NOTE 1 - SIGNIFICANT
ACCOUNTING POLICIES
(a) |
Use of Estimates and
Reclassifications—The preparation of financial statements
in conformity with accounting principles generally accepted in the
United States of America (“GAAP”) requires management
to make estimates and assumptions that affect the amounts reported
in these financial statements and accompanying notes. Actual
results could differ from those estimates. |
Certain prior
years’ cash flows from operating, investing and financing
activities have been reclassified to conform to the current year
presentation. Within the investing activities section, the change
in the short-term and other investments category was further
separated between purchases and redemptions. The net effect of this
presentation remains unchanged for prior years.
(b) |
Revenue
Recognition—The value of unused passenger tickets is
included in current liabilities as advance ticket sales. The
Company records passenger ticket sales and tickets sold by other
airlines for use on United as passenger revenue when the
transportation is provided or upon estimated breakage. Tickets sold
by other airlines are recorded at the estimated values to be billed
to the other airlines. Differences between amounts billed and the
actual amounts may be rejected and rebilled or written off if the
amount recorded was different from the original estimate. When
necessary, the Company records a reserve against our interline
billings and payables if historical experience indicates that these
amounts are different. Non-refundable tickets generally expire on
the date of the intended flight, unless the date is extended by
notification from the customer on or before the intended flight
date. |
Fees charged in
association with changes or extensions to non-refundable tickets
are recorded as other revenue at the time the fee is incurred. The
fare on the changed ticket, including any additional collection of
fare, is deferred and recognized in accordance with our
transportation revenue recognition policy at the time the
transportation is provided. Change fees related to non-refundable
tickets are considered a separate transaction from the air
transportation because they represent a charge for the
Company’s additional service to modify a previous sale.
Therefore, the pricing of the change fee and the initial customer
order are separately determined and represent distinct earnings
processes.
The Company
records an estimate of breakage revenue on the flight date for
tickets that will expire unused. These estimates are based on the
evaluation of actual historical results and forecasted trends.
Refundable tickets expire after one year from the date of
issuance.
The Company
recognizes cargo and other revenue as service is
provided.
Under our
capacity purchase agreements (“CPAs”) with regional
carriers, we purchase all of the capacity related to aircraft
covered by the contracts and are responsible for selling all of the
related seat inventory. We record the passenger revenue and related
expenses as separate operating revenue and expense in the
consolidated statement of operations.
Accounts
receivable primarily consist of amounts due from credit card
companies and customers of our aircraft maintenance and cargo
transportation services. We provide an allowance for uncollectible
accounts equal to the estimated losses expected to be incurred
based on historical write-offs and other specific analyses. Bad
debt expense and write-offs were not material for the years ended
December 31, 2014, 2013 and 2012.
(c) |
Frequent Flyer
Accounting—United’s MileagePlus program is designed
to increase customer loyalty. Program participants earn miles by
flying on United and certain other participating airlines. Program
participants can also earn miles through purchases from other
non-airline partners that participate in United’s loyalty
program. We sell miles to these partners, which include credit card
issuers, retail merchants, hotels, car rental companies and our
participating airline partners. Miles can be redeemed for free
(other than taxes and government imposed fees), discounted or
upgraded air travel and non-travel awards. The Company records its
obligation for future award redemptions using a deferred revenue
model. |
Miles Earned
in Conjunction with Flights
In the case of
the sale of air services, the Company recognizes a portion of the
ticket sales as revenue when the air transportation occurs and
defers a portion of the ticket sale representing the value of the
related miles as a multiple-deliverable revenue arrangement. The
miles are recorded in frequent flyer deferred revenue on the
Company’s balance sheet and recognized into revenue when the
transportation is provided.
The Company
determines the estimated selling price of air transportation and
miles as if each element is sold on a separate basis. The total
consideration from each ticket sale is then allocated to each of
these elements individually on a pro rata basis. The
Company’s estimated selling price of miles prior to
April 1, 2014 was based on the price we sell miles to Star
Alliance partners in our reciprocal frequent flyer agreements as
the best estimate of selling price for these miles.
On
March 30, 2014, US Airways exited Star Alliance. Effective
with the exit date, the Company updated its estimated selling price
for miles to a value based on the equivalent ticket value less
fulfillment discount, which incorporates the expected redemption of
miles. The equivalent ticket value used as the basis for the
estimated selling price of miles is based on the prior 12
months’ weighted average equivalent ticket value of similar
fares as those used to settle award redemptions while taking into
consideration such factors as redemption pattern, cabin class,
loyalty status and geographic region. The estimated selling price
of miles is adjusted by a fulfillment discount that considers a
number of factors, including redemption patterns of various
customer groups. This change in estimate was applied on a
prospective basis beginning April 1, 2014. The impact of this
change resulted in an increase in consolidated revenue of
approximately $95 million (and an increase of approximately $0.26
per UAL basic share and $0.24 per UAL diluted share) in
2014.
