0000894081-20-000039.txt : 20200302 0000894081-20-000039.hdr.sgml : 20200302 20200302170013 ACCESSION NUMBER: 0000894081-20-000039 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 106 CONFORMED PERIOD OF REPORT: 20191231 FILED AS OF DATE: 20200302 DATE AS OF CHANGE: 20200302 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Air Transport Services Group, Inc. CENTRAL INDEX KEY: 0000894081 STANDARD INDUSTRIAL CLASSIFICATION: AIR COURIER SERVICES [4513] IRS NUMBER: 261631624 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50368 FILM NUMBER: 20677885 BUSINESS ADDRESS: STREET 1: 145 HUNTER DR CITY: WILMINGTON STATE: OH ZIP: 45177 BUSINESS PHONE: 937-382-5591 MAIL ADDRESS: STREET 1: 145 HUNTER DR CITY: WILMINGTON STATE: OH ZIP: 45177 FORMER COMPANY: FORMER CONFORMED NAME: ABX Holdings, Inc. DATE OF NAME CHANGE: 20080102 FORMER COMPANY: FORMER CONFORMED NAME: ABX AIR INC DATE OF NAME CHANGE: 19950728 10-K 1 a201910k.htm 10-K Document
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 ________________________________________________________________
FORM 10-K
☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2019
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________

Commission file number 000-50368
________________________________________________________________
Air Transport Services Group, Inc.
(Exact name of registrant as specified in its charter)
________________________________________________________________
Delaware
 
26-1631624
(State of Incorporation)
 
(I.R.S. Employer Identification No.)
145 Hunter Drive, Wilmington, OH 45177
(Address of principal executive offices)
937-382-5591
(Registrant’s telephone number, including area code)
 ________________________________________________________________
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each class
  
Trading Symbol
 
Name of each exchange on which registered
Common Stock, par value $0.01 per share
  
ATSG
 
NASDAQ Stock Market LLC
Securities registered pursuant to Section 12(g) of the Exchange Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No  ☐
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulations S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer
  ☒
Accelerated filer
☐
Smaller reporting company
☐
Non-accelerated filer
☐
Emerging growth company
☐
 
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐
No  ☒
The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, as of the last business day of the registrant’s most recently completed second fiscal quarter: $1,416,475,681.
As of March 2, 2020, there were 59,329,431 shares of the registrant’s common stock outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Proxy Statement for the Annual Meeting of Stockholders scheduled to be held May 7, 2020 are incorporated by reference into Parts II and III.



FORWARD LOOKING STATEMENTS
This annual report on Form 10-K, including “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” in Item 7, contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, that involve risks and uncertainties. Forward-looking statements provide current expectations of future events based on certain assumptions and includes any statement that does not directly relate to any historical or current fact. Forward-looking statements can also be identified by words such as “future,” “anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans,” “predicts,” “will,” “would,” “could,” “can,” “may,” and similar terms. Forward-looking statements are not guarantees of future performance and the Company’s actual results may differ significantly from the results discussed in the forward-looking statements. Factors that might cause such differences include, but are not limited to, those discussed in “Risk Factors” in Item 1A . The Company assumes no obligation to revise or update any forward-looking statements for any reason, except as required by law.






AIR TRANSPORT SERVICES GROUP, INC. AND SUBSIDIARIES
2018 FORM 10-K ANNUAL REPORT
TABLE OF CONTENTS
 
 
 
 
 
  
 
Page
PART I
Item 1.
  
Item 1A.
  
Item 1B.
  
Item 2.
  
Item 3.
  
Item 4.
  
 
 
 
PART II
Item 5.
  
Item 6.
  
Item 7.
  
Item 7A.
  
Item 8.
  
Item 9.
  
Item 9A.
  
Item 9B.
  
 
 
 
PART III
Item 10.
  
Item 11.
  
Item 12.
  
Item 13.
  
Item 14.
  
 
 
 
PART IV
Item 15.
  
Item 16.
 




PART I

ITEM 1. BUSINESS
Company Overview
We are a leading provider of aircraft leasing and air cargo transportation and related services in the United States and internationally and are the largest lessor of freighter aircraft in the world. In addition, we are the largest provider of passenger charter service to the United States Department of Defense (“DoD”) and other governmental agencies. Our portfolio of freighter aircraft is focused on mid-sized air freighters, which is the category of choice for express and e-commerce driven regional air networks operating both within and outside the United States. Approximately 94% of our freighter fleet are Boeing 767 aircraft, which is highly sought because of its reliability, cubic cargo capacity and durable performance. We have also launched a joint venture to convert Airbus A321 passenger aircraft into freighters, which is intended to further support our ability to meet the growing demand worldwide for narrow body air freighters. (When the context requires, we may use the terms “Company,” "we," "our" and “ATSG” in this report to refer to the business of Air Transport Services Group, Inc. and its subsidiaries on a consolidated basis.)
Through our subsidiaries, we own and lease aircraft to external customers and to our own airline subsidiaries. In addition, we provide airline operations, ground handling services, aircraft maintenance and modification services, and other support services to the air transportation and logistics industries. Our customers consist of delivery businesses, freight forwarders, ecommerce companies, airlines and governmental agencies. We believe our ability to offer our customers a bundle of customized and differentiated services, including aircraft leasing, airline express operations, line and heavy maintenance, freighter conversions, material handling equipment and ground handling services makes us unique from other service providers in the air transportation industry. Through our decades of experience with express network airline operations, we offer best in class, reliable services to customers including Amazon.com, Inc. (“Amazon”), DHL Network Operations (USA), Inc. and its affiliates (“DHL”), and United Parcel Service.
We are a leader in an industry with established barriers to entry, possessing reliable airlift capability, and strategic alignment with our key customers. We are unique in our ability to offer a broad range of integrated, operational solutions to air cargo and express package transportation companies and e-commerce companies, as well as charter passenger transport to governmental and commercial entities. Our services are tailored to the needs of the customer and include a combination of aircraft, crews and maintenance services as well as aircraft charter and lease transitioning services. We also offer a broad range of ancillary services including engineering services, sort and gateway operations, equipment installation, maintenance and leasing, and aircraft modifications. Our differentiated business model reduces our exposure to trade disruption and cyclical GDP, with limited payload and fuel risk. We believe that the wide scope of our services combined with our ability to provide services in a customized bundle to meet the requirements of each customer gives us a competitive advantage over other companies in our industry.
We were founded in 1980 as a wholly-owned subsidiary of Airborne Express. We became an independent, publicly-owned company in August 2003, as a result of a spin-off by Airborne Express prior to its acquisition by DHL. The spin-off was necessitated in large part due to restrictions imposed by federal law on foreign ownership of U.S. airlines. Our headquarters are located at the Wilmington Air Park in Wilmington, Ohio, which also serves as a regional air hub for Amazon. The Company is incorporated in Delaware. Our common shares are publicly traded on the NASDAQ Stock Market under the symbol ATSG.
Principal Services
Our principal services fall into three general categories:
Aircraft leasing. We own and lease aircraft through our subsidiary Cargo Aircraft Management, Inc. (“CAM”). We are able to provide competitive lease rates for our cargo freighters by purchasing passenger aircraft, typically 15 to 20 years old, and converting them into cargo freighters, after which we anticipate an economic life of 20 years or more. We monitor the global market for available passenger aircraft and only purchase aircraft for conversion that meet our requirements for condition and technical specifications and that can be purchased and converted into freighters at a price that will meet or exceed our targeted return on capital. Aircraft freighters that are converted from passenger aircraft can be deployed into markets more economically in comparison to newly-built freighters.
Aircraft operations. We own and operate three separate airline subsidiaries: ABX Air, Inc. (“ABX”), Air Transport International, Inc. (“ATI”), and Omni Air International, LLC (“OAI”). Each of these airlines is independently certificated

1

by the United States Department of Transportation ("DOT") and by the Federal Aviation Administration, ("FAA"), a constituent agency of the DOT. Our airline subsidiaries offer different combinations of aircraft, crews, maintenance and insurance to provide customized transportation capacity to our customers. We specialize in carrying both freight and passengers for a variety of customers, including private sector companies and governmental organizations. ABX operates all-cargo aircraft; ATI operates all-cargo and passenger/freighter combination ("combi") aircraft; and OAI operates passenger aircraft.
Support services. We provide a wide range of air transportation related services to our customers including aircraft maintenance and modification, ground handling and crew training. We offer these support services to delivery companies, e-commerce companies, freight forwarders and other airlines. Our ground support services, which are provided through our subsidiary, LGSTX Services, Inc. (“LGSTX”), consist of load transfer and sorting, the design, installation and maintenance of material handling equipment, the leasing and maintenance of ground support equipment, and general facilities maintenance. LGSTX has more than 30 years of experience in material handling, facilities maintenance, equipment installation and maintenance, vehicle maintenance and repair, and jet fuel and deicing services. Our aircraft maintenance and modification services, which are provided by our subsidiaries, Airborne Maintenance and Engineering Services, Inc. (“AMES”) and Pemco World Air Services, Inc. (“Pemco”), provide airframe modification and heavy maintenance, component repairs, engineering services and aircraft line maintenance. Another subsidiary, AMES Material Services, Inc. ("AMS"), resells and brokers aircraft parts. Our support services also involve the training of flight crews, which we offer through our subsidiary, ABX.
The business development and marketing activities of our operating subsidiaries are supported by our Airborne Global Solutions, Inc. ("AGS") subsidiary. AGS markets the various services and products offered by our subsidiaries by bundling solutions that leverage the entire portfolio of our subsidiaries' capabilities and experience in global cargo operations. Our bundled services are flexible and scalable to complement our customers' own resources and support our operational growth. AGS assists our subsidiaries in achieving their sales and marketing plans by identifying their customers' business and operational requirements while providing sales leads.
The Company has two reportable segments, "CAM" which includes our aircraft and engine leasing and “ACMI Services" which includes the airlines' operations. Our support services operations do not constitute reportable segments. External revenues for 2019 are summarized below (in thousands):
 
 
 
CAM
 
ACMI Services
 
Support Services
 
 
 
 
 
 
 
Aircraft Maintenance & Modification
 
Ground Services
 
Other
 
 
 
 
 
 
 
 
 
 
 
 
 
External revenues (in thousands)
 
$168,106
 
$1,078,143
 
$117,772
 
69,596

 
$18,566
 
Percent of consolidated revenues
 
12%
 
74%
 
8%
 
5%
 
1%
Aircraft maintenance and modification services revenues include the operations of our AMES and Pemco subsidiaries. Ground services revenues include load transfer as well as ground equipment leasing and maintenance primarily provided by our LGSTX subsidiaries.
Major Customers
We have long-standing, strategic customer relationships with Amazon, DHL and the DoD in addition to numerous other companies and government agencies that rely on aircraft services in their operations.
DHL. We have provided aircraft services to DHL under multi-year contracts since August 2003. DHL accounted for 14% of our consolidated revenues for 2019. As of December 31, 2019, we were leasing 14 of our Boeing 767 aircraft to DHL under multi-year contracts. We operate eight of these aircraft for DHL under a separate operating agreement. We provide ground service equipment to DHL in multiple airport locations in the Unites States and provide aircraft line and heavy maintenance for DHL affiliates.
Amazon. We have been providing freighter aircraft and cargo handling and logistics support services to Amazon.com Services, LLC (“ASI”), successor to Amazon.com Services, Inc., a subsidiary of Amazon, since September 2015. Revenues from our commercial arrangements with ASI comprised approximately 23% of our consolidated revenues

2

for 2019. Our CAM subsidiary has leased 26 Boeing 767 freighter aircraft to ASI as of December 31, 2019, with five additional aircraft to be leased in 2020. We also provide flight crew and aircraft maintenance services for those aircraft under an Air Transportation Services Agreement with ASI.
U.S. Department of Defense. Our airline subsidiaries have been providing services to the DoD since the 1990’s. The DoD comprised 34% of our consolidated revenues for 2019. Our business with the DoD and other government agencies expanded significantly as a result of our November 2018 acquisition of OAI, which is discussed below.
Business Development
On November 9, 2018, we acquired OAI, a passenger airline, along with related entities Advanced Flight Services, LLC; Omni Aviation Leasing, LLC; and T7 Aviation Leasing, LLC (referred to collectively herein as "Omni"). OAI is a leading provider of contracted passenger airlift for the U.S. Department of Defense ("DoD") via the Civil Reserve Air Fleet ("CRAF") program, and a provider of full-service passenger charter and ACMI services. OAI carries passengers worldwide for a variety of private sector customers and other government services agencies.  The addition of Omni expanded our customer solution offerings primarily through additional passenger transportation capabilities and the authority to operate Boeing 777 aircraft. The acquisition increased the Company's revenues, cash flows and customer diversification. (Additional information about the acquisition of Omni is presented in Note B to the accompanying consolidated financial statements.)
In September 2015, we began to operate a trial air network for Amazon.com Services, LLC ("ASI"), the successor to Amazon.com Services, Inc., a subsidiary of Amazon.com, Inc. (“Amazon”). We provided cargo handling and logistical support as the network grew to five dedicated Boeing 767 freighter aircraft during 2015. On March 8, 2016, the Company and ASI entered into an Air Transportation Services Agreement (the “ATSA”) which became effective April 1, 2016. Pursuant to the ATSA, CAM leased 20 Boeing 767 freighter aircraft to ASI, including 12 Boeing 767-200 freighter aircraft for a term of five years and eight Boeing 767-300 freighter aircraft for a term of seven years. Under the ATSA, ABX and ATI operate those aircraft for an initial term of five years while our LGSTX subsidiary provides gateway services for ASI at certain airports.
In conjunction with the execution of the original ATSA, the Company and Amazon entered into an Investment Agreement and a Stockholders Agreement, each dated March 8, 2016. The Investment Agreement calls for the Company to issue warrants in three tranches, which will result in Amazon having the right to acquire up to 19.9% of the Company’s outstanding common shares measured as further described below. The first tranche of warrants, issued upon execution of the Investment Agreement, gives Amazon the right to purchase approximately 12.81 million ATSG common shares, all of which are now vested. The second tranche of warrants, which were issued and vested on March 8, 2018, gives Amazon the right to purchase approximately 1.59 million ATSG common shares. The third tranche of warrants will be issued on September 8, 2020 and will immediately be exercisable upon issuance. The third tranche of warrants will give Amazon the right to purchase such additional number of ATSG common shares as is necessary to bring Amazon’s ownership to 19.9% of the Company’s pre-transaction outstanding common shares measured on a GAAP-diluted basis, adjusted for share issuances and repurchases by the Company following the date of the Investment Agreement, after giving effect to the issuance of the warrants. Each of the three tranches of warrants will be exercisable in accordance with its terms through the fifth anniversary of the date of the Investment Agreement. The exercise price of the warrants is $9.73 per share, which represents the closing price of ATSG’s common shares on February 9, 2016.
On December 22, 2018, we announced amendments to our agreements with Amazon to 1) lease and operate ten additional Boeing 767-300 aircraft for ASI, 2) extend the term of the 12 Boeing 767-200 aircraft then leased to ASI by two years to 2023, with an option for ASI to extend the lease term for three additional years, 3) extend the term of the eight Boeing 767-300 aircraft then leased to ASI by three years to 2026 and 2027, with an option for ASI to extend the lease term for three additional years and 4) extend the ATSA for five years through March 2026, with an option for ASI to extend the term for an additional three years. We delivered six of the 767-300 aircraft in 2019 and expect to deliver the remaining four in 2020, each under a ten year lease.
In conjunction with ASI's commitment for ten additional 767 aircraft leases, extensions of twenty existing Boeing 767 aircraft leases and the ATSA described above, Amazon was issued warrants for 14.8 million common shares which could expand its potential ownership in the Company to approximately 33.2%, including the warrants described above under the 2016 agreements.  Warrants for 11.1 million of these common shares vested as existing leases were extended and six additional aircraft leases were executed and added to the ATSA operations. Additional warrants will vest as

3

four additional aircraft leases are executed, which is expected to occur in 2020. These warrants will expire if not exercised within seven years from their issuance date. They have an exercise price of $21.53 per share, based on the volume-weighted average price of the Company's shares over the 30 trading days' immediately preceding execution of a non-binding term sheet by the parties on October 29, 2018.
Additionally, Amazon can earn incremental warrant rights, increasing its potential ownership from 33.2% up to approximately 39.9% of the Company, by leasing up to seventeen more cargo aircraft from the Company before January 2026. The exercise price of incremental warrants related to future aircraft leases will be based on the volume-weighted average price of ATSG’s shares during the 30 trading days immediately preceding the contractual commitment for each lease.
We have had multi-year contracts with DHL Network Operations (USA), Inc. and its affiliates ("DHL") since August 2003. In 2010, we entered into commercial agreements with DHL under which DHL leased thirteen Boeing 767 freighter aircraft from CAM and ABX operates those aircraft under a separate crew, maintenance and insurance agreement. Effective April 1, 2015, the Company and DHL amended and restated the agreements (together, the "CMI agreement") which extended the Boeing 767 aircraft lease terms and the operation of those aircraft through March 2019. In March 2019, the expiring Boeing 767 aircraft leases and CMI agreement with DHL were renewed under terms similar to the previous agreements. On April 30, 2019, we extended the leases for four of the 767-300 aircraft and one of the 767-200 aircraft leased to DHL through April 2022. We also extended the leases for six of the 767-200 aircraft through March 2022.
Through CAM and the acquisition of Omni, we have expanded our combined fleet of Boeing 777, 767, 757 and 737 aircraft in recent years. Since the beginning of 2016, CAM has managed the modification of 30 Boeing 767-300 passenger aircraft to a freighter configuration and two Boeing 737 passenger aircraft to a freighter configuration. CAM added two Boeing 767-200 passenger aircraft, six Boeing 767-300 passenger aircraft and three Boeing 777-200 passenger aircraft through the Company's acquisition of Omni on November 9, 2018. We have agreements to acquire 15 more Boeing 767-300 extended-range aircraft through 2021. They were manufactured between 1989 and 2003, and are powered by General Electric CF6-series engines. Most of these will be converted into freighters. Additionally we own eight Boeing 767-300 aircraft that were being prepared for cargo service as of December 31, 2019. A complete list of the Company's aircraft is included in Item 2, Properties.
On February 1, 2019, the we acquired a group of companies under common control, referred to as TriFactor. TriFactor resells material handling equipment and provides engineering design solutions for warehousing, retail distribution and e-commerce operations. TriFactor is managed through our LGSTX business.
On August 3, 2017, we entered into a joint-venture agreement with Precision Aircraft Solutions, LLC, to develop a passenger-to-freighter conversion program for Airbus A321-200 aircraft. We anticipate approval of an FAA supplemental type certificate in 2020. We expect to make contributions equal to our 49% ownership percentage of the program's total costs over the next year and account for our investment in the joint venture under the equity method of accounting.
In December 2016, we acquired Pemco. Pemco  provides aircraft maintenance, modification, and engineering services. Pemco is based at the Tampa International Airport where it operates a two-hangar aircraft facility of 311,500 square feet. Pemco is a leading provider of passenger-to-freighter conversions for Boeing 737-300 and 737-400 aircraft, having redelivered over 50 Boeing 737 converted aircraft to Chinese operators over ten years. Pemco's aircraft conversion capabilities and aircraft hangar operations are marketed with our other air transportation support services.
On January 28, 2020, we completed a debt offering of $500 million in senior unsecured notes (the “Senior Notes”). The Senior Notes were sold only to qualified institutional buyers in the United States pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and certain investors pursuant to Regulation S under the Securities Act. The Senior Notes are senior unsecured obligations that bear interest at a rate of 4.75% per year, payable semiannually in arrears on February 1 and August 1 of each year, beginning on August 1, 2020. The Senior Notes will mature on February 1, 2028. The Senior Notes contain financial and non-financial covenants and events of default which are generally no more restrictive than those set forth in the Senior Credit Agreement. The net proceeds from the Senior Notes were used to pay down the Company's revolver credit facility.

