 |
2024 | 8,874 |
2025 | 43,194 |
Total | $ 65,313 |
Lease Obligations - Additional
Lease Obligations - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Lessee, Lease, Description [Line Items] | |||||
Operating lease right of use asset | $ 14,789 | $ 14,789 | $ 18,679 | ||
Current portion of operating lease liability | 5,078 | 5,078 | 5,150 | ||
Long-term operating lease liability | 7,100 | 7,100 | $ 10,877 | ||
Cash payments included in the measurement of lease liabilities related to operating leases | 4,484 | $ 3,239 | |||
Operating lease rent expense | $ 1,617 | $ 1,572 | $ 4,887 | $ 3,824 | |
Minimum [Member] | |||||
Lessee, Lease, Description [Line Items] | |||||
Lease term of training simulators | 12 months | 12 months | |||
Operating Lease Remaining Lease | 9 months | 9 months | |||
Maximum [Member] | |||||
Lessee, Lease, Description [Line Items] | |||||
Operating Lease Remaining Lease | 12 years | 12 years |
Lease Obligations - Summary Of
Lease Obligations - Summary Of Weighted average Terms and Discount Rate For Operating Leases (Detail) | Sep. 30, 2022 |
Leases [Abstract] | |
Weighted-average remaining lease term | 3 years 1 month 17 days |
Weighted-average discount rate | 5.70% |
Lease Obligations - Schedule of
Lease Obligations - Schedule of Component Of Lease Cost (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Lease, Cost [Abstract] | ||||
Operating lease costs | $ 1,477 | $ 1,446 | $ 4,423 | $ 3,322 |
Short-term lease costs | 77 | 80 | 306 | 389 |
Variable lease costs | 63 | 46 | 158 | 113 |
Total Lease Costs | $ 1,617 | $ 1,572 | $ 4,887 | $ 3,824 |
Lease Obligations - Schedule _2
Lease Obligations - Schedule of Future Minimum Lease Payments Under Non-Cancelable Operating Leases (Detail) $ in Thousands | Sep. 30, 2022 USD ($) |
Leases [Abstract] | |
October 2022 through December 2022 | $ 1,452 |
2023 | 5,841 |
2024 | 3,365 |
2025 | 2,664 |
2026 | 177 |
Thereafter | 527 |
Total lease payments | 14,026 |
Less imputed interest | (1,848) |
Total Lease Liabilities | $ 12,178 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2022 USD ($) Letter_Of_Credit | |
Other Commitments [Line Items] | |
Number of outstanding letters of credit | Letter_Of_Credit | 6 |
Dispute Amount | $ 33,042 |
Air Wisconsin [Member] | |
Other Commitments [Line Items] | |
Outstanding credit facility | 373 |
Aircraft Notes principal [Member] | |
Other Commitments [Line Items] | |
Semi-Annual Principal amount of notes payable | 3,500 |
Letter of Credit [Member] | |
Other Commitments [Line Items] | |
Outstanding credit facility | $ 372 |
Commitments and Contingencies_2
Commitments and Contingencies - Cash Obligations (Detail) $ in Thousands | Sep. 30, 2022 USD ($) |
Contractual Obligation Fiscal Year Maturity [Line Items] | |
Long-term debt, Total | $ 65,313 |
Long-term debt, due in 2022 | 4,091 |
Long-term debt, due in 2023 | 9,154 |
Long-term debt, due in 2024 | 8,874 |
Long-term debt, due in 2025 | 43,194 |
Total lease payments | 14,026 |
Operating lease obligations, due in 2022 | 1,452 |
Operating lease obligations, due in 2023 | 5,841 |
Operating lease obligations, due in 2024 | 3,365 |
Operating lease obligations, due in 2025 | 2,664 |
Operating lease obligations, due in 2026 | 177 |
Operating lease obligations, due Thereafter | 527 |
Total cash obligations | 79,339 |
Total cash obligations, due in 2022 | 5,543 |
Total cash obligations, due in 2023 | 14,995 |
Total cash obligations, due in 2024 | 12,239 |
Total cash obligations, due in 2025 | 45,858 |
Total cash obligations, due in 2026 | 177 |
Total cash obligations, due Thereafter | 527 |
Aircraft Notes Principal [Member] | |
Contractual Obligation Fiscal Year Maturity [Line Items] | |
Long-term debt, Total | 59,100 |
Long-term debt, due in 2022 | 3,500 |
Long-term debt, due in 2023 | 7,000 |
Long-term debt, due in 2024 | 7,000 |
Long-term debt, due in 2025 | 41,600 |
Long-term debt, due in 2026 | 0 |
Aircraft Notes Interest [Member] | |
Contractual Obligation Fiscal Year Maturity [Line Items] | |
Long-term debt, Total | 6,213 |
Long-term debt, due in 2022 | 591 |
Long-term debt, due in 2023 | 2,154 |
Long-term debt, due in 2024 | 1,874 |
Long-term debt, due in 2025 | 1,594 |
Long-term debt, due in 2026 | $ 0 |
Related-Party Transactions - Ad
Related-Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Related Party Transaction [Line Items] | ||||
Annual recurring fee payable monthly pursuant to service agreement | $ 150 | |||
Payment For Management services fee | $ 38 | $ 38 | 113 | $ 75 |
AWAC Aviation Inc [Member] | Financial Advisory And Management Services [Member] | ||||
Related Party Transaction [Line Items] | ||||