Co-branded
Credit Card Partner Mileage Sales
United has a
significant contract, the Consolidated Amended and Restated
Co-Branded Card Marketing Services Agreement (the “Co-Brand
Agreement”), to sell MileagePlus miles to its co-branded
credit card partner, Chase Bank USA, N.A. (“Chase”).
United identified five revenue elements in the Co-Brand Agreement:
the air transportation element represented by the value of the mile
(generally resulting from its redemption for future air
transportation and whose fair value is described above); use of the
United brand and access to MileagePlus member lists; advertising;
baggage services; and airport lounge usage (together, excluding
“the air transportation element,” the
“marketing-related deliverables”).
The fair value
of the elements is determined using management’s estimated
selling price of each element. The objective of using the estimated
selling price based methodology is to determine the price at which
we would transact a sale if the product or service were sold on a
stand-alone basis. Accordingly, we determine our best estimate of
selling price by considering multiple inputs and methods including,
but not limited to, discounted cash flows, brand value, volume
discounts, published selling prices, number of miles awarded and
number of miles redeemed. The Company estimated the selling prices
and volumes over the term of the Co-Brand Agreement in order to
determine the allocation of proceeds to each of the multiple
elements to be delivered. The method for determining the selling
price of the mile component changed March 30, 2014, as
described above. We also evaluate volumes on an annual basis, which
may result in a change in the allocation of estimated selling price
on a prospective basis.
The Company
records passenger revenue related to the air transportation element
when the transportation is delivered. The other elements are
generally recognized as Other operating revenue when
earned.
Expiration
of Miles
The Company
accounts for miles sold and awarded that will never be redeemed by
program members, which we refer to as breakage. The Company reviews
its breakage estimates annually based upon the latest available
information regarding redemption and expiration patterns. Miles
expire after 18 months of member account inactivity.
The
Company’s estimate of the expected expiration of miles
requires significant management judgment. Current and future
changes to expiration assumptions or to the expiration policy, or
to program rules and program redemption opportunities, may result
in material changes to the deferred revenue balance as well as
recognized revenues from the programs.
Other
Information
The following
table provides additional information related to the frequent flyer
program (in millions):
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Year
Ended
December 31,
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Cash Proceeds
from Miles Sold |
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Other Revenue
Recognized Upon
Award of Miles
to Third-Party
Customers (a) |
|
|
Increase in Frequent
Flyer Deferred
Revenue for Miles
Awarded (b) |
|
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Increase
(Decrease) in
Advanced
Purchase of
Miles (c) |
|
2014
|
|
$ |
2,861 |
|
|
$ |
882 |
|
|
$ |
2,178 |
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|
$ |
(199) |
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2013
|
|
|
2,903 |
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|
|
903 |
|
|
|
2,174 |
|
|
|
(174) |
|
2012
|
|
|
2,852 |
|
|
|
816 |
|
|
|
2,036 |
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— |
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(a) This amount represents
other revenue recognized during the period from the sale of miles
to third parties, representing the marketing-related deliverable
services component of the sale. |
|
(b) This amount represents
the increase to frequent flyer deferred revenue during the
period. |
|
(c) This amount represents
the net increase (decrease) in the advance purchase of miles
obligation due to cash payments for the sale of miles in excess of
(less than) miles awarded to customers. |
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(d) |
Cash and Cash
Equivalents and Restricted Cash—Highly liquid investments
with a maturity of three months or less on their acquisition date
are classified as cash and cash equivalents. |
Restricted cash
primarily includes cash collateral associated with workers’
compensation obligations, reserves for institutions that process
credit card ticket sales and cash collateral received from fuel
hedge counterparties. Restricted cash is classified as short-term
or long-term in the consolidated balance sheets based on the
expected timing of return of the assets to the Company. Airline
industry practice includes classification of restricted cash flows
as either investing cash flows or operating cash flows. Cash flows
related to restricted cash activity are classified as investing
activities because the Company considers restricted cash arising
from these activities similar to an investment.