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Description of Businesses
CAM
CAM leases aircraft to ATSG's airlines and to external customers, including DHL and ASI, usually under multi-year contracts with a schedule of fixed monthly payments. Under a typical lease arrangement, the customer maintains the aircraft in serviceable condition at its own cost. At the end of the lease term, the customer is typically required to return the aircraft in approximately the same maintenance condition that existed at the inception of the lease, as measured by airframe and engine time and cycles since the last scheduled maintenance event. CAM examines the credit worthiness of potential customers, their short and long-term growth prospects, their financial condition and backing, the experience of their management, and the impact of governmental regulation when determining the lease rate that is offered to the customer. In addition, CAM monitors the customer’s business and financial status throughout the term of the lease.
ACMI Services
ACMI Services consists of the operations of the Company's three airline subsidiaries. Through the airlines, we provide airlift operations to DHL, ASI, the DoD and other transportation customers. A typical operating agreement requires our airline to supply, at a specific rate per block hour and/or per month, a combination of aircraft, crew, maintenance and insurance for specified transportation operations. These services are commonly referred to as ACMI, CMI or charter services depending on the selection of services contracted by the customer. The customer bears the responsibility for capacity utilization and unit pricing in all cases.
ACMI - The airline provides the aircraft, flight crews, aircraft maintenance and aircraft hull and liability insurance while the customer is typically responsible for substantially all other aircraft operating expenses, including fuel, landing fees, parking fees and ground and cargo handling expenses.
CMI -The customer is responsible for providing the aircraft, in addition to the fuel and other operating expenses. The airline provides the flight crews, aircraft hull and liability insurance and typically aircraft line maintenance as needed between network flights.
Charter - The airline is responsible for providing full service, including fuel, aircraft, flight crews, maintenance, aircraft hull and liability insurance, landing fees, parking fees, ground and cargo handling expenses and other operating expenses for an all-inclusive price.
Our airlines participate in the DoD CRAF Program which allows our airlines to bid for military charter operations for passenger and cargo transportation. Our airlines provide charter operations to the Air Mobility Command ("AMC") through contracts awarded by the U.S. Transportation Command ("USTC"), both of which are organized under the DoD. The USTC secures airlift capacity through fixed awards, which are awarded annually, and through bids for "expansion routes" which are awarded on a quarterly, monthly and as-needed basis. Under the contracts, we are responsible for all operating expenses including fuel, landing and ground handling expenses. We receive reimbursements from the USTC each month if the price of fuel paid by us for the flights exceeds a previously set peg price. If the price of fuel paid by us is less than the peg price, then we pay the difference to the USTC. Airlines may participate in the CRAF program either independently, or through teaming arrangements with other airlines. Our airlines are members of the Patriot Team of CRAF airlines. We pay a commission to the Patriot Team, based on certain revenues we receive under USTC contracts.
ATI contracts with the USTC to operate its unique fleet of four Boeing 757 "combi" aircraft, which are capable of simultaneously carrying passengers and cargo containers on the main flight deck. ATI has been operating combi aircraft for the DoD since 1993. In January 2018, the USTC contracted with ATI to provide combi aircraft operations through December 2021 and awarded ATI three international routes for combi aircraft. OAI has been operating aircraft for the DoD since 1995. Contracts with the USTC are typically for a one-year period, however, the current passenger international charter contract has a two year term with option periods, at the election of the USTC, through September 2024.
Approximately 15% of the Company's consolidated revenues for 2019 were derived from providing airline operations for customers other than DHL, ASI and the DoD. These ACMI and charter operations are typically provided to delivery companies, freight forwarders, vacation businesses and other airlines.

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We provide contracted transportation capacity to our customers. We do not sell passenger travel tickets, nor do we sell individual package delivery services. Our airlines operate wide-body and medium wide-body aircraft usually on intra-continental flights and medium and long range inter-continental flights. The airlines typically operate our freighter aircraft in the customers' regional networks that connect to and from global cargo networks. The aircraft types we operate have lower investment and ongoing maintenance costs and can operate cost efficiently with smaller loads on shorter routes than the larger capacity aircraft, such as the Boeing 747 and Airbus A380.
Demand for air cargo transportation services correlates closely with general economic conditions and the level of commercial activity in a geographic area. Stronger general economic conditions and growth in a region typically increases the need for air transportation. Historically, the cargo industry has experienced higher volumes during the fourth calendar quarter of each year due to increased shipments during the holiday season. Generally, time-critical delivery needs, such as just-in-time inventory management, increase the demand for air cargo delivery, while higher costs of aviation fuel generally reduces the demand for air delivery services. When aviation fuel prices increase, shippers will consider using ground transportation if the delivery time allows.
We have limited exposure to fluctuations in the price of aviation fuel under contracts with our customers. DHL and Amazon, like most of our ACMI customers, procure the aircraft fuel and fueling services necessary for their flights. Our charter agreements with the U.S. Military are based on a preset pegged fuel price and include a subsequent true-up to the actual fuel prices.
Aircraft Maintenance and Modification Services
We provide aircraft maintenance and modification services to other air carriers through our ABX, AMES and Pemco subsidiaries. These subsidiaries have technical expertise related to aircraft modifications through a long history in aviation. They own many Supplemental Type Certificates (“STCs”). An STC is granted by the FAA and represents an ownership right, similar to an intellectual property right, which authorizes the alteration of an airframe, engine or component. We market our subsidiaries capabilities by identifying aviation-related maintenance and modification opportunities and matching them to customer needs.
AMES operates in Wilmington, Ohio, a repair station certified by the Federal Aviation Administration (“FAA”) under Part 145 of the Federal Aviation Regulations, including hangars, a component shop and engineering capabilities. AMES is AS9100 quality certified for the aerospace industry. AMES’ marketable capabilities include the installation of avionics systems and flat panel displays for Boeing 757 and 767 aircraft. The Wilmington facility is capable of servicing airframes as large as the Boeing 747-400 and the Boeing 777 aircraft. AMES , through its Pemco subsidiary, also operates an FAA certificated Part 145 repair station from a two hangar facility in Tampa, Florida. The Tampa location has the capability to perform airframe maintenance on Boeing 767, 757, 737, McDonnell Douglas MD-80, Airbus A320, A321 and various regional jet model aircraft. We have the ability to perform line maintenance and airframe maintenance on McDonnell Douglas MD-80, Boeing 767, 757, 737, 777, 727 and Airbus A320 aircraft. We also have the capability to refurbish airframe components, including approximately 60% of the components utilized by Boeing 767 aircraft. Through Pemco, we also perform aircraft modification and engineering services, including passenger-to-freighter and passenger-to-combi conversions for Boeing 737-200, 737-300, 737-400 and 737-700 series aircraft.
AMS is an Aviation Suppliers Association, ASA 100 Accredited reseller and broker of aircraft parts. AMS carries an inventory of Boeing 767, 757 and 737 spare parts and also maintains inventory on consignment from original equipment manufacturers, resellers, lessors and other airlines. AMS's customers include the commercial air cargo industry, passenger airlines, aircraft manufacturers and contract maintenance companies serving the commercial aviation industry, as well as other resellers.
Ground Services
Through the Company's LGSTX subsidiaries, we provide labor and management for load transfer and sorting services at certain facilities inside or near airports in the U.S. LGSTX also arranged similar load transfer services to support ASI at certain locations, but the contracts for these services were terminated as of August 2019. LGSTX also provides maintenance services for material handling and sorting equipment as well as ground support equipment throughout the U.S. LGSTX has a large inventory of ground support equipment, such as power units, airstarts, deicers and pushback vehicles that it rents to airports, ground handlers, airlines and other customers. LGSTX is also licensed

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to resell aircraft fuel. Additionally, we provide international mail forwarding services through the John F. Kennedy International Airport and the O'Hare International Airport.
We provided mail sorting services at various United States Postal Service ("USPS") locations between September 2004 and September 2018. The contracts for the five USPS facilities we serviced were not renewed with us after they expired during September 2018.
Flight Support
ABX and OAI are FAA certificated to offer flight crew training to customers. ATI has a Boeing 757 flight simulator and ABX has a Boeing 767 flight simulator which can be rented for customer outside training programs. The simulators allow airlines to qualify flight crewmembers under FAA requirements without performing check flights in an aircraft.
Competitive Conditions
Competition for aircraft lease placements is generally affected by aircraft type, aircraft availability and lease rates. The aircraft in our fleet provide cost-effective air transportation for medium range requirements. We target our leases to cargo airlines and delivery companies seeking medium widebody airlift. We believe our fleet gives us the ability to offer our customers a superior value proposition. Competitors in the aircraft leasing markets include GE Capital Aviation Services and Altavair Aviation Leasing, among others. The Airbus A300-600 and A330 aircraft can provide capabilities similar to the Boeing 767 for medium wide-body airlift.
Our airline subsidiaries compete with other airlines to place aircraft under ACMI arrangements and charter contracts. Other cargo airlines include Amerijet International, Inc., Atlas Air, Inc., Kalitta Air LLC, Northern Air Cargo, LLC, National Air Cargo Group, Inc., Southern Air, Inc. and Western Global Airlines, LLC. Of these, Atlas Air, Inc. also operates passenger aircraft. The primary competitive factors in the air transportation industry are operating costs, fuel efficiency, geographic coverage, aircraft range, aircraft reliability and capacity. The cost of airline operations is significantly impacted by the cost of flight crewmembers, which can vary among airlines depending on their collective bargaining agreements. Cargo airlines also compete for cargo volumes with passenger airlines that have substantial belly cargo capacity. The air transportation industry is capital intensive and highly competitive, especially during periods of excess aircraft capacity competing for commercial cargo and passenger volumes and DoD requirements.
The scheduled delivery industry is dominated by integrated door-to-door delivery companies including DHL, the USPS, FedEx Corporation, United Parcel Service, Inc. and ASI. Although the volume of our business is impacted by competition among these integrated carriers, we do not usually compete directly with them.
The aircraft maintenance industry is labor intensive and typically competes based on cost, capabilities and reputation for quality. U.S. airlines may contract for aircraft maintenance with maintenance and repair organizations ("MROs") in other countries or geographies with a lower labor wage base, making the industry highly cost competitive. Other aircraft MROs include AAR Corp and Hong Kong Aircraft Engineering Co.
Airline Operations
Flight Operations and Control
The Company's airline operations are conducted pursuant to authority granted to each of the three airlines by the FAA and the U.S. Department of Transportation ("DOT"). Airline flight operations, including aircraft dispatching, flight tracking, crew training and crew scheduling are planned and controlled by personnel within each airline. The Company staffs aircraft dispatching and flight tracking 24 hours per day, 7 days per week. The FAA prescribes the minimum requirements, methods and means by which air carrier flight operations are conducted, including but not limited to the qualifications and training of flight crew members, the release of aircraft for flight, the tracking of flights, the length of time crew members can be on duty, aircraft operating procedures, proper navigation of aircraft, compliance with air traffic control instructions and other operational functions.
Aircraft Maintenance
Our airlines’ operations are regulated by the FAA for aircraft safety and maintenance. Each airline performs routine inspections and airframe maintenance in accordance with applicable FAA-approved aircraft maintenance programs. In addition, the airlines build into their maintenance programs FAA-mandated Airworthiness Directive and manufacturer

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Service Bulletin compliance on all of their aircraft. The airlines’ maintenance and engineering personnel coordinate routine and non-routine maintenance requirements. Each airline’s maintenance program includes tracking the maintenance status of each aircraft, consulting with manufacturers and suppliers about procedures to correct irregularities, and training maintenance personnel on the requirements of its FAA-approved maintenance program. The airlines contract with MROs, including AMES and Pemco, to perform heavy maintenance on airframes and engines. Each airline owns and maintains an inventory of spare aircraft engines, engine parts, auxiliary power units, aircraft parts and consumable items. The quantity of spare items maintained is based on the fleet size, engine type operated and the reliability history of the item types.
Security
The Transportation Security Administration (“TSA”) requires ABX and ATI to comply with security protocols as set out in each carrier’s standard all-cargo aircraft operator security plan which provide for extensive security practices and procedures that must be followed. The security plan provides for the conducting of background checks on persons with access to cargo and/or aircraft, the securing of the aircraft while on the ground, the acceptance and screening of cargo to be moved by air, the handling of suspicious cargo and the securing of cargo ground facilities, among other requirements. Comprehensive internal audit and evaluation programs are actively mandated and maintained. In the case of OAI, a passenger carrier, and for ATI's passenger/freighter "combi" operations, additional requirements apply under the carriers' respective security programs, including passenger and baggage screening, airport terminal security, assessment and distribution of intelligence including the TSA "no-fly" list, and threat response.
Customers are required to inform the airlines in writing of the nature and composition of any freight which is classified as "Hazardous Materials" or “Dangerous Goods” by the DOT and passengers are generally prohibited from carrying "Hazardous Materials" or “Dangerous Goods” in their baggage. Notwithstanding these procedures, our airline subsidiaries could unknowingly transport contraband or undeclared hazardous materials for customers, or could unknowingly transport an unauthorized passenger or a passenger in possession of an unauthorized item, which could result in fines and penalties and possible damage to the aircraft.
Insurance
Our airline subsidiaries are required by the DOT to carry a minimum amount of aircraft liability insurance. Their aircraft leases, loan agreements and ACMI agreements also require them to carry such insurance. The Company currently maintains public liability and property damage insurance, and our airline subsidiaries currently maintain aircraft hull and liability insurance and war risk insurance for their respective aircraft fleets in amounts consistent with industry standards. CAM’s customers are also required to maintain similar insurance coverage.
Employees
As of December 31, 2019, the Company had approximately 4,380 full-time and part-time employees. The Company employed approximately 910 flight crewmembers, 355 flight attendants, 1,880 aircraft maintenance technicians and flight support personnel, 770 employees for airport maintenance and logistics, 45 employees for sales and marketing and 420 employees for administrative functions. In addition to full time and part time employees, the Company typically has approximately 275 temporary employees mainly serving the aircraft line maintenance operations. On December 31, 2018, the Company had approximately 3,830 full-time and part-time employees.

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Labor Agreements
The Company’s flight crewmembers are unionized employees. The table below summarizes the representation of the Company’s flight crewmembers at December 31, 2019.
Airline
  
Labor Agreement Unit
  
Contract
Amendable
Date
  
Percentage of
the Company’s
Employees
ABX
  
International Brotherhood of Teamsters
  
12/31/2014
  
5.3%
ATI
  
Air Line Pilots Association
  
3/21/2021
  
8.3%
Omni
 
International Brotherhood of Teamsters
 
4/1/2021
 
7.1%
ATI
  
Association of Flight Attendants
  
11/14/2023
  
0.9%
Omni
 
Association of Flight Attendants
 
12/1/2021
 
7.3%
Under the Railway Labor Act (“RLA”), as amended, crewmember labor agreements do not expire, so the existing contract remains in effect throughout any negotiation process. If required, mediation under the RLA is conducted by the National Mediation Board, which has the sole discretion as to how long mediation can last and when it will end. In addition to direct negotiations and mediation, the RLA includes a provision for potential arbitration of unresolved issues and a 30-day “cooling-off” period before either party can resort to self-help, including, but not limited to, a work stoppage.

Training
The flight crewmembers are required to be licensed in accordance with Federal Aviation Regulations (“FARs”), with specific ratings for the aircraft type to be flown, and to be medically certified as physically fit to operate aircraft. Licenses and medical certifications are subject to recurrent requirements as set forth in the FARs, to include recurrent training and minimum amounts of recent flying experience.
The FAA mandates initial and recurrent training for most flight, maintenance and engineering personnel, including flight attendants for passenger and "combi" aircraft. Mechanics and quality control inspectors must also be licensed and qualified to perform maintenance on Company operated and maintained aircraft. Our airline subsidiaries pay for all of the recurrent training required for their flight crewmembers and provide training for their ground service and maintenance personnel. Their training programs have received all required FAA approvals. Similarly, our flight dispatchers and flight followers receive FAA approved training on the airlines' requirements and specific aircraft.
Intellectual Property
The Company owns many STCs issued by the FAA. The Company uses these STCs mainly in support of its own fleets; however, AMES and Pemco have marketed certain STCs to other airlines.
Information Systems
We are dependent on technology to conduct our daily operations including data processing, communications and regulatory compliance. We rely on critical computerized systems for aircraft maintenance records, flight planning, crew scheduling, employee training, financial records, cyber-security and other processes. We utilize information systems to maintain records about the maintenance status and history of each major aircraft component, as required by FAA regulations. Using our information systems, we track maintenance schedules and also control inventories and maintenance tasks, including the work directives of personnel performing those tasks. We rely on information systems to track crewmember flight and duty times, and crewmember training status. The Company’s flight operations systems coordinate flight schedules and crew schedules.
We invest significant time and financial resources to acquire, develop and maintain information systems to facilitate our operations. Our information technology infrastructure includes security measures, backup procedures and redundancy capabilities. We rely increasingly on third party applications and hosted technologies. To remain competitive we must continue to deploy new technologies while controlling costs and maintaining regulatory compliance.