Payment For Management services fee | $ 60 | $ 180 |
Earnings Per Share and Equity -
Earnings Per Share and Equity - Calculations of Net Income Per Common Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Earnings Per Share Reconciliation [Abstract] | ||||
Net income | $ 8,022 | $ 36,279 | $ 32,366 | $ 82,025 |
Preferred stock dividends | 198 | 198 | 594 | 594 |
Net income applicable to common stockholders | $ 7,824 | $ 36,081 | $ 31,772 | $ 81,431 |
Weighted average common shares outstanding | ||||
Shares used in calculating basic earnings per share | 45,776 | 54,153 | 46,637 | 54,491 |
Stock option | 0 | 502 | 131 | 477 |
Series C Preferred | 16,500 | 16,500 | 16,500 | 16,500 |
Shares used in calculating diluted earnings per share | 62,276 | 71,155 | 63,268 | 71,468 |
Earnings allocated to common stockholders per common share | ||||
Basic | $ 0.17 | $ 0.67 | $ 0.68 | $ 1.49 |
Diluted | $ 0.13 | $ 0.51 | $ 0.5 | $ 1.14 |
Earnings Per Share and Equity_2
Earnings Per Share and Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Dec. 31, 2022 | Sep. 30, 2022 | Jan. 31, 2020 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Class of Stock [Line Items] | ||||||||
Preferred stock, liquidation preference | $ 0.8 | $ 0.8 | $ 0.8 | |||||
Common stock, convertible, conversion price | $ 0.15091 | |||||||
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 0 | 502 | 131 | 477 | ||||
Treasury Stock, Common [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Share Based Arrangement Cash Payment For Stock Options Cancellation | $ 969 | |||||||
Series C Redeemable Convertible Preferred Stock [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Temporary Equity:Conversion Cap Excess Shares | 4,000 | 3,245 | 3,245 | |||||
Dividend declared | $ 198 | |||||||
Date of dividend declaration | Sep. 30, 2022 | |||||||
Date of dividend payment | Sep. 30, 2022 | |||||||
Temporary Equity, Shares Outstanding | 4,000,000 | 4,000,000 | 4,000,000 | 4,000,000 | ||||
Common stock converted | 16,500 | |||||||
Series C Preferred Stock [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Conversion of preferred stock, maximum amount converted | 16,500 | |||||||
Temporary Equity, Shares Outstanding | 755 | 755 | 755 | |||||
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 131 | |||||||
Series C Preferred Stock [Member] | Forecast [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Cumulative quarterly preferred stock dividend rate increase after Dec.31, 2022 | 0.50% |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Business Acquisition [Line Items] | ||
Cash payments for interest | $ 1,784 | $ 2,742 |
Cash payments for income taxes | 3,348 | 25,683 |
Cash payments included in the measurement of lease liabilities related to operating leases | $ 4,484 | $ 3,239 |
Supplemental Cash Flow Inform_4
Supplemental Cash Flow Information - Summary of Cash and Cash Equivalents (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Supplemental Cash Flow Elements [Abstract] | ||
Cash and cash equivalents | $ 19,013 | $ 37,170 |
Restricted cash | 418 | $ 1,449 |
Total cash, cash equivalents, and restricted cash | $ 19,431 |
Intangible Assets - Components
Intangible Assets - Components of Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Trade names and air carrier certificate | $ 5,300 | $ 5,300 |
Total | $ 5,300 | $ 5,300 |
Stock Repurchase Program - Addi
Stock Repurchase Program - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Jan. 31, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Mar. 30, 2021 | |
Equity, Class of Treasury Stock [Line Items] | ||||||
Stock Repurchased During Period, Value | $ 799 | $ 300 | $ 10,733 | $ 1,188 | ||
Common Stock [Member] | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Stock Repurchased During Period, Shares | 5,437,500 | (364) | (130) | (7,664) | (723) | |
Stock Repurchased During Period, Value | $ 5,655 | |||||
Common Stock [Member] | Stock Repurchase Program [Member] | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Stock Repurchase Program, Authorized Amount in First Calendar Month | $ 1,000 | |||||
Stock Repurchase Program, Authorized Amount to be Repurchased Each Month | 1,000 | |||||
Stock Repurchased During Period, Shares | 364,174 | 7,664,033 | ||||
Common Stock [Member] | Stock Repurchase Program [Member] | Restricted Cash [Member] | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Total cash | $ 45 | $ 45 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) $ in Thousands | Nov. 04, 2022 USD ($) |
Subsequent Event [Line Items] | |
Undisputed notes receivables | $ 50,126 |
Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Undisputed notes receivables | $ 50,126 |