(e) |
Short-term
Investments—Short-term investments are classified as
available-for-sale and are stated at fair value. Realized gains and
losses on sales of investments are reflected in nonoperating income
(expense) in the consolidated statements of
operations. Unrealized gains and losses on available-for-sale
securities are reflected as a component of accumulated other
comprehensive income (loss). |
(f) |
Aircraft Fuel, Spare
Parts and Supplies—The Company accounts for aircraft
fuel, spare parts and supplies at average cost and provides an
obsolescence allowance for aircraft spare parts with an assumed
residual value of 10% to 11% of original cost depending on the
fleet type. |
(g) |
Property and
Equipment—The Company records additions to owned
operating property and equipment at cost when acquired. Property
under capital leases and the related obligation for future lease
payments are recorded at an amount equal to the initial present
value of those lease payments. Modifications that enhance the
operating performance or extend the useful lives of airframes or
engines are capitalized as property and equipment. It is the
Company’s policy to record compensation from delays in
delivery of aircraft as a reduction of the cost of the related
aircraft. |
Depreciation
and amortization of owned depreciable assets is based on the
straight-line method over the assets’ estimated useful lives.
Leasehold improvements are amortized over the remaining term of the
lease, including estimated facility renewal options when renewal is
reasonably assured at key airports, or the estimated useful life of
the related asset, whichever is less. Properties under capital
leases are amortized on the straight-line method over the life of
the lease or, in the case of certain aircraft, over their estimated
useful lives, whichever is shorter. Amortization of capital lease
assets is included in depreciation and amortization expense. The
estimated useful lives of property and equipment are as
follows:
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Estimated Useful Life (in years) |
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Aircraft and related
rotable parts
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25 to 30 |
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Buildings
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25 to 45 |
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Other property and
equipment
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3 to 15 |
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Computer
software
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5 |
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Building
improvements
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1 to 40 |
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As of
December 31, 2014 and 2013, the Company had a carrying value
of computer software of $281 million and $290 million,
respectively. For the years ended December 31, 2014, 2013 and
2012, the Company’s depreciation expense related to computer
software was $81 million, $72 million and $81 million,
respectively. Aircraft and aircraft parts were assumed to have
residual values with a range of 10% to 11% of original cost,
depending on type, and other categories of property and equipment
were assumed to have no residual value.
(h) |
Maintenance and
Repairs—The cost of maintenance and repairs, including
the cost of minor replacements, is charged to expense as incurred,
except for costs incurred under our power-by-the-hour
(“PBTH”) engine maintenance agreements. PBTH contracts
transfer certain risk to third-party service providers and fix the
amount we pay per flight hour or per cycle to the service provider
in exchange for maintenance and repairs under a predefined
maintenance program. Under PBTH agreements, the Company recognizes
expense at a level rate per engine hour, unless the level of
service effort and the related payments during the period are
substantially consistent, in which case the Company recognizes
expense based on the amounts paid. |
(i) |
Lease Fair Value
Adjustments—Lease fair value adjustments, which arose
from recording operating leases at fair value under fresh start or
business combination accounting, are amortized on a straight-line
basis over the related lease term. |
(j) |
Regional Capacity
Purchase—Payments made to regional carriers under CPAs
are reported in Regional capacity purchase in our consolidated
statements of operations. As of December 31, 2014, United had
281 call options to purchase regional jet aircraft being operated
by certain regional carriers. At December 31, 2014, none of
the call options was exercisable because none of the required
conditions to make an option exercisable by United was
met. |
(k) |
Advertising—Advertising costs, which are included
in Other operating expenses, are expensed as incurred. Advertising
expenses were $179 million, $178 million and $154 million for the
years ended December 31, 2014, 2013 and 2012,
respectively. |
(l) |
Intangibles—The Company has finite-lived and
indefinite-lived intangible assets, including goodwill.
Finite-lived intangible assets are amortized over their estimated
useful lives. Goodwill and indefinite-lived intangible assets are
not amortized but are reviewed for impairment annually or more
frequently if events or circumstances indicate that the asset may
be impaired. Goodwill and indefinite-lived assets are reviewed for
impairment on an annual basis as of October 1, or on an
interim basis whenever a triggering event occurs. See Notes 2 and
17 of this report for additional information related to
intangibles. |
(m) |
Long-Lived Asset
Impairments—The Company evaluates the carrying value of
long-lived assets subject to amortization whenever events or
changes in circumstances indicate that an impairment may exist. For
purposes of this testing, the Company has generally identified the
aircraft fleet type as the lowest level of identifiable cash flows
for purposes of testing aircraft for impairment. An impairment
charge is recognized when the asset’s carrying value exceeds
its net undiscounted future cash flows and its fair market value.