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Regulation
Our subsidiaries’ airline operations are primarily regulated by the DOT, the FAA and the Transportation Security Administration ("TSA"). Those operations must comply with numerous economic, safety, security and environmental laws, ordinances and regulations. In addition, they must comply with various other federal, state, local and foreign laws and regulations.
Environment
The U.S. Environmental Protection Agency ("EPA") is authorized to regulate aircraft emissions and has historically implemented emissions control standards adopted by the International Civil Aviation Organization ("ICAO"). In 2016, however, the EPA issued a finding on greenhouse gas ("GHG") emissions from aircraft and its relationship to air pollution. This finding is a regulatory prerequisite to the EPA’s adoption of a new certification standard for aircraft emissions. In its regulatory agenda issued in the fall of 2019, the EPA expressed an intent to publish these proposed regulations in early 2020; based on previous postponements, the agency may or may not meet that target. Our subsidiaries’ aircraft currently meet all known requirements for engine emission levels as applicable by engine design date. Under the Clean Air Act, individual states or the EPA may adopt regulations requiring reductions in emissions for one or more localities based on the measured air quality at such localities. These regulations may seek to limit or restrict emissions by restricting the use of emission-producing ground service equipment or aircraft auxiliary power units. Further, the U.S. Congress has, in the past, considered legislation that would regulate GHG emissions, and some form of federal climate change legislation is possible in the future.
In addition, the European Commission has approved the extension of the European Union Emissions Trading Scheme ("ETS") for GHG emissions to the airline industry. Currently, under the European Union’s ETS, all ABX, ATI and OAI flights that are wholly within the European Union are covered by the ETS requirements, and each year our airlines are required to submit emission allowances in an amount equal to the carbon dioxide emissions from such flights. If the airline's flight activity during the year produces carbon emissions exceeding the number of carbon emissions allowances that it had been awarded, the airline must acquire allowances from other airlines in the open market. Our airlines operate intra-EU flights from time to time and management believes that such flights are operated in compliance with ETS requirements.
Similarly, in 2016, the ICAO passed a resolution adopting the Carbon Offsetting and Reduction Scheme for International Aviation (“CORSIA”), which is a global, market-based emissions offset program to encourage carbon-neutral growth beyond 2020. A pilot phase is scheduled to begin in 2021 in which countries may voluntarily participate, and full mandatory participation is scheduled to begin in 2027. ICAO continues to develop details regarding implementation, but compliance with CORSIA will increase our operating costs.
However, the U.S. recently withdrew from the Paris climate accord, an agreement among 196 countries to reduce GHG emissions, and the effect of that withdrawal on future U.S. policy regarding GHG emissions, on CORSIA and on other GHG regulation is uncertain.
The federal government generally regulates aircraft engine noise at its source. However, local airport operators may, under certain circumstances, regulate airport operations based on aircraft noise considerations. The Airport Noise and Capacity Act of 1990 provides that, in the case of Stage 3 aircraft (all of our operating aircraft satisfy Stage 3 noise compliance requirements), an airport operator must obtain the carriers’ consent to, or the government’s approval of, the rule prior to its adoption. We believe the operation of our airline subsidiaries’ aircraft either complies with or is exempt from compliance with currently applicable local airport rules. However, some airport authorities have adopted local noise regulations, and, to the extent more stringent aircraft operating regulations are adopted on a widespread basis, our airline subsidiaries may be required to spend substantial funds, make schedule changes or take other actions to comply with such local rules.
Department of Transportation
The DOT maintains authority over certain aspects of domestic and international air transportation serving the United States, such as consumer protection, accommodation of passengers with disabilities, requiring a minimum level of insurance and the requirement that a company be “fit” to hold a certificate to engage in air transportation. In addition, the DOT continues to regulate many aspects of international aviation, including the award of certain international routes. The DOT has issued to ABX a Domestic All-Cargo Air Service Certificate for air cargo transportation between all

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points within the U.S., the District of Columbia, Puerto Rico, and the U.S. Virgin Islands. The DOT has issued to ATI certificate authority to engage in scheduled interstate air transportation, which is currently limited to all-cargo operations. ATI's DOT certificate authority also authorizes it to engage in interstate and foreign charter air transportation of persons, property and mail.  Additionally, the DOT has issued to ABX and ATI Certificates of Public Convenience and Necessity authorizing each of them to engage in scheduled foreign air transportation of cargo and mail between the U.S. and all current and future U.S. open-skies partner countries, which currently consists of approximately 130 foreign countries.  ABX and ATI also hold exemption authorities issued by the DOT to conduct scheduled all-cargo operations between the U.S. and certain foreign countries with which the U.S. does not have a liberal ("open-skies") air transportation agreement. The DOT has issued to OAI a Certificate of Public Convenience and Necessity for Interstate Charter Air Transportation and a Certificate of Public Convenience and Necessity for Foreign Charter Air Transportation that authorizes it to engage in interstate and foreign charter air transportation of persons, property and mail. In 2019, the DOT also issued OAI exemption authority to engage in scheduled foreign air transportation of property and mail between the U.S. and all existing and future countries with an open-skies air service agreement with the U.S.
By maintaining these certificates, the Company, through ABX and ATI, can and currently does conduct all-cargo charter operations worldwide subject to the receipt of any necessary foreign government approvals. Further, the certificates issued to ATI and OAI authorize the air carriers to conduct passenger charter operations worldwide subject to the receipt of any necessary foreign government approvals. Periodically, the DOT re-examines a company’s managerial competence, financial resources and plans, compliance disposition and citizenship in order to determine whether the carrier remains fit, willing and able to engage in the transportation services it is authorized to provide.
The DOT has the authority to impose civil penalties, or to modify, suspend or revoke our certificates and exemption authorities for cause, including failure to comply with federal laws or DOT regulations. A corporation or a limited liability company structured like a corporation holding the above-referenced certificates and exemption authorities must continuously qualify as a citizen of the United States, which, pursuant to federal law, requires that (1) it be organized under the laws of the U.S. or a state, territory or possession thereof, (2) that its president and at least two-thirds of its Board of Directors and other managing officers be U.S. citizens, (3) that no more than 25% of its voting interest be owned or controlled by non-U.S. citizens, and (4) that it not otherwise be subject to foreign control. We believe our airline subsidiaries possess all necessary DOT-issued certificates and authorities to conduct their current operations and that each continues to qualify as a citizen of the United States.
Federal Aviation Administration
The FAA regulates aircraft safety and flight operations generally, including equipment, ground facilities, maintenance, flight dispatch, training, communications, the carriage of hazardous materials and other matters affecting air safety. The FAA issues operating certificates and detailed "operations specifications" to carriers that possess the technical competence to safely conduct air carrier operations. In addition, the FAA issues certificates of airworthiness to each aircraft that meets the requirements for aircraft design and maintenance. ABX, ATI and OAI believe they hold all airworthiness and other FAA certificates and authorities required for the conduct of their business and the operation of their aircraft. The FAA has the power to suspend, modify or revoke such certificates for cause and to impose civil penalties for any failure to comply with federal laws or FAA regulations.
The FAA has the authority to issue regulations, airworthiness directives and other mandatory orders relating to, among other things, the inspection, maintenance and modification of aircraft and the replacement of aircraft structures, components and parts, based on industry safety findings, the age of the aircraft and other factors. For example, the FAA has required ABX to perform inspections of its Boeing 767 aircraft to determine if certain of the aircraft structures and components meet all aircraft certification requirements. If the FAA were to determine that the aircraft structures or components are not adequate, it could order operators to take certain actions, including but not limited to, grounding aircraft, reducing cargo loads, strengthening any structure or component found to be inadequate, or making other modifications to the aircraft. New mandatory directives could also be issued requiring the Company’s airline subsidiaries to inspect and replace aircraft components based on their age or condition. As a routine matter, the FAA issues airworthiness directives applicable to the aircraft operated by our airline subsidiaries, and our airlines comply, sometimes at considerable cost, as part of their aircraft maintenance program.
In addition to the FAA practice of issuing regulations and airworthiness directives as conditions warrant, the FAA has adopted new regulations to address issues involving aging, but still economically viable, aircraft on a more systematic

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basis. FAA regulations mandate that aircraft manufacturers establish aircraft limits of validity and service action requirements based on the number of aircraft flight cycles (a cycle being one takeoff and one landing) and flight hours before widespread fatigue damage might occur. Service action requirements include inspections and modifications to preclude development of significant fatigue damage in specific aircraft structural areas. The Boeing Company has provided its recommendations of the limits of validity to the FAA, and the FAA has now approved the limits for the Boeing 757, 767 and 777 model aircraft. Consequently, after the limit of validity is reached for a particular model aircraft, air carriers will be unable to continue to operate the aircraft without the FAA first granting an extension of time to the operator. There can be no assurance that the FAA would extend the deadline, if an extension were to be requested. For the oldest aircraft in our fleets, we estimate the limit of validity would not be reached for at least 20 years.
The FAA requires each of our airline subsidiaries to implement a drug and alcohol testing program with respect to all employees performing safety sensitive functions and, unless already subject to testing, contractor employees that engage in safety sensitive functions. Each of the Company's airlines complies with these regulations.
Transportation Security Administration
The TSA, an administration within the Department of Homeland Security, is responsible for the screening of passengers and their baggage. TSA rules also dictate the manner in which cargo must be screened prior to being loaded on aircraft. Our airline subsidiaries comply with all applicable aircraft, passenger and cargo security requirements. The TSA has adopted cargo security-related rules that have imposed additional burdens on our airlines and our customers. The TSA also requires each airline to perform criminal history background checks on all employees. In addition, we may be required to reimburse the TSA for the cost of security services it may provide to the Company’s airline subsidiaries in the future. The TSA holds (and has exercised) authority to issue regulations, including in cases of emergency the authority to do so without advance notice, including issuance of a grounding order as occurred on September 11, 2001. TSA's enforcement powers are similar to the DOT's and FAA's described above.
International Regulations
When operating in other countries, our airlines are subject to aviation agreements between the U.S. and the respective countries or, in the absence of such an agreement, the airlines' operating rights are governed by principles of reciprocity. International aviation agreements are periodically subject to renegotiation, and changes in U.S. or foreign governments could result in the alteration or termination of the agreements affecting our international operations. Commercial arrangements such as ACMI agreements between our airlines and our customers in other countries, may require the approval of foreign governmental authorities. Foreign authorities may limit or restrict the use of our aircraft in certain countries. Also, foreign government authorities often require licensing and business registration before beginning operations. Foreign laws, rules, regulations and licensing requirements governing air transportation are generally similar, in principle, to the regulatory scheme of the United States as described above, although in some cases foreign requirements are comparatively less onerous and in others, more onerous. Such authorities have enforcement powers generally similar to those of the U.S. agencies described above.
Data Protection
There has recently been increased regulatory and enforcement focus on data protection in the U.S. (at both the state and federal level) and in other countries. For example, the European Union ("E.U.") General Data Protection Regulation ("GDPR"), which became effective in May 2018, greatly increases the jurisdictional reach of E.U. law and increases the requirements related to the protection of personal data, including individual notice and opt-out preferences and public disclosure of significant data breaches. Additionally, violations of the GDPR can result in significant fines. Other governments have enacted or are enacting similar data protection laws, and are considering data localization laws that would govern the use of data outside of their respective jurisdictions.

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Other Regulations
Various regulatory authorities have jurisdiction over significant aspects of our business, and it is possible that new laws or regulations or changes in existing laws or regulations or the interpretations thereof could have a material adverse effect on our operations. In addition to the above, other laws and regulations to which we are subject, and the agencies responsible for compliance with such laws and regulations, include the following:
 
•
The labor relations of our airline subsidiaries are generally regulated under the Railway Labor Act, which vests in the National Mediation Board certain regulatory powers with respect to disputes between airlines and labor unions arising under collective bargaining agreements; 
•
The Federal Communications Commission regulates our airline subsidiaries’ use of radio facilities pursuant to the Federal Communications Act of 1934, as amended; 
•
U.S. Customs and Border Protection issues landing rights, inspects passengers entering the United States, and inspects cargo imported to the U.S. from our subsidiaries’ international operations, and those operations are subject to similar regulatory requirements in foreign jurisdictions;
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The Company and its subsidiaries must comply with U.S. Citizenship and Immigration Services regulations regarding the eligibility of our employees to work in the U.S., and the entry of passengers to the U.S.; 
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The Company and its subsidiaries must comply with wage, work conditions and other regulations of the Department of Labor regarding our employees; and
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The Office of Foreign Assets Control (OFAC) of the U.S. Department of the Treasury and other government agencies administer and enforce economic and trade sanctions based on U.S. foreign policy, which may limit our business activities in and for certain areas.  
Executive Officers of the Registrant
Information about executive officers of the Company is provided in Item 10. Directors, Executive Officers and Corporate Governance, of this report, and is incorporated in this item by reference.
Available Information
Our filings with the Securities and Exchange Commission ("SEC"), including annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to these reports, are available free of charge from our website at www.atsginc.com as soon as reasonably practicable after filing with the SEC. The SEC maintains an Internet site that contains reports, proxy and information statements and other information regarding Air Transport Services Group, Inc. at www.sec.gov.

ITEM 1A. RISK FACTORS
The risks described below could adversely affect our financial condition or results of operations. The risks below are not the only risks that the Company faces. Additional risks that are currently unknown to us or that we currently consider immaterial or unlikely could also adversely affect the Company.
A limited number of key customers are critical to our business and the loss of one or more of such customers could materially adversely affect our business, results of operations and financial condition.
Our business is dependent on a limited number of key customers. There is a risk that any one of our key customers may not renew their contracts with us on favorable terms or at all, perhaps due to reasons beyond our control. As discussed below, certain key customers have the opportunity to terminate their agreements in advance of the expiration date.
The economic conditions in the U.S. and in other markets may negatively impact the demand for the Company’s aircraft and services.
Air transportation volumes are strongly correlated to general economic conditions, including the price of aviation fuel. An economic downturn could reduce the demand for delivery services offered by DHL, ASI and other delivery

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businesses, in particular expedited shipping services utilizing aircraft, as well as the demand for the chartered passenger flights OAI operates. Further, during an economic slowdown, cargo customers generally prefer to use ground-based or marine transportation services instead of more expensive air transportation services. Accordingly, an economic downturn could reduce the demand for airlift and aircraft leases. Additionally, if the price of aviation fuel rises significantly, the demand for aircraft and air transportation services may decline. During periods of downward economic trends and rising fuel costs, freight forwarders and integrated delivery businesses are more likely to defer market expansion plans. When the cost of air transportation increases, the demand for passenger transportation may decline. On occasion, declines in demand may stem from other uncontrollable factors such as geopolitical tensions or conflicts, trade embargoes or tariffs, and human health crises. We may experience delays in the deployment of available aircraft with customers under lease, ACMI or charter arrangements and our revenues may be adversely affected.
Our operating results could be negatively impacted by the outbreak of contagious diseases.
The recent outbreak of a novel strain of the coronavirus (COVID-19) has resulted in the limitation of flights in and out of China, quarantines and supply chain disruptions. In the near term, the coronavirus and the governmental responses thereto are anticipated to result in reduced activity on international lanes linked to China as well as reduced freight activity in the U.S. arising from a fall-off in imported container goods. The coronavirus outbreak may also result in a reduction in the passenger flight operations that we perform on behalf of customers.
Our costs incurred in providing airline services could be more than the contractual revenues generated.
Each airline develops business proposals for the performance of ACMI, CMI, charter and other services for its customers, including DHL, ASI and the DoD, by projecting operating costs, crew productivity and maintenance expenses. Projections contain key assumptions, including maintenance costs, flight hours, aircraft reliability, crewmember productivity and crewmember compensation and benefits. We may overestimate revenues, the level of crewmember productivity, and/or underestimate the actual costs of providing services when preparing business proposals. If actual costs are higher than projected or aircraft reliability is less than expected, future operating results may be negatively impacted. Lastly, because the majority of OAI's business currently consists of flights chartered by the U.S. Department of Defense (DoD) for the transportation of DoD personnel, a downturn in DoD's need for such services could adversely affect OAI's operating results.
The Company’s airlines rely on flight crews that are unionized. If collective bargaining agreements increase our costs and we cannot recover such increases, our operating results would be negatively impacted. It may be necessary for us to terminate customer contracts or curtail planned growth.
Our operating results could be adversely impacted by negotiations regarding collective bargaining agreements with flight crewmember representatives.
The flight crewmembers for each of the Company's airlines are unionized. ABX and OAI's crewmembers are represented by the International Brotherhood of Teamsters ("IBT") while ATI's crewmembers are represented by the Air Line Pilots Association ("ALPA"). The collective bargaining agreement ("CBA") between ABX and the IBT is currently amendable. The IBT and ABX management are in the process of renegotiating the terms of the CBA. The airline and the union are each required to maintain the status quo during the renegotiation of the CBA; neither the airline nor the union may engage in a lock-out, strike or other self-help until such time as they are released from further negotiations by the mediator for the National Mediation Board ("NMB"), and after the conclusion of a mandatory 30-day “cooling off” period. It is rare for mediators to declare an impasse and release the parties. Instead, the NMB prefers to require the parties to remain in negotiations until such time as they come to an agreement. Despite this process, it's possible for disruptions in customer service to occur from time to time, resulting in increased costs for the airline and monetary penalties under certain customer agreements if monthly reliability thresholds are not achieved. Further, if we do not maintain minimum reliability thresholds over an extended period of time, we could be found in default of one or more customer agreements.
Contract negotiations with the union could result in reduced flexibility for scheduling crewmembers and higher operating costs for the airlines, making the Company's airlines less competitive than other airlines.
During 2017, the NMB ruled that ABX and ATI do not constitute a single transportation system for the purposes of collective bargaining. The NMB could reconsider whether the airlines constitute a single transportation system and require that the ABX and ATI crewmembers, or that the ABX, ATI and OAI crewmembers, be represented by the same union. A single transportation system determination by the NMB could give rise to complex contractual issues, including

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integrating the airlines' seniority lists, and materially impact the dynamics with respect to future CBA negotiations. While it is unlikely that the NMB would reconsider or find that ABX and ATI, or that ABX, ATI and OAI, constitute a single transportation system, the case-by-case analysis used by the NMB makes such predictions uncertain.
The rate of aircraft deployments may impact the Company’s operating results and financial condition.
The Company's future operating results and financial condition will depend in part on our subsidiaries’ ability to successfully deploy aircraft in support of customers' operations while generating a positive return on investment. Our success will depend, in part, on our customers' ability to secure additional cargo volumes, in both U.S. and international markets. Deploying aircraft in international markets can pose additional risks, costs and regulatory requirements which could result in periods of delayed deployments. Deploying an aircraft into service typically requires various approvals from the FAA. Aircraft deployments could be delayed if FAA approval is delayed.
The actual demand for Boeing 777, 767, 757 and 737 aircraft may be less than we anticipate. The actual lease rates for aircraft available for lease may be less than we projected, or new leases may start later than we expect. Further, other airlines and lessors may be willing to offer aircraft to the market under terms more favorable to lessees.
We may fail to meet the scheduled delivery date for aircraft required by customer agreements.
If CAM cannot meet the agreed delivery schedule for an aircraft lease, the customer may have the right to cancel the aircraft lease, thus delaying revenues until the aircraft can be completed and re-marketed successfully and exposing CAM to potential liability to the original customer.
Our airline operating agreements include on-time reliability requirements which can impact the Company's operating results and financial condition.
Certain of our airline operating agreements contain monthly incentive payments for reaching specific on-time reliability thresholds. Additionally, such airline operating agreements contain monetary penalties for aircraft reliability below certain thresholds. As a result, our operating revenues may vary from period to period depending on the achievement of monthly incentives or the imposition of penalties. Further, an airline could be found in default of an agreement if it does not maintain minimum thresholds over an extended period of time. If our airlines are placed in default due to the failure to maintain reliability thresholds, the customer may elect to terminate all or part of the services we provide under certain customer agreements after a cure period.
If ABX fails to maintain aircraft reliability above a minimum threshold under the restated CMI agreement with DHL for two consecutive calendar months or three months in a rolling twelve month period, we would be in default of the restated CMI agreement with DHL. In that event, DHL may elect to terminate the restated CMI agreement, unless we maintain the minimum reliability threshold during a 60-day cure period. If DHL terminates the CMI agreement due to an ABX event of default, we would be subject to a monetary penalty payable to DHL.
If our airlines fail to maintain aircraft reliability above a minimum threshold under the ATSA with ASI for either a specified number of consecutive calendar months or a specified number of calendar months (whether or not consecutive) in a specified trailing period, we could be held in default. In that event, ASI may elect to terminate the ATSA and pursue those rights and remedies available to it at law or in equity.
If OAI fails to maintain reliability above a minimum threshold under its contract with the DoD with respect to the flight segments flown during a given month, we could be held in default. In that event, the DoD may elect to terminate the contract. In addition, missions that experience carrier controllable delays are subject to monetary penalties. Depending on the delay interval, the compensation paid to OAI for the performance of the services can be reduced by a specified percentage amount.
Under the terms of airline operating and aircraft lease agreements with customers, customers may be able to terminate the operating agreements or aircraft lease agreements, subject to early termination provisions.
Customers can typically terminate one or more of the aircraft from their related airline operating agreement for convenience at any time during the term, subject to a 60 day notice period and paying the Company a fee. Additionally, the lease agreements may contain provisions for terminating an aircraft lease for convenience, including a notice period and paying a lump sum amount to the Company.
Amazon may terminate the ATSA in its entirety after providing 180 days of advance notice and paying to the Company a termination fee which reduces over the term of the agreement.

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DHL may terminate the CMI agreement in its entirety after providing 180 days of advance notice and paying a significant termination fee which amortizes down during the term of the agreement.
The DoD may not renew our contracts or may reduce the number of routes that we operate.
Our contracts with the DoD are typically for one year and are not required to be renewed. The DoD may terminate the contracts for convenience or in the event we were to fail to satisfy reliability requirements or for other reasons. The number and frequency of routes is sensitive to changes in military priorities and U.S. defense budgets.
The anticipated strategic and financial benefits of our relationship with ASI and Amazon may not be realized.
We have entered into agreements with ASI and Amazon with the expectation that the transactions will result in various benefits including, among others, growth in revenues, improved cash flows and operating efficiencies. Achieving the anticipated benefits from the agreements is subject to a number of challenges and uncertainties, such as unforeseen costs and less flying than expected. If we are unable to achieve our objectives, the expected benefits may be only partially realized or not at all, or may take longer to realize than expected, which could adversely impact our financial condition and results of operations.
The Company's future earnings and earnings per share, as reported under generally accepted accounting principles, will be impacted by the Amazon stock warrants.
The Amazon warrants are subject to fair value measurements during periods that they are outstanding. Accordingly, future fluctuations in the fair value of the warrants are expected to adversely impact the Company's reported earnings measures from time to time. See Note D in the accompanying consolidated financial statements for further information about warrants.
If Amazon exercises its right to acquire shares of our common stock pursuant to the warrants, it will dilute the ownership interests of our then-existing stockholders and could adversely affect the market price of our common stock.
If Amazon exercises its right to acquire shares of our common stock pursuant to the warrants, it will dilute the ownership interests of our then-existing stockholders and reduce our earnings per share. In addition, any sales in the public market of any common stock issuable upon the exercise of the warrants by Amazon could adversely affect prevailing market prices of our common stock.
Changes in the fair value of certain financial instruments could impact the financial results of the Company.
Certain financial instruments are subject to fair value measurements at the end of each reporting period. Accordingly, future fluctuations in their fair value may adversely impact the Company's reported earnings. See Note E in the accompanying consolidated financial statements for further information about the fair value of our financial instruments.
The convertible note hedge transactions and the warrant transactions that we entered into in September 2017 may affect the value of our common stock.
In connection with the pricing of our 1.125% senior convertible notes due 2024 (the "Convertible Notes") and the exercise by the initial purchasers of their option to purchase additional Convertible Notes, we entered into privately-negotiated convertible note hedge transactions with the hedge counterparties. The convertible note hedge transactions cover, subject to customary anti-dilution adjustments, the number of shares of common stock that initially underlie the Convertible Notes. We also entered into separate, privately-negotiated warrant transactions with the hedge counterparties relating to the same number of shares of our common stock that initially underlie the Convertible Notes, subject to customary anti-dilution adjustments.
The hedge counterparties and/or their affiliates may modify their hedge positions with respect to the Convertible Note hedge transactions and the warrant transactions from time to time. They may do so by purchasing and/or selling shares of our common stock and/or other securities of ours, including the Convertible Notes in privately-negotiated transactions and/or open-market transactions or by entering into and/or unwinding various over-the-counter derivative transactions with respect to our common stock. The hedge counterparties are likely to modify their hedge positions during any observation period for the Convertible Notes.
The effect, if any, of these activities on the market price of our common stock will depend on a variety of factors, including market conditions, and cannot be determined at this time. Any of these activities could, however, adversely affect the market price of our common stock. In addition, the hedge counterparties and/or their affiliates may choose

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to engage in, or to discontinue engaging in, any of these transactions with or without notice at any time, and their decisions will be at their sole discretion and not within our control.
We are subject to counterparty risk with respect to the Convertible Note hedge transactions. The hedge counterparties are financial institutions, and we will be subject to the risk that they might default under the Convertible Note hedge transactions. Our exposure to the credit risk of the hedge counterparties is unsecured by any collateral. Global economic conditions have from time to time resulted in failure or financial difficulties for many financial institutions. If a hedge counterparty becomes subject to insolvency proceedings, we will become an unsecured creditor in those proceedings with a claim equal to our exposure at that time under our transactions with that hedge counterparty. Our exposure will depend on many factors but, generally, the increase in our exposure will be correlated to the increase in the market price and volatility of our common stock. In addition, upon a default by a hedge counterparty, we may suffer adverse tax consequences and more dilution than we currently anticipate with respect to our common stock. We can provide no assurances as to the financial stability or viability of any hedge counterparty.
Conversion of the Convertible Notes or exercise of the warrants may dilute the ownership interest of stockholders. Any sales in the public market of the common stock issuable upon such conversion of the Convertible Notes or such exercise of the warrants could adversely affect prevailing market prices of our common stock. In addition, the existence of the Convertible Notes may encourage short selling by market participants because the conversion of the Convertible Notes could depress the price of our common stock.
Our business could be negatively impacted by adverse audit findings by the U.S. Government.
Our DoD contracts are subject to audit by government agencies, including with respect to performance, costs, internal controls and compliance with applicable laws and regulations. If an audit uncovers improprieties, we may be subject to civil or criminal penalties, including termination of such contracts, forfeiture of profits, fines and suspension from doing business with the DoD. In addition, the DOT, FAA and TSA can initiate announced or unannounced investigations of our subsidiary air carriers and repair stations to determine if they are continuously conducting their operations in accordance with all applicable laws, rules and regulations.
Our participation in the CRAF Program could adversely restrict our commercial business in times of national emergency.
All three of our airlines participate in the CRAF Program, which permits the DoD to utilize participants’ aircraft during national emergencies when the need for military airlift exceeds the capability of military aircraft.
Proposed rules from the DOT, FAA and TSA could increase the Company's operating costs and reduce customer utilization of airfreight.
FAA rules for Flightcrew Member Duty and Rest Requirements (FMDRR) for passenger airline operations became effective in January 2014. The rules apply to our operation of passenger and combi aircraft for the DoD and other customers and impact the required amount and timing of rest periods for pilots between work assignments and modified duty and rest requirements based on the time of day, number of scheduled segments, flight types, time zones and other factors. Failure to remain in compliance with these rules may subject us to fines or other enforcement action.
There are separate crew rest requirements applicable to all-cargo aircraft of the type operated by the Company. The FAA has rejected, as have the Courts, an attempt to apply the passenger airline crew rest rules to all-cargo operations. If such rest requirements and restrictions were imposed on our cargo operations, these rules could have a significant impact on the costs incurred by our airlines. The airlines would attempt to pass such additional costs through to their customers in the form of price increases. Customers, as a result, may seek to reduce their utilization of aircraft in favor of less expensive transportation alternatives.
The concentration of aircraft types and engines in the Company's airlines could adversely affect our operating and financial results.
The combined aircraft fleet is concentrated in three aircraft types. If any of these aircraft types encounter technical difficulties that resulted in significant FAA airworthiness directives or grounding, our ability to lease the aircraft would be adversely impacted, as would our airlines' operations. The market growth in demand for the Boeing 777, 767 and 757 aircraft types and configurations may be less than we anticipate. Customers may develop preferences for the Airbus A300-600 and A330 aircraft or other mid-size aircraft types, instead of the Boeing 777, 767 and 757 aircraft.
The cost of aircraft repairs and unexpected delays in the time required to complete aircraft maintenance could negatively affect our operating results.

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Our airlines provide flight services throughout the world, sometimes operating in remote regions. Our aircraft may experience maintenance events in locations that do not have the necessary repair capabilities or are difficult to reach. As a result, we may incur additional expenses and lose billable revenues that we would have otherwise earned. Under certain customer agreements, we are required to provide a spare aircraft while scheduled maintenance is completed. If delays occur in the completion of aircraft maintenance, we may incur additional expense to provide airlift capacity and forgo revenues.
Lessees of our aircraft may fail to make contractual payments or fail to maintain the aircraft as required.
Our financial results depend in part on our lease customers' ability to make lease payments and maintain the related aircraft. Our customers' ability to make payments could be adversely impacted by changes to their financial liquidity, competitiveness, economic conditions and other factors. A default of an aircraft lease by a customer could negatively impact our operating results and cash flows and result in the repossession of the aircraft.
While we often require leasing customers to pay monthly maintenance deposits, customers are normally responsible for maintaining our aircraft during the lease term. Failure of a customer to perform required maintenance and maintain the appropriate records during the lease term could result in higher maintenance costs, a decrease in the value of the aircraft, a lengthy delay in or even our inability to place the aircraft in a subsequent lease, any of which could have an adverse effect on our results of operations and financial condition.
We rely on third parties to modify aircraft and provide aircraft and engine maintenance.
We rely on certain third party aircraft modification service providers and aircraft and engine maintenance service providers that have expertise or resources that we do not have. Third party service providers may seek to impose price increases that could negatively affect our competitiveness in the airline markets. An unexpected termination or delay involving service providers could have a material adverse effect on our operations and financial results. A delay in an aircraft modification could adversely impact our revenues and our ability to place the aircraft in the market. We must manage third party service providers to meet schedules and turn-times and to control costs in order to remain competitive to our customers.
Delta TechOps, a division of Delta Airlines, Inc., is the primary engine maintenance provider for the Company's General Electric CF6 engines that power our fleet of Boeing 767 aircraft. If Delta TechOps does not complete the refurbishment of our engines within the contractual turn-times or if we must replace Delta TechOps as the maintenance provider for some or all of the Company's CF6 engines, our operations and financial results may be adversely impacted.
The Company's operating results could be negatively impacted by disruptions of its information technology and communication systems and data breaches.
Our businesses depend heavily on information technology and computerized systems to communicate and operate effectively. The Company's systems and technologies, or those of third parties on which we rely, could fail or become unreliable due to equipment failures, software viruses, ransomware attacks, malware attacks, cyberattacks, natural disasters, power failures, telecommunication outages, or other causes. Hackers, foreign governments, cyber-terrorists and cyber-criminals, acting individually or in coordinated groups, may launch distributed denial of service attacks or other coordinated attacks that may cause service outages, gain inappropriate or block legitimate access to systems or information, or result in other interruptions in our business. In addition, the foregoing breaches in security could expose us and our customers, or the individuals affected, to a risk of loss, disclosure or misuse of proprietary information and sensitive or confidential data, including personal information of customers, employees and others. Certain disruptions could prevent our airlines from flying as scheduled, possibly for an extended period of time, which could have a negative impact on our financial results and operating reliability. We continually monitor the risks of disruption, take preventative measures, develop backup plans and maintain redundancy capabilities. The measures we use may not prevent the causes of disruptions we could experience or help us recover failed systems quickly.
The costs of maintaining safeguards, recovery capabilities and preventive measures may continue to rise. Further, the costs of recovering or replacing a failed system could be very expensive.
We also depend on and interact with the information technology networks and systems of third parties for some aspects of our business operations, including our customers and service providers, such as cloud service providers. These third parties may have access to information we maintain about our company, operations, customers, employees and vendors, or operating systems that are critical to or can significantly impact our business operations. Like us, these

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third parties are subject to risks imposed by data breaches and IT systems disruptions like those described above, and other events or actions that could damage, disrupt or close down their networks or systems. Security processes, protocols and standards that we have implemented and contractual provisions requiring security measures that we may have sought to impose on such third parties may not be sufficient or effective at preventing such events. These events could result in unauthorized access to, or disruptions or denials of access to, misuse or disclosure of, information or systems that are important to our business, including proprietary information, sensitive or confidential data, and other information about our operations, customers, employees and suppliers, including personal information.
Any of these events that impact our information technology networks or systems, or those of customers, service providers or other third parties, could result in disruptions in our operations, the loss of existing or potential customers, damage to our brand and reputation, regulatory scrutiny, and litigation and potential liability for us. Among other consequences, our customers’ confidence in our ability to protect data and systems and to provide services consistent with their expectations could be impacted, further disrupting our operations. Similarly, an actual or alleged failure to comply with applicable U.S. or foreign data protection regulations or other data protection standards may expose us to litigation, fines, sanctions or other penalties.
In addition, the provision of services to our customers and the operation of our networks and systems involve the storage and transmission of significant amounts of proprietary information and sensitive or confidential data, including personal information of customers, employees and others. To conduct our operations, we regularly move data across national borders, and consequently we are subject to a variety of continuously evolving and developing laws and regulations in the United States and abroad regarding privacy, data protection and security. The scope of the laws that may be applicable to us is often uncertain and may be conflicting, particularly with respect to foreign laws. For example, the European Union's General Data Protection Regulation ("GDPR"), which greatly increases the jurisdictional reach of European Union law and adds a broad array of requirements for handling personal data, including the public disclosure of significant data breaches, became effective in May 2018. Other countries and states have enacted or are enacting privacy and data localization laws that require data to stay within their borders. All of these evolving compliance and operational requirements impose significant costs that are likely to increase over time.
The costs of our aircraft maintenance facilities could negatively impact our financial results.
We lease and operate a 310,000 square foot, three-hangar aircraft maintenance facility and a 100,000 square foot component repair shop in Wilmington, Ohio. Additionally, we lease and operate a 311,500 square foot, two-hangar aircraft maintenance complex in Tampa, Florida. Accordingly, a large portion of the operating costs for our aircraft maintenance and conversion business are fixed. As a result, we need to retain existing aircraft maintenance business levels to maintain a profitable operation. The actual level of revenues may not be sufficient to cover our operating costs. Additionally, revenues from aircraft maintenance can vary among periods due to the timing of scheduled maintenance events and the completion level of work during a period.
Our Senior Credit Agreement and our Senior Notes include covenants that could limit our operating and financial flexibility.
The Senior Credit Agreement contains covenants including, among other requirements, limitations on certain additional indebtedness and guarantees of indebtedness.  The Senior Credit Agreement is collateralized by certain of the Company's Boeing 777, 767 and 757 aircraft.  Under the terms of the Senior Credit Agreement, the Company is required to maintain aircraft collateral coverage equal to 115% of the outstanding balance of the term loan and the total funded revolving credit facility.  Our Senior Notes and related Indenture also include a number of restrictions and covenants including limitations on our ability to incur additional indebtedness, grant liens, make investments, repurchase or redeem capital stock, pay dividends, enter into transactions with affiliates, merge with other entities or transfer or sell assets.  The covenants under the Senior Notes, which are generally no more restrictive than those set forth in the Senior Credit Agreement, are subject to exceptions and qualifications as described in the Indenture. Complying with these covenants in the Senior Credit Agreement and the Senior Notes may impair our ability to finance our operations or capital needs or to take advantage of other business opportunities. Our ability to comply with these covenants will depend on our future performance, which may be affected by events beyond our control. Our failure to comply with these covenants would represent an event of default. An event of default under the Senior Credit Agreement or the Senior Notes could result in all indebtedness thereunder being declared due and payable immediately.