The amount of the charge is the difference between the
asset’s carrying value and fair market value. See Note 17 of
this report for additional information related to asset
impairments. |
(n) |
Share-Based
Compensation—The Company measures the cost of employee
services received in exchange for an award of equity instruments
based on the grant-date fair value of the award. The resulting cost
is recognized over the period during which an employee is required
to provide service in exchange for the award, usually the vesting
period. Obligations for restricted stock units (“RSUs”)
are remeasured at fair value throughout the requisite service
period on the last day of each reporting period based upon
UAL’s stock price. In addition to the service requirement,
certain RSUs have performance metrics that must be achieved prior
to vesting. These awards are accrued based on the expected level of
achievement at each reporting period. A cumulative adjustment is
recorded on the last day of each reporting period to adjust
compensation expense based on both UAL’s stock price and the
then current level of expected performance achievement for the
performance-based awards. See Note 5 of this report for additional
information on UAL’s share-based compensation
plans. |
(o) |
Ticket
Taxes—Certain governmental taxes are imposed on the
Company’s ticket sales through a fee included in ticket
prices. The Company collects these fees and remits them to the
appropriate government agency. These fees are recorded on a net
basis (excluded from operating revenue). |
(p) |
Retirement of Leased
Aircraft—The Company accrues for estimated lease costs
over the remaining term of the lease at the present value of future
minimum lease payments, net of estimated sublease rentals (if any),
in the period that aircraft are permanently removed from service.
When reasonably estimable and probable, the Company estimates
maintenance lease return condition obligations for items such as
minimum aircraft and engine conditions specified in leases and
accrues these amounts over the lease term while the aircraft are
operating, and any remaining unrecognized estimated obligations are
accrued in the period that an aircraft is removed from
service. |
(q) |
Uncertain Income Tax
Positions—The Company has recorded reserves for income
taxes and associated interest that may become payable in future
years. Although management believes that its positions taken on
income tax matters are reasonable, the Company nevertheless has
established tax and interest reserves in recognition that various
taxing authorities may challenge certain of the positions taken by
the Company, potentially resulting in additional liabilities for
taxes and interest. The Company’s uncertain tax position
reserves are reviewed periodically and are adjusted as events occur
that affect its estimates, such as the availability of new
information, the lapsing of applicable statutes of limitation, the
conclusion of tax audits, the measurement of additional estimated
liability, the identification of new tax matters, the release of
administrative tax guidance affecting its estimates of tax
liabilities, or the rendering of relevant court decisions. The
Company records penalties and interest relating to uncertain tax
positions in Other operating expense and Interest expense,
respectively, in its consolidated statements of operations. The
Company has not recorded any significant expense or liabilities
related to interest or penalties in its consolidated financial
statements. |
(r) |
Labor
Costs—The Company records expenses associated with
amendable labor agreements when the employee group has earned the
compensation and the amounts are probable and estimable. These
include costs associated with lump sum cash payments that would be
made in conjunction with the ratification of labor agreements. To
the extent these upfront costs are in lieu of future pay increases,
they would be capitalized and amortized over the term of the labor
agreements. If not, these amounts would be expensed once earned and
when they become probable and estimable. |
(s) |
Third-Party
Business—The Company has third-party business revenue
that includes fuel sales, catering, ground handling, maintenance
services and frequent flyer award non-air redemptions, and
third-party business revenue is recorded in Other operating
revenue. The Company also incurs third-party business expenses,
such as maintenance, ground handling and catering services for
third parties, fuel sales and non-air mileage redemptions, and
those third-party business expenses are recorded in Other operating
expenses. In addition, the Company previously had a contract to
sell aircraft fuel to a third party which was earnings-neutral but
resulted in revenue and expense, specifically cost of sales which
was unrelated to the operation of the airline. This contract ended
in 2014. |
(t) |
Recently Issued
Accounting Standards—In May 2014, the Financial
Accounting Standards Board (“FASB”) amended the FASB
Accounting Standards Codification and created a new Topic 606,
Revenue from Contracts with Customers. This amendment prescribes
that an entity should recognize revenue to depict the transfer of
promised goods or services to customers in an amount that reflects
the consideration to which the entity expects to be entitled in
exchange for those goods or services. The amendment supersedes the
revenue recognition requirements in Topic 605, Revenue Recognition,
and most industry-specific guidance throughout the Industry Topics
of the Codification. The amendments will become effective for the
Company’s annual and interim reporting periods beginning
January 1, 2017. Under the new standard, certain airline
ancillary fees directly related to passenger revenue tickets, such
as airline change fees and baggage fees, are likely to no longer be
considered distinct performance obligations separate from the
passenger travel component. In addition, the change fees which were
previously recognized when incurred, will likely be recognized when
transportation is provided. The Company is evaluating other impacts
on its consolidated financial statements. |