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Operating results may be affected by fluctuations in interest rates.
We enter into interest rate derivative instruments from time to time in conjunction with its debt levels. The Company's Senior Credit Agreement requires the Company to maintain derivative instruments for fluctuating interest rates for at least 50% of the outstanding balance of the unsubordinated term loans. We typically do not designate the derivative instruments as hedges for accounting purposes. Future fluctuations in LIBOR interest rates will result in the recording of gains and losses on interest rate derivatives that the Company holds.
Under the Senior Credit Agreement, interest rates are adjusted quarterly based on the prevailing LIBOR or prime rates and a ratio of the Company's outstanding debt level to earnings before interest, taxes, depreciation and amortization expenses ("EBITDA"). At the Company's current debt-to-EBITDA ratio, the unsubordinated term loans and the revolving credit facility bear variable interest rates of 3.675% and 3.649%, respectively. Additional debt or lower EBITDA may result in higher interest rates on the variable rate portion of the Company's debt.
The Company sponsors defined benefit pension plans and post-retirement healthcare plans for certain eligible employees. The Company's related pension expense, the plans' funded status and funding requirements are sensitive to changes in interest rates. The plans' funded status and annual pension expense are recalculated at the beginning of each calendar year using the fair value of plan assets and market-based interest rates at that point in time, as well as assumptions for asset returns and other actuarial assumptions. Future fluctuations in interest rates, including the impact on asset returns, could result in the recording of additional expense for pension and other post-retirement healthcare plans.
The costs of insurance coverage or changes to our reserves for self-insured claims could affect our operating results and cash flows.
The Company is self-insured for certain claims related to workers’ compensation, aircraft, automobile, general liability and employee healthcare. We record a liability for reported claims and an estimate for incurred claims that have not yet been reported. Accruals for these claims are estimated utilizing historical paid claims data and recent claims trends. Changes in claim severity and frequency could impact our results of operations and cash flows.
The ability to use net operating loss carryforwards to offset future taxable income for U.S. federal income tax purposes may be further limited.
Limitations imposed on the ability to use net operating losses (“NOLs”) to offset future taxable income could cause U.S. federal income taxes to be paid earlier than otherwise would be paid if such limitations were not in effect and could cause such NOLs to expire unused, in each case reducing or eliminating the benefit of those NOLs. Similar rules and limitations may apply for state income tax purposes.
Changes in the ownership of the Company on the part of significant shareholders could limit our ability to use NOLs to offset future taxable income. In general, under Section 382 of the Internal Revenue Code of 1986, as amended (the “Code”), a corporation that undergoes an “ownership change” is subject to limitations on its ability to utilize its pre-change NOLs to offset future taxable income. In general, an ownership change occurs if the aggregate stock ownership of significant stockholders increases by more than 50 percentage points over such stockholders’ lowest percentage ownership during the testing period (generally three years).
Strategic investments in other businesses may not result in the desired benefits.
We enter into joint venture and other business ownership agreements with the expectation that such investments will result in various benefits including revenue growth through geographic diversification and product diversification, improved cash flows and better operating efficiencies. Achieving the anticipated benefits from such agreements is subject to a number of challenges and uncertainties. The expected benefits may be only partially realized or not at all, or may take longer to realize than expected, which could adversely impact our financial condition and results of operations. We may make additional capital contributions to these businesses.
We may need to reduce the carrying value of the Company’s assets.
The Company owns a significant amount of aircraft, aircraft parts and related equipment. Additionally, the balance sheet reflects assets for income tax carryforwards and other deferred tax assets. The removal of aircraft from service or continual losses from aircraft operations could require us to evaluate the recoverability of the carrying value of those aircraft, related parts and equipment and record an impairment charge through earnings to reduce the carrying value.

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We have recorded goodwill and other intangible assets related to acquisitions and equity investments. If we are unable to achieve the projected levels of operating results, it may be necessary to record an impairment charge to reduce the carrying value of goodwill, equity investments and related intangible assets. Similarly, if we were to lose a key customer or one of our airlines were to lose its authority to operate, it could be necessary to record an impairment charge.
If the Company incurs operating losses or our estimates of expected future earnings indicate a decline, it may be necessary to reassess the need for a valuation allowance for some or all of the Company’s net deferred tax assets.
We may be impacted by government requirements associated with transacting business in foreign jurisdictions.
The U.S and other governments have imposed trade and economic sanctions in certain geopolitical areas. The U.S. Departments of Justice, Commerce and Treasury, as well as other government agencies have a broad range of civil and criminal penalties they may seek to impose for violations of the Foreign Corrupt Practices Act (“FCPA”), sanctions administered by the Office of Foreign Assets Control (“OFAC”) and other regulations. In addition, the DOT, FAA and TSA may at times limit the ability of our airline subsidiaries to conduct flight operations in certain areas of the world. Under such laws and regulations, we may be obliged to limit our business activities, we may incur costs for compliance programs and we may be subject to enforcement actions or penalties for noncompliance. In recent years, the U.S. government has increased their oversight and enforcement activities with respect to these laws and the relevant agencies may continue to increase these activities.
Penalties, fines and sanctions levied by governmental agencies or the costs of complying with government regulations and trade policies could negatively affect our results of operations.
The operations of the Company’s subsidiaries are subject to complex aviation, transportation, security, environmental, labor, employment and other laws and regulations. These laws and regulations generally require our subsidiaries to maintain and comply with terms of a wide variety of certificates, permits, licenses and other approvals. Their inability to maintain required certificates, permits or licenses, or to comply with applicable laws, ordinances or regulations could result in substantial fines or, in the case of DOT and FAA requirements, possible suspension or revocation of their authority to conduct operations.
Recently, trade discussions between the U.S. and some of its trading partners have been fluid and any trade agreements that may be entered into are subject to a number of uncertainties, including the imposition of new tariffs or adjustments and changes to the products covered by existing tariffs. The impact of new laws, regulations and policies that affect global trade cannot be predicted.
The costs of maintaining our aircraft in compliance with government regulations could negatively affect our results of operations and require further investment in our aircraft fleet.
Manufacturer Service Bulletins and FAA regulations and FAA airworthiness directives issued under its “Aging Aircraft” program cause operators of older aircraft to be subject to additional inspections and modifications to address problems of corrosion and structural fatigue at specified times. The FAA may issue airworthiness directives that could require significant costly inspections and major modifications to such aircraft. The FAA may issue airworthiness directives that could limit the usability of certain aircraft types. In 2012, the FAA issued an airworthiness directive that requires the replacement of the aft pressure bulkhead on Boeing 767-200 aircraft based on a certain number of takeoff-and-landing cycles. As a result, some of the Company's Boeing 767-200 aircraft have been affected. The cost of compliance is estimated to be approximately $1.0 million per aircraft.
In addition, FAA regulations require that aircraft manufacturers establish limits on aircraft flight cycles to address issues involving aging, but still economically viable, aircraft, as described in Item 1 of this report, under "Federal Aviation Administration." These regulations may increase our maintenance costs and eventually limit the use of our aircraft. See Item 2. Properties, for a description of the company's aircraft, including year of manufacture.
The FAA and ICAO are in the process of developing programs to modernize air traffic control and management systems. The FAA's program, Next Generation Air Transportation Systems, is an integrated system that requires updating aircraft navigation and communication equipment. The FAA has mandated the replacement of current ground based radar systems with more accurate satellite based systems on our aircraft by 2020. The ICAO began phasing in similar requirements for aircraft operating in Europe during 2015. These programs may increase our costs and limit

21

the use of our aircraft. Aircraft not equipped with advanced communication systems may be restricted to certain airspace.
Failure to maintain the operating certificates and authorities of our airlines would adversely affect our business.
The airline subsidiaries have the necessary authority to conduct flight operations pursuant to the economic authority issued by the DOT and the safety based authority issued by the FAA. The continued effectiveness of such authority is subject to their compliance with applicable statutes and DOT, FAA and TSA rules and regulations, including any new rules and regulations that may be adopted in the future. The loss of such authority by an airline subsidiary could cause a default of covenants within the Senior Credit Agreement and would materially and adversely affect its airline operations, effectively eliminating the airline's ability to continue to provide air transportation services.
The Company may be affected by global climate change or by legal, regulatory or market responses to such potential climate change.
The Company is subject to the regulations of the U.S. Environmental Protection Agency ("EPA") and state and local governments regarding air quality and other matters. In part, because of the highly industrialized nature of many of the locations where the Company operates, there can be no assurance that we have discovered all environmental contamination or other matters for which the Company may be responsible.
Concern over climate change, including the impact of global warming, has led to significant federal, state and international legislative and regulatory efforts to limit greenhouse gas ("GHG") emissions. The European Commission has mandated the extension of the European Union Emissions Trading Scheme ("ETS") for GHG emissions to the airline industry. Under the European Union ETS, all ABX, ATI and OAI flights that are wholly within the European Union are now covered by the ETS requirements, and each year we are required to submit emission allowances in an amount equal to the carbon dioxide emissions from such flights. Exceedance of the airlines' emission allowances would require the airlines to purchase additional emission allowances on the open market.
Similarly, in 2016, the International Civil Aviation Organization (“ICAO”) passed a resolution adopting the Carbon Offsetting and Reduction Scheme for International Aviation (“CORSIA”), which is a global, market-based emissions offset program to encourage carbon-neutral growth beyond 2020. A pilot phase is scheduled to begin in 2021 in which countries may voluntarily participate, and full mandatory participation is scheduled to begin in 2027. ICAO continues to develop details regarding implementation, but compliance with CORSIA will increase our operating costs.
The U.S. Congress and certain states have also considered legislation regulating GHG emissions. In addition, even in the absence of such legislation, the EPA could regulate GHG emissions, especially aircraft engine emissions. In July 2016, the EPA issued a finding that aircraft engine emissions cause or contribute to air pollution that may reasonably be anticipated to endanger public health. This finding is a regulatory prerequisite to the EPA’s adoption of a new certificate standard for aircraft emissions. However, the U.S. recently withdrew from the Paris climate accord, an agreement among 196 countries to reduce GHG emissions, and the effect of that withdrawal on future U.S. policy regarding GHG emissions, on CORSIA and on other GHG regulations is uncertain. Nevertheless, the extent to which other countries implement the agreement could have an adverse impact on us.
The cost to comply with potential new laws and regulations could be substantial for the Company. These costs could include an increase in the cost of fuel and capital costs associated with updating aircraft. Until the timing, scope and extent of any future regulation becomes known, we cannot predict its effect on the Company’s cost structure or operating results. Further, even without such legislation or regulation, increased awareness and adverse publicity in the global marketplace about greenhouse gas emitted by companies in the airline and transportation industries could harm our reputation and reduce demand for our services.
Severe weather or other natural or man-made disasters and epidemics could adversely affect our business.
Severe weather conditions and other natural or man-made disasters, including storms, floods, fires or earthquakes, epidemics or pandemics (including those caused by the emergence of the novel coronavirus (COVID-19)), conflicts or unrest, or terrorist attacks, may result in decreased revenues, as our customers reduce their transportation needs, or increased costs to operate our business, which could have a material adverse effect on our results of operations for a quarter or year. Any such event affecting one of our major facilities could result in a significant interruption in or disruption of our business.


22

ITEM 1B. UNRESOLVED STAFF COMMENTS
None.

ITEM 2. PROPERTIES
We lease portions of the air park in Wilmington, Ohio, under lease agreements with a regional port authority, the terms of which expire in June 2026 and June 2036 with options to extend. The leases include corporate offices, 310,000 square feet of maintenance hangars and a 100,000 square foot component repair shop at the air park. We also have the non-exclusive right to use the Wilmington airport, which includes one active runway, taxiways and ramp space. We also lease and operate a 311,500 square foot, two hangar aircraft maintenance complex at the Tampa International Airport in Florida. We lease approximately 82,500 square feet of office and warehouse space at the Tulsa International Airport in Oklahoma. In addition, we lease smaller maintenance stations, offices and ramp space at certain airport and regional locations typically on a short-term basis. Further, we lease warehousing space inside or near certain U.S. airports to support our customers' parcel handling requirements.
As of December 31, 2019, our in-service aircraft fleet consisted of 94 owned aircraft and four aircraft leased from external companies. The majority of the aircraft were formerly passenger aircraft that have been modified for cargo operations. These cargo aircraft are generally described as being mid-size or having medium wide-body cargo capabilities. The cargo aircraft carry gross payloads ranging from approximately 47,900 to 129,000 pounds. These cargo aircraft are well suited for intra-continental flights and medium range inter-continental flights.
The table below shows the combined fleet of aircraft in service condition.
 
 
 In-service Aircraft as of December 31, 2019
 
 
 
 
 
 
Aircraft Type
 
Total
 
Owned
 
Operating Lease
 
Year of
Manufacture
 
Gross Payload
(Lbs.)
 
Still Air Range
(Nautical Miles)
 
 
 
 
 
 
 
 
 
 
 
 
 
767-200 SF (1)
 
33
 
33
 
—
 
1982 - 1987
 
85,000 - 100,000
 
1,700 - 5,300
767-200 Passenger
 
3
 
2
 
1
 
2001
 
63,000 - 73,000
 
6,500 - 7,600
767-300 SF (1)
 
42
 
40
 
2
 
1988 - 1999
 
121,000 - 129,000
 
3,200 - 7,100
767-300 Passenger
 
8
 
7
 
1
 
1993 - 2002
 
85,000 - 99,700
 
6,300 - 7,200
777-200 Passenger
 
3
 
3
 
—
 
2004 - 2007
 
119,500 - 123,900
 
8,700 - 9,500
757-200 PCF (1)
 
4
 
4
 
—
 
1984 - 1991
 
68,000
 
2,100 - 4,800
757-200 Combi (2)
 
4
 
4
 
—
 
1989 - 1992
 
58,000
 
2,600 - 4,300
737-400 SF (1)
 
1
 
1
 
—
 
1991
 
47,900
 
2,200 - 2,800
Total in-service
 
98
 
94
 
4
 
 
 
 
 
 
____________________
(1)
These aircraft are configured for standard cargo containers loaded through large standard main deck cargo doors.
(2)
These aircraft are configured as “combi” aircraft capable of simultaneously carrying passengers and cargo containers on the main flight deck.
In addition, as of December 31, 2019, CAM had one Boeing 767-200 passenger aircraft that is not reflected in the table above. CAM also owns eight Boeing 767-300 aircraft which were undergoing or preparing to undergo modification to a standard freighter configuration and are expected to be completed in 2020. Additionally, CAM has two Boeing 767-200 cargo aircraft being prepped for future leasing.
We believe that our existing facilities and aircraft fleet are appropriate for our current operations. As described in Note I to the accompanying financial statements, we plan to invest in additional aircraft to meet our growth plans. We may make additional investments in aircraft and facilities if we identify favorable opportunities in the markets that we serve.


23

ITEM 3. LEGAL PROCEEDINGS
We are currently a party to legal proceedings in various federal and state jurisdictions arising out of the operation of the Company's business. The amount of alleged liability, if any, from these proceedings cannot be determined with certainty; however, we believe that the Company's ultimate liability, if any, arising from the pending legal proceedings, as well as from asserted legal claims and known potential legal claims which are probable of assertion, taking into account established accruals for estimated liabilities, should not be material to our financial condition or results of operations.

ITEM 4. MINE SAFETY DISCLOSURES
Not applicable

PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES
Market Information
The Company's common stock is publicly traded on the NASDAQ Global Select Market under the symbol ATSG. The closing price of ATSG’s common stock was $17.55 on March 2, 2020.
Holders
On March 2, 2020, there were approximately 1,360 stockholders of record of ATSG’s common stock.
Dividends
We currently do not pay a dividend. Future dividends, if any, and the timing of declaration of any such dividends, will be at the discretion of the Board and will depend upon many factors including, but not limited to, certain restrictions that we have on our ability to pay dividends. We are restricted from paying dividends on our common stock in excess of $100.0 million during any calendar year under the provisions of the Senior Credit Agreement. Additionally, the Senior Notes and related Indenture generally restrict our ability to pay dividends on or make distributions in respect of capital stock or make certain other restricted payments or investments, subject to certain exceptions therein including, upon the satisfaction of certain conditions, the making of permitted dividends up to $100.0 million during any calendar year and other additional permitted dividends, investments and other restricted payments not to exceed the amounts set forth therein.
Securities authorized for issuance under equity compensation plans
For the response to this Item, see Item 12
Purchases of equity securities by the issuer and affiliated purchasers
On August 5, 2014, the Board of Directors authorized the Company to repurchase up to $50.0 million of outstanding common stock. In May 2016, the Board amended the Company's common stock repurchase program increasing the amount that management may repurchase from $50.0 million to $100.0 million of outstanding common stock. In February 2018, the Board increased the authorization from $100.0 million to $150.0 million (less amounts previously repurchased). The Board's authorization does not require the Company to repurchase a specific number of shares or establish a time frame for any repurchase and the Board may terminate the repurchase program at any time. Repurchases may be made from time to time in the open market or in privately negotiated transactions. There is no expiration date for the repurchase program. There were no repurchases made during the fourth quarter of 2019. As of December 31, 2019, the Company had repurchased 6,592,349 shares and the maximum dollar value of shares that could then be purchased under the program was $61.3 million.

24

Performance Graph
The graph below compares the cumulative total stockholder return on a $100 investment in ATSG’s common stock with the cumulative total return of a $100 investment in the NASDAQ Composite Index and the cumulative total return of a $100 investment in the NASDAQ Transportation Index for the period beginning on December 31, 2014 and ending on December 31, 2019.
performancegraph2019.jpg
 
12/31/2014
 
12/31/2015
 
12/31/2016
 
12/31/2017
 
12/31/2018
 
12/31/2019
Air Transport Services Group, Inc.  
100.00

 
117.76

 
186.45

 
270.33

 
266.47

 
274.07

NASDAQ Composite Index
100.00

 
106.96

 
116.45

 
150.96

 
146.67

 
200.49

NASDAQ Transportation Index
100.00

 
86.61

 
104.22

 
128.89

 
117.83

 
137.84



25

ITEM 6. SELECTED CONSOLIDATED FINANCIAL DATA
The following selected consolidated financial data should be read in conjunction with the consolidated financial statements and the notes thereto and the information contained in Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” The selected consolidated financial data and the consolidated operations data below are derived from the Company’s audited consolidated financial statements.
  
As of and for the Years Ended December 31
 
2019
 
2018
 
2017
 
2016
 
2015
 
(In thousands, except per share data)
OPERATING RESULTS:
 
 
 
 
 
 
 
 
 
Revenues from continuing operations (1)
$
1,452,183

 
$
892,345

 
$
1,068,200

 
$
768,870

 
$
619,264

Operating expenses (3)
1,275,186

 
781,327

 
968,800

 
698,307

 
547,514

Net interest expense and other non operating charges
93,123

 
30,836

 
26,147

 
18,002

 
10,107

Financial instrument (gain) loss (2)
12,302

 
(7,296
)
 
79,789

 
18,107

 
(920
)
Earnings (loss) from continuing operations before income taxes
71,572

 
87,478

 
(6,536
)
 
34,454

 
62,563

Income tax gain (expense) (4)
(11,589
)
 
(19,595
)
 
28,276

 
(13,394
)
 
(23,408
)
Earnings (loss) from continuing operations
59,983

 
67,883

 
21,740

 
21,060

 
39,155

Earnings (loss) from discontinued operations, net of taxes (3)
1,219

 
1,402

 
(3,245
)
 
2,428

 
2,067

Consolidated net earnings (loss)
$
61,202

 
$
69,285

 
$
18,495

 
$
23,488

 
$
41,222

EARNINGS (LOSS) PER SHARE FROM CONTINUING OPERATIONS:
 
 
 
 
 
 
 
 
 
Basic
$
1.02

 
$
1.16

 
$
0.37

 
$
0.34

 
$
0.61

Diluted
$
0.78

 
$
0.89

 
$
0.36

 
$
0.33

 
$
0.60

FINANCIAL DATA:
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
46,201

 
$
59,322

 
$
32,699

 
$
16,358

 
$
17,697

Property and equipment, net
1,766,020

 
1,555,005

 
1,159,962

 
1,000,992

 
875,401

Goodwill and intangible assets (5)
527,654

 
535,359

 
44,577

 
45,586

 
38,729

Total assets
2,820,178

 
2,470,585

 
1,548,844

 
1,259,330

 
1,041,721

Post-retirement liabilities (3)
40,971

 
68,907

 
63,266

 
79,528

 
110,166

Long term debt and current maturities, other than leases
1,484,384

 
1,401,252

 
515,758

 
458,721

 
318,200

Deferred income tax liability (4)
127,476

 
113,243

 
99,444

 
122,532

 
96,858

Stockholders’ equity
460,342

 
436,438

 
395,279

 
311,902

 
364,157

____________________ 
(1)
Revenues reflect the adoption of Financial Accounting Standards Board's Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” using a modified retrospective approach, under which financial statements are prepared under the revised guidance for the year of adoption, but not for prior years. (See Note O to the accompanying consolidated financial statements.)
(2)
During 2019, 2018, 2017 and 2016, the re-measurement of financial instrument fair values, primarily for warrants granted to a customer, resulted in losses of $12.3 million, gains of $7.3 million, losses of $79.8 million and losses of $18.1 million, respectively, before income taxes. (See Note D to the accompanying consolidated financial statements.)
(3)
Effective December 31, 2016, ABX modified its unfunded, non-pilot retiree medical plan to terminate benefits to all participants. As a result, ABX settled $0.6 million of retiree medical obligations and recorded a pre-tax gain of $2.0 million to continued operations. On August 30, 2017, ABX transferred investment assets from the pension plan trust to purchase a group annuity contract. As a result, ABX recorded pre-tax settlement charges of $5.3 million to continued operations and $7.6 million to discontinued operations. As a result of fluctuating interest rates and investment returns, the funded status of the Company's defined benefit pension and retiree medical plans vary from year to year. (See Note J to the accompanying consolidated financial statements.)
(4)
Earnings from continuing operations for 2017 was impacted by a $59.9 million reduction in deferred income taxes related to the Tax Cuts and Jobs Act legislation enacted in December 2017. (See Note K to the accompanying consolidated financial statements.)
(5)
On November 9, 2018, the Company acquired Omni. (See Note B and Note C to the accompanying consolidated financial statements.)

26

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following Management’s Discussion and Analysis has been prepared with reference to the historical financial condition and results of operations of Air Transport Services Group, Inc., and its subsidiaries. It should be read in conjunction with the accompanying consolidated financial statements and related notes included in Item 8 of this report as well as business development described in Item 1 and risk factors in Item 1A of this report.

OVERVIEW
We lease aircraft and provide airline operations, aircraft modification and maintenance services, ground services, and other support services to the air transportation and logistics industries. Through the Company's subsidiaries, we offer a range of complementary services to delivery companies, freight forwarders, e-commerce operators, airlines and government customers. Our principal subsidiaries include three independently certificated airlines (ABX, ATI and OAI) and an aircraft leasing company (CAM ). CAM provides competitive aircraft lease rates by converting passenger aircraft into cargo freighters and offering them to customers under long-term leases.
We have two reportable segments: CAM, which leases Boeing 777, 767, 757 and 737 aircraft and aircraft engines, and ACMI Services, which includes the cargo and passenger transportation operations of the three airlines. Our other business operations, which primarily provide support services to the transportation industry, include providing aircraft maintenance and modification services to customers, load transfer and sorting services as well as related equipment maintenance services. These operations do not constitute reportable segments. On November 9, 2018, the Company acquired OAI, a passenger airline, along with related entities (referred to collectively as Omni). Revenues and operating expenses include the activities of Omni for periods since their acquisition by the Company on November 9, 2018.
At December 31, 2019, we owned 94 Boeing aircraft that were in revenue service. At December 31, 2019, CAM also owned eight Boeing 767-300 aircraft either already undergoing or awaiting induction into the freighter conversion process, and two Boeing 767-200 aircraft being staged for redeployment. In addition to these aircraft, we leased two passenger aircraft and two freighter aircraft provided by a customer. Our largest customers are DHL ; ASI, which is a subsidiary of Amazon; and the U.S. Department of Defense.
DHL accounted for 14%, 26% and 30% of the Company's consolidated revenues, excluding directly reimbursed revenues, during the years ended December 31, 2019, 2018 and 2017, respectively. Under a CMI agreement with DHL, ABX operates and maintains aircraft based on pre-defined fees scaled for the number of aircraft hours flown, aircraft scheduled and flight crews provided to DHL for its network. Under the pricing structure of the CMI agreement, ABX is responsible for complying with FAA airworthiness directives, the cost of Boeing 767 airframe maintenance and certain engine maintenance events for the aircraft leased to DHL that it operates. As of December 31, 2019, the Company, through CAM, leased 14 Boeing 767 aircraft to DHL comprised of seven Boeing 767-200 aircraft and seven Boeing 767-300 aircraft expiring between 2022 and 2024. Eight of the 14 Boeing 767 aircraft were being operated by the Company's airlines for DHL. We also operated four CAM-owned Boeing 757 aircraft under other operating arrangements with DHL.
Revenues from our commercial arrangements with ASI comprised approximately 23%, 27% and 27% of our consolidated revenues, excluding directly reimbursed revenues, during the years ended December 31, 2019, 2018 and 2017, respectively. On March 8, 2016, we entered into an Air Transportation Services Agreement (the “ATSA”) with ASI pursuant to which CAM leased 20 Boeing 767 freighter aircraft to ASI, including 12 Boeing 767-200 freighter aircraft for a term of five years and eight Boeing 767-300 freighter aircraft for a term of seven years. The ATSA also provides for the operation of those aircraft by our airline subsidiaries for a term of five years, and the performance of ground handling services by our subsidiary, LGSTX. In December 2018, the Company announced agreements with Amazon to 1) lease and operate ten additional Boeing 767-300 aircraft for ASI, 2) extend the term of the 12 Boeing 767-200 aircraft currently leased to ASI by two years to 2023 with an option on the part of ASI to extend the lease term for three more years, 3) extend the term of the eight Boeing 767-300 aircraft currently leased to ASI by three years to 2026 and 2027 with an option on the part of ASI to extend the lease term for three more years and 4) extend the ATSA by five years through March 2026, with an option on the part of ASI to extend the term for an additional three years. During January 2019, amendments to extend the terms of the aircraft leases were executed. As of December 31, 2019, we had executed leases with ASI for six of the ten Boeing 767-300 aircraft. We plan to deliver the remainder in 2020.

27

All ten of these aircraft leases will be for ten years. Under the ATSA, we operate the aircraft based on pre-defined fees scaled for the number of aircraft hours flown, aircraft scheduled and flight crews provided to ASI for its network.
In conjunction with the execution of the ATSA, the Company and Amazon entered into an Investment Agreement and a Stockholders Agreement on March 8, 2016. The Investment Agreement calls for the Company to issue warrants in three tranches which grant Amazon the right to acquire up to 19.9% of the Company’s pre-transaction outstanding common shares measured on a GAAP-diluted basis, adjusted for share issuances and repurchases by the Company following the date of the Investment Agreement and after giving effect to the warrants granted. In conjunction with the commitment for the ten additional 767 aircraft leases, extensions of twenty existing Boeing 767 aircraft leases and additional aircraft operations under the ATSA, Amazon was issued additional warrants for 14.8 million common shares which, if exercised, could expand its potential ownership in the Company to approximately 33.2%, including the warrants described above under the 2016 agreements. These new warrants will vest as existing leases are extended and additional aircraft leases are executed and added to the ATSA operations. Additionally, Amazon can earn incremental warrant rights, increasing its potential ownership from 33.2% up to approximately 39.9% of the Company, by leasing up to seventeen more cargo aircraft from the Company before January 2026.
Our accounting for the warrants issued to Amazon has been determined in accordance with the financial reporting guidance for financial instruments. The fair value of the warrants issued or issuable to Amazon are recorded as a lease incentive asset and are amortized against revenues over the duration of the aircraft leases. The warrants are accounted for as financial instruments, and accordingly, the fair value of the outstanding warrants are measured and classified in liabilities at the end of each reporting period. The Company's earnings are impacted by the fair value re-measurement of the Amazon warrants at the end of each reporting period, customer incentive amortization and the related income tax effects. For income tax calculations, the value and timing of related tax deductions will differ from the guidance described below for financial reporting. For additional information about the warrants, see Note D to the accompanying consolidated financial statements.
The DoD comprised 34%, 15% and 10% of the Company's consolidated revenues excluding directly reimbursed revenues during the years ended December 31, 2019, 2018 and 2017, respectively. The Company's airlines provide passenger and cargo airlift services to the U.S. DoD. Due to the acquisition of OAI, the DoD comprises a larger portion of our 2019 consolidated revenues compared to previous years.

RESULTS OF OPERATIONS
Aircraft Fleet Summary
Our fleet of cargo and passenger aircraft is summarized in the following table as of December 31, 2019, 2018 and 2017. Our CAM-owned operating aircraft fleet has increased by 24 aircraft since the end of 2017, driven by customer demand for the Boeing 767-300 converted freighter as well as the purchase of 11 passenger aircraft operated by OAI. Our freighters, converted from passenger aircraft, utilize standard shipping containers and can be deployed into regional cargo markets more economically than larger capacity aircraft, newly built freighters or other competing alternatives. At December 31, 2019, the Company owned eight Boeing 767-300 aircraft that were either already undergoing or awaiting induction into the freighter conversion process.
Aircraft fleet activity during 2019 is summarized below:
- CAM completed the modification of four Boeing 767-300 freighter aircraft purchased in the previous year and three Boeing 767-300 freighter aircraft purchased in 2019. After leasing one aircraft to ATI for a short period, CAM began to lease that aircraft to an external customer under a multi-year lease. CAM leased four other aircraft to an external customer under multi-year leases. ATI operates all five of these aircraft for the customer. CAM leased the last two aircraft to another external customer under multi-year leases.
- ATI returned one Boeing 767-300 freighter and CAM began to lease this aircraft to an external customer under a multi-year lease. ATI operates the aircraft for the customer.
- External customers returned three Boeing 767-200 freighter aircraft, one Boeing 767-300 freighter aircraft and one Boeing 737-400 freighter aircraft to CAM. CAM leased two of the Boeing 767-200 aircraft to ABX and the Boeing 767-300 aircraft to ATI. CAM sold the Boeing 737-400 aircraft to an external customer.

28

- ATI began to operate two Boeing 767-300 freighter aircraft provided by our customer, ASI.
- CAM purchased ten Boeing 767-300 passenger aircraft and one Boeing 767-300 freighter aircraft for the purpose of converting nine of the passenger aircraft into a standard freighter configuration. CAM leased one of these aircraft to Omni as a passenger aircraft.
 
2019
 
2018
 
2017
 
ACMI
Services
CAM
Total
 
ACMI
Services
CAM
Total
 
ACMI
Services
CAM
Total
In-service aircraft
 
 
 
 
 
 
 
 
 
 
 
Aircraft owned
 
 
 
 
 
 
 
 
 
 
 
Boeing 767-200 Freighter
7

26

33

 
5

29

34

 
7

29

36

Boeing 767-200 Passenger
2

—

2

 
2

—

2

 
—

—

—

Boeing 767-300 Freighter
5

35

40

 
5

28

33

 
4

21

25

Boeing 767-300 Passenger
7

—

7

 
6

—

6

 
—

—

—

Boeing 777-200 Passenger
3

—

3

 
3

—

3

 
—

—

—

Boeing 757-200 Freighter
4

—

4

 
4

—

4

 
4

—

4

Boeing 757-200 Combi
4

—

4

 
4

—

4

 
4

—

4

Boeing 737-400 Freighter
—

1

1

 
—

2

2

 
—

1

1

Total
32

62

94

 
29

59

88

 
19

51

70

Operating lease
 
 
 
 
 
 
 
 
 
 
 
Boeing 767-200 Passenger
1

—

1

 
1

—

1

 
—

—

—

Boeing 767-300 Passenger
1

—

1

 
1

—

1

 
—

—

—

Boeing 767-300 Freighter
2

—

2

 
—

—

—

 
—

—

—

Total
4

—

4

 
2

—

2

 
—

—

—

Other aircraft
 
 
 
 
 
 
 
 
 
 
 
Owned Boeing 767-300 under modification
—

8

8

 
—

5

5

 
—

6

6

Owned Boeing 737-400 under modification
—

—

—

 
—

—

—

 
—

1

1

Owned Boeing 767 available or staging for lease
—

2

2

 
—

1

1

 
—

—

—

As of December 31, 2019, ABX, ATI and OAI were leasing 32 in-service aircraft internally from CAM for use in ACMI Services. As of December 31, 2019, one of CAM's 26 Boeing 767-200 freighter aircraft shown in the fleet table above and seven of the 35 Boeing 767-300 freighter aircraft were leased to DHL and operated by ABX. Additionally, 12 of CAM's 26 Boeing 767-200 freighter aircraft and 14 of CAM's 35 Boeing 767-300 freighter aircraft were leased to ASI and operated by ABX or ATI. CAM leased the other 13 Boeing 767-200 freighter aircraft and 14 Boeing 767-300 aircraft to external customers, including six Boeing 767-200 aircraft to DHL that are being operated by a DHL-affiliated airline. The carrying values of the total in-service fleet as of December 31, 2019, 2018 and 2017 were $1,387.6 million, $1,334.9 million and $955.2 million, respectively. The table above does not reflect one Boeing 767-200 passenger aircraft owned by CAM that is not in service condition or the process of freighter modification.

29

Revenue and Earnings Summary
External customer revenues from continuing operations increased by $559.8 million, or 63%, to $1,452.2 million during 2019 compared to 2018. Revenues in 2019 primarily grew due to passenger transportation services provided to the DoD as a result of our acquisition of OAI in November 2018. Revenues also increased due to additional aircraft leases from CAM's leasing operations, expanded CMI, aviation fuel sales and logistics services for ASI. External customer revenues from continuing operations for 2018, including the historical revenues of OAI, would have been $1,320.2 million. Effective January 1, 2018, the Company adopted Accounting Standards Update ("ASU") No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” ("Topic 606”). As a result of adopting Topic 606 beginning January 1, 2018, the Company reported certain revenues net of related expenses that are directly reimbursed by customers. Corresponding 2017 revenues include such expense reimbursements. Revenues for 2017, excluding reimbursable costs, were $778.3 million. Customer revenues, excluding revenues directly reimbursed in 2017, increased by $113.6 million, or 15%, during 2018 compared to 2017, driven by additional aircraft leases, additional airlines services for ASI and the inclusion of passenger transportation services for the DoD beginning with the our acquisition of OAI in November 2018.
The consolidated net earnings from continuing operations were $60.0 million for 2019 compared to $67.9 million for 2018 and $21.7 million for 2017. The pre-tax earnings from continuing operations were $71.6 million for 2019 compared to $87.5 million for 2018 and pre-tax losses of $6.5 million for 2017. Earnings were affected by specific events and certain adjustments that do not directly reflect our underlying operations among the years presented. Consolidated net earnings for 2017 were impacted by $59.9 million of tax benefits for the re-measurement of the Company's deferred tax assets and liabilities at the new federal corporate tax rate of 21% enacted by the Tax Cuts and Jobs Act legislation ("Tax Act") in December 2017. Consolidated net earnings for 2019 and 2018 benefited from the lower corporate tax rate, reduced from 35% in 2017. On a pre-tax basis, earnings included net losses of $12.3 million, net gains of $7.3 million and net losses of $79.8 million for the years ended December 31, 2019, 2018 and 2017, respectively, for the re-measurement of financial instruments, including warrant obligations granted to Amazon. Pre-tax earnings were also reduced by $17.2 million, $16.9 million and $14.0 million for the years ended December 31, 2019, 2018 and 2017, respectively, for the amortization of customer incentives given to ASI in the form of warrants. Additionally, pre-tax earnings from continuing operations included expenses of $9.4 million, gains of $8.2 million and expenses of $6.1 million for the years ended December 31, 2019, 2018 and 2017, respectively, for settlement charges, curtailments and other non-service components of retiree benefit plans. Pre-tax earnings included losses of $17.4 million, $10.5 million and $3.1 million for the years ended December 31, 2019, 2018 and 2017, respectively, for the Company's share of development costs for a joint venture and the partial sale of an airline investment. Pre-tax earnings for 2019 and 2018 also included expense of $0.4 million and $5.3 million, respectively, for acquisition fees incurred during the Company's acquisition of Omni. After removing the effects of these items, adjusted pre-tax earnings from continuing operations, a non-GAAP measure (a definition and reconciliation of adjusted pre-tax earnings from continuing operations follows), were $128.3 million for 2019 compared to $104.6 million for 2018 and $96.5 million for 2017.
Adjusted pre-tax earnings from continuing operations for 2019 improved by 22.6% compared to 2018, driven primarily by additional revenues and the improved financial results of our airline operations, including Omni. We experienced additional revenues and earnings due to the acquisition of Omni in November 2018. Adjusted pre-tax earnings from continuing operations also improved due to additional aircraft leases and the expansion of gateway ground operations for ASI. Growth in revenue was partially offset by the costs necessary to support expanded flight operations, higher costs for flight crews, higher depreciation expense and employee expenses, particularly in support of logistical services. Pre-tax earnings for 2019 and 2018 included additional interest expense of $37.8 million and $11.8 million due to the acquisition of Omni and the expansion of the fleet. Pre-tax earnings for 2018 included contributions from the Company's former USPS contracts for parcel sorting, which expired in September 2018.

30

A summary of our revenues and pre-tax earnings and adjusted pre-tax earnings from continuing operations is shown below (in thousands):
 
Years Ending December 31
 
2019
 
2018
 
2017
Revenues from Continuing Operations:
 
 
 
 
 
CAM
 
 
 
 
 
Aircraft leasing and related services
$
301,984

 
$
245,860

 
$
223,199

Lease incentive amortization
(16,708
)
 
(16,904
)
 
(13,986
)
Total CAM
285,276

 
228,956

 
209,213

ACMI Services
1,078,288

 
548,839

 
459,272

Other Activities
314,014

 
286,579

 
299,257

Total Revenues
1,677,578

 
1,064,374

 
967,742

Eliminate internal revenues
(225,395
)
 
(172,029
)
 
(188,962
)
Customer Revenues - non reimbursed
$
1,452,183

 
$
892,345

 
$
778,780

Revenues for reimbursed expenses
—

 
—

 
289,420

Customer Revenues
$
1,452,183

 
$
892,345

 
$
1,068,200

 
 
 
 
 
 
 
 
 
 
 
 
Pre-Tax Earnings (Loss) from Continuing Operations:
 
 
 
 
 
CAM, inclusive of interest expense
$
68,643

 
$
65,576

 
$
61,510

ACMI Services
32,055

 
11,448

 
7,747

Other Activities
13,422

 
11,170

 
13,748

Net unallocated interest expense
(3,024
)
 
(460
)
 
(512
)
Net financial instrument re-measurement (loss) gain
(12,302
)
 
7,296

 
(79,789
)
Transaction fees
(373
)
 
(5,264
)
 
—

Other non-service components of retiree benefits costs, net
(9,404
)
 
8,180

 
(6,105
)
Loss from non-consolidated affiliate
(17,445
)
 
(10,468
)
 
(3,135
)
Pre-Tax Earnings (Loss) from Continuing Operations
71,572

 
87,478

 
(6,536
)
Add other non-service components of retiree benefit costs, net
9,404

 
(8,180
)
 
6,105

Add charges for non-consolidated affiliates
17,445

 
10,468

 
3,135

Add lease incentive amortization
17,178

 
16,904

 
13,986

Add transaction fees
373

 
5,264

 
—

Add net loss (gain) on financial instruments
12,302

 
(7,296
)
 
79,789

Adjusted Pre-Tax Earnings from Continuing Operations
$
128,274

 
$
104,638

 
$
96,479

Adjusted pre-tax earnings from continuing operations, a non-GAAP measure, is pre-tax earnings excluding settlement charges and other non-service components of retiree benefit costs, gains and losses for the fair value re-measurement of financial instruments, customer incentive amortization, the transaction fees related to the acquisition of Omni, the start-up costs of a non-consolidated joint venture and the partial sale of an airline investment. We exclude these items from adjusted pre-tax earnings because they are distinctly different in their predictability or not closely related to our on-going operating activities. Management uses adjusted pre-tax earnings to compare the performance of core operating results between periods. Presenting this measure provides investors with a comparative metric of fundamental operations while highlighting changes to certain items among periods. Adjusted pre-tax earnings should not be considered in isolation or as a substitute for analysis of the Company's results as reported under GAAP.
We adopted Topic 606 using a modified retrospective approach under which financial statements are prepared under the revised guidance for the year of adoption, but not for prior years. We determined that under Topic 606, the Company is an agent for aircraft fuel and certain other costs reimbursed under its ACMI and CMI contracts and for certain ground services that it arranges for ASI. Under the new standard, such reimbursed amounts are reported net of the corresponding expenses beginning in 2018. Revenues during 2017 included $289.4 million for reimbursable revenues under its ACMI and CMI contracts and for directly reimbursed ground services which, under the new standard, have been reported net of the related expenses in 2019 and 2018.

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2019 and 2018
CAM
CAM offers aircraft leasing and related services to external customers and also leases aircraft internally to the Company's airlines. CAM acquires passenger aircraft and manages the modification of the aircraft into freighters. The follow-on aircraft leases normally cover a term of five to eight years.
As of December 31, 2019 and 2018, CAM had 62 and 59 aircraft under lease to external customers, respectively. CAM's revenues grew by $56.3 million during 2019 compared to 2018, primarily as a result of additional aircraft leases. Revenues from external customers totaled $168.1 million and $156.5 million for 2019 and 2018, respectively. CAM's revenues from the Company's airlines totaled $117.2 million during 2019, compared to $72.4 million for 2018, reflecting lease revenues for the addition of the eleven passenger aircraft acquired with Omni in November 2018. CAM's aircraft leasing and related services revenues, which exclude customer lease incentive amortization, increased $56.1 million in 2019 compared to 2018, primarily as a result of the addition of the eleven passenger aircraft acquired with Omni in November 2018 and new aircraft leases in 2019. Since the beginning of 2019, CAM has added eight Boeing 767-300 aircraft to its lease portfolio. CAM also added two Boeing 767-200 passenger aircraft, six Boeing 767-300 passenger aircraft and three Boeing 777-200 passenger aircraft to its lease portfolio after the Company's acquisition of Omni in November 2018.
CAM's pre-tax earnings, inclusive of internally allocated interest expense, were $68.6 million and $65.6 million during 2019 and 2018, respectively. Increased pre-tax earnings reflect the eleven passenger aircraft leased to Omni as well as the eight aircraft placed into service in 2019, offset by a $16.5 million increase in internally allocated interest expense due to higher debt levels and $31.6 million more depreciation expense driven by the addition of eight Boeing aircraft in 2019 compared to 2018.
During 2019, CAM purchased ten Boeing 767-300 passenger aircraft for freighter conversion and one Boeing 767-300 freighter aircraft. Three of the passenger aircraft were converted to freighters and leased to external customers during 2019 and one of the passenger aircraft was leased internally as a passenger aircraft. As of December 31, 2019, CAM has eight Boeing 767-300 aircraft being modified from passenger to freighter configuration.
In addition to the eight Boeing 767-300 aircraft which were in the modification process at December 31, 2019, CAM has agreements to purchase 15 more Boeing 767-300 aircraft and expects to complete their modifications through 2021. CAM's operating results will depend on its continuing ability to convert passenger aircraft into freighters within planned costs and within the time frames required by customers. During 2020, four leases for Boeing 767-200 aircraft are timed to expire. CAM's future operating results will also depend on the timing and lease rates under which these aircraft are ultimately leased or redeployed. CAM's future operating results will also be impacted by the amortization of additional warrants committed to Amazon in conjunction with agreements for additional long-term aircraft leases.
ACMI Services
The ACMI Services segment provides airline operations to its customers, typically under contracts providing for a combination of aircraft, crews, maintenance, insurance and aviation fuel. Our customers are typically responsible for supplying the necessary aviation fuel and cargo handling services and reimbursing our airline for other operating expenses such as landing fees, ramp expenses, certain aircraft maintenance expenses and fuel procured directly by the airline. Aircraft charter agreements, including those for the DoD, usually require the airline to provide full service, including fuel and other operating expenses for a fixed, all-inclusive price. As of December 31, 2019, ACMI Services included 71 in-service aircraft as follows:
•
Twelve passenger aircraft and 20 freighter aircraft leased internally from CAM
•
Eight CAM-owned freighter aircraft which are under lease to DHL and operated by ABX under the DHL CMI agreement
•
Twenty-six CAM-owned freighter aircraft which are under lease to ASI and operated by ATI and ABX under the ATSA
•
Two freighter aircraft from an external lessor under lease to ASI and operated by ATI under the ATSA
•
Another CAM-owned freighter leased to a customer and operated by ATI

32

•
Two passenger aircraft leased from an external lessor
As of December 31, 2019, ACMI Services revenues included the operation of seven more CAM-owned aircraft compared to December 31, 2018. Total revenues from ACMI Services increased $529.4 million during 2019 compared with 2018 to $1,078.3 million. Improved revenues were driven by the acquisition of OAI and a 40% increase in billable block hours. Increased revenues for 2019 included additional aircraft operations for ASI and the DoD. On a combined basis, ACMI Services revenues for the year ended December 31, 2018 would have been $980.6 million with the inclusion of OAI.
ACMI Services had pre-tax earnings of $32.1 million during 2019, compared to $11.4 million for 2018 inclusive of internally allocated interest expense. Improved pre-tax results in 2019 compared to 2018 were bolstered by expanded revenues from the acquisition of OAI and the timing of scheduled airframe maintenance events. Scheduled airframe maintenance expense decreased $2.9 million during 2019 compared to 2018. Airframe maintenance expense varies depending upon the number of C-checks and the scope of the checks required for those airframes scheduled for maintenance. Internally allocated interest expense increased to $25.0 million for 2019 compared to $6.3 million for 2018 as a result of acquiring OAI. ACMI Services results were negatively impacted by unscheduled engines repairs and the training costs of new flight crew members to keep pace with customers expanding flight schedules. In March 2018, ATI began to implement an amendment to the collective bargaining agreement with its crewmembers. The amendment resulted in increased wages for the ATI crewmembers beginning in the second quarter of 2018.
The future growth of the ACMI Services segment may be impacted by additional aircraft operations for Amazon. During 2019, we began to operate six CAM-owned Boeing 767-300 aircraft under the ATSA and we expect Amazon to lease at least four additional Boeing 767-300 aircraft from CAM with placements in 2020. We expect Amazon to contract the operation of those aircraft through our existing ATSA. Future operating results would also be impacted by the vesting of additional warrants for Amazon, as Amazon leases additional aircraft from CAM and our airlines begin to operate the aircraft under the ATSA.
Maintaining profitability in ACMI Services will depend on a number of factors, including customer flight schedules, crewmember productivity and pay, employee benefits, aircraft maintenance schedules and the number of aircraft we operate. DHL has informed us that it intends to discontinue the ACMI agreements for the Boeing 757 freighter aircraft in 2020. While we are evaluating alternatives for these aircraft, interruptions to revenue are expected to occur. ABX is negotiating with its flight crewmembers' collective bargaining unit. These negotiations could result in changes that may affect ABX's productivity, its crewmembers compensation levels and the marketability of its services.
Other Activities
We provide other support services to our ACMI Services customers and other airlines by leveraging our knowledge and capabilities developed for our own operations over the years. Through AMES and Pemco, we sell aircraft parts and provide maintenance and modification services. We arrange and perform logistical services and package sorting services for certain ASI gateway locations in the U.S. We also provide maintenance for ground equipment, facilities and material handling equipment and we also resell aviation fuel in Wilmington, Ohio. Additionally, our airlines also provide flight training services.
We provided mail and package sorting and logistical support to the USPS at five USPS facilities through September 30, 2018. During the second quarter of 2019, ASI began to in-source some of the gateway locations for which we arrange contracted logistical support.
External customer revenues from all other activities increased $18.9 million in 2019 compared to 2018. Declines in USPS revenue during 2019 were offset by additional facility maintenance services, ground support services and fuel sales provided to ASI. The pre-tax earnings from other activities increased by $2.3 million to $13.4 million in 2019, primarily due to additional ground services and fuel sales to ASI.
Expenses from Continuing Operations
Salaries, wages and benefits expense increased $133.0 million during 2019 compared to 2018 driven by higher headcount for flight operations, maintenance services and package sorting services. The increase in expense for 2019 included $100.4 million for Omni, acquired in November 2018. The increase during 2019 also included higher flight crew wages in conjunction with an amendment to the collective bargaining agreement with the ATI crewmembers, and

33

additional aircraft maintenance technician time to support increased block hours. Increases in salaries, wages and benefits expense were partially offset by personnel reductions due to the expiration of the USPS contracts.
Depreciation and amortization expense increased $78.6 million during 2019 compared to 2018. The increase in depreciation expense included $56.5 million for Omni assets acquired in November 2018. The increase also reflects incremental depreciation for 12 Boeing 767-300 aircraft and additional aircraft engines added to the operating fleet since mid-2018, as well as capitalized heavy maintenance and navigation technology upgrades. We expect depreciation expense to increase during future periods in conjunction with our fleet expansion and capital spending plans.
Maintenance, materials and repairs expense increased by $23.5 million during 2019 compared to 2018. The increase in expense for 2019 included $15.6 million for Omni, acquired in November 2018. Increased maintenance expense for 2019 included unscheduled engine repairs and additional costs to support increased block hours that were flown for cargo customers. Aircraft maintenance and material expenses can vary among periods due to the number of maintenance events and the scope of airframe checks that are performed.
Fuel expense increased by $115.7 million during 2019 compared to 2018. Fuel expense includes the cost of fuel to operate DoD charters, fuel used to position aircraft for service and for maintenance purposes, as well as the cost of fuel sales. The increase for 2019 included $95.8 million for Omni and $14.8 million for increased fuel sales. The remainder of the increase was due to increased fuel for more cargo block hours flown for the DoD in 2019.
Contracted ground and aviation services expense includes navigational services, aircraft and cargo handling services, baggage handling services and other airport services. Contracted ground and aviation services increased $47.4 million during 2019 compared to 2018. This increase included $45.7 million for Omni.
Travel expense increased by $56.6 million during 2019 compared to 2018. The increase for 2019 included $50.5 million for Omni.
Landing and ramp expense, which includes the cost of deicing chemicals, increased by $5.2 million during 2019 compared to 2018. The increase included $5.7 million for Omni.
Rent expense increased by $2.1 million during 2019 compared to 2018. This increase included $5.1 million for Omni. This increase was partially offset by decreases in building rent after the expiration of the contracts for the five USPS facilities.
Insurance expense increased by $1.2 million during 2019 compared to 2018. Aircraft fleet insurance has increased due to additional aircraft operations during 2019 compared to 2018.
Other operating expenses increased by $35.4 million during 2019 compared to 2018. Other operating expenses include professional fees, employee training, utilities, commission expense to our CRAF team for DoD revenues and other expenses. The increase for 2019 included $27.4 million for Omni which was acquired in November 2018 and over $6.5 million related to employee training for additional flight crews necessary to support revenue growth.

34

The following table provides pro forma operating expenses (in thousands) for the Company after giving effect to the Omni acquisition. This information is based on adjustments to the historical consolidated financial statements of Omni using the purchase method of accounting for business combinations. The pro forma adjustments do not include any of the cost savings and other synergies anticipated to result from the acquisition. These pro forma expenses have been prepared for comparative purposes only and do not purport to be indicative of results that would have actually been reported as of the date or for the quarter presented had the acquisition taken place on such date or at the beginning of the quarter indicated, or to project the Company’s financial position or results of operations which may be reported in the future. The pro forma results exclude non-recurring charges recorded by Omni that were directly related to the acquisition by the Company.
 
 
Year Ended December 31, 2018
 
 
Actual ATSG
 
Actual Omni
 
Pro Forma Adjustments
 
Pro Forma Results
Operating Expenses
 
 
 
 
 
 
 
 
Salaries, wages and benefits
 
$
300,514

 
$
85,316

 
$
(2,880
)
 
$
382,950

Depreciation and amortization
 
178,895

 
54,118

 
9,960

 
242,973

Maintenance, materials and repairs
 
146,692

 
14,525

 
(467
)
 
160,750

Fuel
 
39,293

 
89,653

 
—

 
128,946

Contracted ground and aviation services
 
16,640

 
44,898

 
—

 
61,538

Travel
 
34,443

 
39,101

 
—

 
73,544

Landing and ramp
 
5,968

 
6,171

 
—

 
12,139

Rent
 
13,899

 
6,471

 
—

 
20,370

Insurance
 
6,112

 
1,724

 
—

 
7,836

Transaction fees
 
5,264

 
—

 
(5,264
)
 
—

Other operating expenses
 
33,607

 
21,012

 
—

 
54,619

Total Operating Expenses
 
$
781,327

 
$
362,989

 
$
1,349

 
$
1,145,665

The following adjustments were made to the historical financial records to create the unaudited pro forma information in the table above:
•
Adjustments to eliminate transactions between the Company and Omni during the year ended December 31, 2018.
•
Adjustment to reflect estimated additional depreciation and amortization expense of $10.0 million for the year ended December 31, 2018, resulting from the fair value adjustments to Omni’s intangible and tangible assets. Pro forma combined depreciation expense for the periods presented reflect the increased fair values of the aircraft acquired and longer useful lives of the aircraft, indicative of the Company's polices and intent to modify certain aircraft to freighters as an aircraft is removed from passenger service.
Non Operating Income, Adjustments and Expenses
Interest expense increased by $37.8 million during 2019 compared to 2018. Interest expense increased due to a higher average debt level, including additional financing under the Senior Credit Agreement of $675.0 million to finance the acquisition of Omni and higher interest rates on the Company's outstanding loans. We expect interest expense to increase for 2020 reflecting a higher average borrowing level.
The Company recorded unrealized pre-tax losses on financial instruments re-measurements of $12.3 million during the year ended December 31, 2019, compared to unrealized pre-tax net gains of $7.3 million for 2018. The gains and losses include the results of re-valuing, as of December 31, 2019 and 2018, the fair value of the stock warrants granted to Amazon. Generally, the warrant value increases or decreases with corresponding increases or decreases in the ATSG stock price during the measurement period. Additionally, the value of certain warrants depend partially on the probability that warrants will vest upon the execution of aircraft leases. Increases in the traded value of ATSG shares and increases in the probability of vested warrants each result in an increase to the warrant value and resulted in warrant losses recorded to financial instruments for 2019. Warrant losses for 2019 were a result of a 3% increase in the traded value

35

of ATSG shares and an increase in the probabilities of additional aircraft leases. The decrease in the fair value of the warrant obligation between December 31, 2017 and December 31, 2018 corresponded to a decrease in the traded price of ATSG's shares and resulted in a gain in 2018. The unrealized gains and losses resulting from quarterly re-measurements of the warrants may vary widely among quarters.
Non service components of retiree benefits were a net loss of $9.4 million for 2019 compared to a net gain of $8.2 million for 2018. The non service component gain and losses of retiree benefits are actuarially determined and include the amortization of unrecognized gain and loss stemming from changes in assumptions regarding discount rates, expected investment returns and other retirement plan assumptions. Non service components of retiree benefits can varying significantly from one year to the next based on investment results and changes in discount rates used to account for defined benefit retirement plans.
Income tax expense from earnings from continuing operations decreased $8.0 million for 2019 compared to 2018. Income taxes included deferred income tax effects for the gains and losses from warrants re-measurements and the amortization of the customer incentive. The income tax effects of the warrant re-measurements and the amortization of the customer incentive are different than the book expenses and benefits required by generally accepted accounting principles because for tax purposes, the warrants are valued at a different time and under a different valuation method. The recognition of discrete tax items, such as the conversion of employee stock awards, the issuance of stock warrants and other items have an impact on the effective rate during a period. The effective tax rate, before including the warrant revaluations and incentive amortization was 19 % for 2019 compared to 24.0% for the year ended December 31, 2018. The adjusted effective tax rate declined for 2019 compared to 2018 due to a higher percentage of our revenues and earnings occurring in states and other tax jurisdictions with lower tax rates than previously estimated for the services and leases that we provide. Income tax expense for 2019 reflects a tax benefit of $4.9 million to re-measure deferred state income taxes using lower tax rates than previously estimated.
The effective rate for 2020 will be impacted by a number of factors, including the apportionment of income among taxing jurisdictions and the re-measurement of the stock warrants at the end of each reporting period. As a result of the warrant re-measurements and related income tax treatment, the overall effective tax can vary significantly from period to period. We estimate that the Company's effective tax rate for 2020, before applying the deductibility of the stock warrant re-measurement and related incentive amortization and the benefit of the stock compensation, will be approximately 24%.
As of December 31, 2019, the Company had operating loss carryforwards for U.S. federal income tax purposes of approximately $172.5 million which do not expire but which use is limited to 80% of taxable income in any given year. We expect to utilize the loss carryforwards to offset federal income tax liabilities in the future. As a result, we do not expect to pay federal income taxes until 2024 or later. The Company may, however, be required to pay certain federal minimum taxes and certain state and local income taxes before then. The Company's taxable income earned from international flights is primarily sourced to the United States under international aviation agreements and treaties. When we operate in countries without such agreements, the Company could incur additional foreign income taxes.
Discontinued Operations
The financial results of discontinued operations primarily reflect pension, workers' compensation cost adjustments and other benefits for former employees previously associated with ABX's former hub operations pursuant to which ABX performed package sorting services for DHL. Pre-tax gains related to the former sorting operations were $1.6 million for 2019 compared to $1.8 million for 2018. Pre-tax earnings during 2019 and 2018 were a result of reductions in self-insurance reserves for former employee claims and pension credits.

2018 compared to 2017
Fleet Summary 2018 & 2017
As of December 31, 2018, ABX, ATI and OAI were leasing 29 in-service aircraft internally from CAM for use in ACMI Services. As of December 31, 2018, three of CAM's 29 Boeing 767-200 aircraft shown in the aircraft fleet table above and seven of the 28 Boeing 767-300 aircraft were leased to DHL and operated by ABX. Additionally, 12 of CAM's 29 Boeing 767-200 aircraft and eight of CAM's 28 Boeing 767-300 aircraft were leased to ASI and operated by ABX or ATI. CAM leased the other 14 Boeing 767-200 aircraft and 13 Boeing 767-300 aircraft to external customers, including six Boeing 767-200 aircraft to DHL that are being operated by a DHL-owned airline. The carrying values

36

of the total in-service fleet as of December 31, 2018, 2017 and 2016 were $1,334.9 million, $955.2 million and $793.9 million, respectively. The table above does not reflect one Boeing 767-200 passenger aircraft owned by CAM that is not in service condition or the process of freighter modification.
Aircraft fleet activity during 2018 is summarized below:
- CAM completed the modification of nine Boeing 767-300 freighter aircraft, six purchased in the previous year and three purchased in 2018. CAM began to lease seven of those aircraft under multi-year leases to external customers. CAM began to lease the other two aircraft to ATI.
- CAM completed the modification of one Boeing 737-400 freighter aircraft purchased in the previous year and entered into a multi-year lease with an external customer.
- With the Company's acquisition of Omni, CAM added two Boeing 767-200 passenger aircraft, six Boeing 767-300 passenger aircraft and three Boeing 777-200 passenger aircraft. All eleven of these passenger aircraft are being leased to OAI. Additionally, OAI leases two other Boeing 767 aircraft from third party lessors.
- ABX returned one Boeing 767-300 and two Boeing 767-200 freighter aircraft to CAM. The 767-300 aircraft was then leased to an external customer under a multi-year lease and is being operated by ABX while the two 767-200 aircraft were leased to different external customers under multi-year leases.
- CAM sold one Boeing 767-300 freighter aircraft, which was under lease to an external customer.
- CAM purchased eight Boeing 767-300 passenger aircraft for the purpose of converting the aircraft into standard freighter configuration.
- External lessees returned two Boeing 767-200 freighter aircraft to CAM. One of these aircraft is being prepped for redeployment to another lessee while the other aircraft was removed from service.
As of December 31, 2017, ABX and ATI were leasing 19 in-service aircraft internally from CAM for use in ACMI Services. As of December 31, 2017, six of CAM's 29 Boeing 767-200 aircraft shown in the aircraft fleet table above and six of the 21 Boeing 767-300 aircraft were leased to DHL and operated by ABX. Additionally, 12 of CAM's 29 Boeing 767-200 aircraft and eight of CAM's 21 Boeing 767-300 aircraft were leased to ASI and operated by ABX or ATI. CAM leased the other 11 Boeing 767-200 aircraft and seven Boeing 767-300 aircraft to external customers, including four Boeing 767-200 aircraft to DHL that are being operated by a DHL-owned airline. The carrying values of the total in-service fleet as of December 31, 2017, 2016 and 2015 were $955.2 million, $793.9 million and $742.6 million, respectively.
Aircraft fleet activity during 2017 is summarized below:
- CAM completed the modification of seven Boeing 767-300 freighter aircraft purchased in the previous year and began to lease five of those aircraft, which are being operated by ATI, under multi-year leases to ASI. CAM began to lease the sixth aircraft to ATI and the Company leased the seventh aircraft under a multi-year lease to an external customer.
- CAM leased one Boeing 767-300 freighter aircraft, which was modified during 2016, to ASI under a multi-year lease. ATI was separately contracted to operate that aircraft.
- CAM leased one Boeing 767-200 freighter, which was being staged for leasing, to ATI.
- External lessees returned two Boeing 767-200 freighter aircraft which were operated by ABX. Two Boeing 767-200 aircraft were redeployed to external customers.
- CAM purchased eight Boeing 767-300 passenger aircraft during 2017 for the purpose of converting the aircraft into a standard freighter configuration. Two of these aircraft completed the freighter modification process and entered into multi-year leases with external customers.
- The Company purchased two Boeing 737-400 passenger aircraft during 2017 for the purpose of converting the aircraft into a standard freighter configuration. One aircraft completed the freighter modification process and entered into a multi-year lease with an external customer.

37

CAM
As of December 31, 2018 and 2017, CAM had 59 and 51 aircraft under lease to external customers, respectively. CAM's revenues grew by $19.4 million during 2018 compared to 2017, primarily as a result of additional aircraft leases. Revenues from external customers totaled $156.5 million and $140.4 million for 2018 and 2017, respectively. CAM's revenues from the Company's airlines totaled $72.4 million during 2018, compared to $69.1 million for 2017, reflecting lease revenues for the addition of the eleven passenger aircraft acquired with Omni in November 2018. CAM's aircraft leasing and related services revenues, which exclude customer lease incentive amortization, increased $22.3 million in 2018 compared to 2017, primarily as a result of new aircraft leases in 2018. Since the beginning of 2018, CAM has added nine Boeing 767-300 freighter aircraft and one Boeing 737-400 freighter aircraft to its lease portfolio. CAM also added two Boeing 767-200 passenger aircraft, six Boeing 767-300 passenger aircraft and three Boeing 777-200 passenger aircraft to its lease portfolio after the Company's acquisition of Omni in November 2018.
CAM's pre-tax earnings, inclusive of internally allocated interest expense, were $65.6 million and $61.5 million during 2018 and 2017, respectively. Increased pre-tax earnings reflect the eleven passenger aircraft leased to Omni as well as the ten freighter aircraft placed into service in 2018, offset by a $6.2 million increase in internally allocated interest expense due to higher debt levels, the $2.9 million increase in the amortization of the ASI lease incentive in 2018 compared to 2017, and $18.8 million more depreciation expense driven by the addition of ten Boeing aircraft in 2018 compared to 2017.
During 2018, CAM purchased eight Boeing 767-300 passenger aircraft for freighter conversion, two of which were leased to external customers and one leased internally during 2018 after completing the conversion process. As of December 31, 2018, the remaining five of these Boeing 767-300 passenger aircraft were being modified from passenger to freighter configuration. The Company also leased one Boeing 737-400 aircraft which was purchased during 2017 to an external customer after completing the conversion process in 2018.
ACMI Services
As of December 31, 2018, ACMI Services included 62 in-service aircraft, including 29 leased internally from CAM, ten CAM-owned freighter aircraft which are under lease to DHL and operated by ABX under a CMI agreement, 20 CAM-owned freighter aircraft which are under lease to ASI and operated by ATI and ABX under the ATSA, two passenger aircraft leased from an external lessor and another CAM-owned freighter operated by ATI.
Total revenues from ACMI Services decreased $65.9 million during 2018 compared with 2017 to $548.8 million. ACMI Services revenues for the 2017 year included $155.5 million for the reimbursement of fuel and certain operating expenses. Such revenues for 2018 are reported net of expenses after the adoption of Topic 606. Airline services revenues from external customers, excluding revenues for the reimbursement of fuel and certain operating expenses, increased $89.6 million. Improved revenues, excluding directly reimbursed expenses, were driven by additional aircraft operations for ASI, a 5% increase in billable block hours as well as the acquisition of OAI. As of December 31, 2018, ACMI Services revenues included the operation of eleven more CAM-owned aircraft compared to December 31, 2017.
ACMI Services had pre-tax earnings of $17.7 million during 2018, compared to $8.6 million for 2017. Improved pre-tax results in 2018 compared to 2017 were bolstered by expanded revenues, the timing of scheduled airframe maintenance events, and the acquisition of OAI. Scheduled airframe maintenance expense decreased $0.7 million during 2018 compared to 2017. Airframe maintenance expense varies depending upon the number of C-checks and the scope of the checks required for those airframes scheduled for maintenance. In March 2018, ATI began to implement an amendment to the collective bargaining agreement with its crewmembers. The amendment resulted in increased wages for the ATI crewmembers beginning in the second quarter of 2018.
Other Activities
External customer revenues from all other activities decreased $126.0 million to $187.0 million for 2018. External customer revenues from all other activities, excluding directly reimbursed revenues, increased 7.9 million. Revenues for 2018 reflect the change in accounting standards beginning in 2018 after the adoption of Topic 606 to recognize certain aircraft maintenance and modification services over time instead of upon completion. During 2017, revenues were recognized in large amounts upon completion and redelivery of an aircraft to the customer. Customer revenues also increased due to additional ground support services provided to ASI, offset by declines in USPS revenue during 2018. The pre-tax earnings from other activities decreased by $2.6 million to $11.2 million in 2018, reflecting a mix

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of more lower margin maintenance services revenues and longer completion times partially offset by additional ASI services and improved results from an airline affiliate accounted for under the equity method.
Expenses from Continuing Operations
Salaries, wages and benefits expense increased $24.4 million during 2018 compared to 2017 driven by higher headcount for flight operations, maintenance services and package sorting services. The increase in expense for 2018 included $13.4 million for Omni, acquired in November 2018. The increase during 2018 also included higher flight crew wages in conjunction with an amendment to the collective bargaining agreement with the ATI crewmembers, additional employees and additional aircraft maintenance technician time to support increased block hours and increased aircraft maintenance and modification services revenues.
Depreciation and amortization expense increased $24.3 million during 2018 compared to 2017. The increase in depreciation expense included $8.7 million for Omni assets acquired in November 2018. The increase also reflects incremental depreciation for 15 Boeing 767-300 aircraft and additional aircraft engines added to the operating fleet since mid-2017, as well as capitalized heavy maintenance and navigation technology upgrades. We expect depreciation expense to increase during future periods in conjunction with our fleet expansion and capital spending plans.
Maintenance, materials and repairs expense increased by $5.1 million during 2018 compared to 2017. The increase in expense for 2018 included $2.8 million for Omni, acquired in November 2018. The remainder of the increase was due primarily to aircraft maintenance and modification services for external customers. During 2018, the Company had an increased level of aircraft maintenance and modification customer revenues and direct expenses compared to 2017. Aircraft maintenance and material expenses can vary among periods due to the number of maintenance events and the scope of airframe checks that are performed.
Fuel expense decreased by $110.3 million during 2018 compared to 2017. In 2017, fuel expense included reimbursable fuel billed to DHL, ASI and other ACMI customers which is being netted against the revenue in 2018 after the adoption of Topic 606. The customer-reimbursed fuel for 2017 was $133.5 million. Fuel expense includes the cost of fuel to operate DoD charters as well as fuel used to position aircraft for service and for maintenance purposes. Fuel expense, excluding customer-reimbursed fuel, increased $23.2 million for 2018 compared to 2017. The increase for 2018 included $13.8 million for Omni. The remainder of the increase was due to more block hours flown for military customers in 2018.
Contracted ground and aviation services expense includes navigational services, aircraft and cargo handling services, baggage handling services and other airport services. Contracted ground and aviation services decreased $130.5 million during 2018 compared to 2017. The decrease is primarily due to the netting of reimbursable revenues from certain ground services arranged for ASI against the expense in 2018 due to the adoption of Topic 606. The customer-reimbursed expenses in 2017 were $138.4 million. Without these customer-reimbursed expenses, contracted ground and aviation services increased $7.9 million during 2018 compared to 2017. This increase included $5.8 million for Omni.
Travel expense increased by $7.1 million during 2018 compared to 2017. The increase for 2018 included $6.3 million for Omni.
Landing and ramp expense, which includes the cost of deicing chemicals, decreased by $16.3 million during 2018 compared to 2017. The decrease is primarily due to the netting of reimbursable revenues from landing and ramp fees billed to DHL, ASI and other ACMI customers against expense in 2018 due to the adoption of Topic 606.
Rent expense increased by $0.3 million during 2018 compared to 2017. This increase included $1.1 million for Omni. This increase was partially offset by decreases in building rent after the expiration of the contracts for the five USPS facilities.
Insurance expense increased by $1.3 million during 2018 compared to 2017. Aircraft fleet insurance has increased due to additional aircraft operations during 2018 compared to 2017.
Other operating expenses increased by $1.8 million during 2018 compared to 2017. Other operating expenses include professional fees, employee training and utilities. The increase for 2018 included $4.0 million for Omni. Other operating expenses during 2018 were partially offset by improved operating results of an airline affiliate accounted for under the equity method.

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Non Operating Income, Adjustments and Expenses
Interest expense increased by $11.8 million during 2018 compared to 2017. Interest expense increased due to a higher average debt level, including additional financing under the Senior Credit Agreement of $675.0 million to finance the acquisition of Omni and higher interest rates on the Company's outstanding loans. Interest expense in 2018 and 2017 was also impacted by the convertible notes issued in September 2017. The convertible notes have a principal value of $258.8 million and bear interest at a cash coupon rate of 1.125%. At the time of issuance, the value of the conversion feature of the convertible notes was recorded as a debt discount and is being amortized along with debt issuance costs to interest expense over the seven year term of the convertible notes. The amortization of the convertible debt discount and issuance costs was $8.3 million and $2.1 million during 2018 and 2017, respectively.
The Company recorded pre-tax net gains on financial instruments of $7.3 million during the year ended December 31, 2018, compared to losses of $79.8 million during 2017. The gains and losses are primarily a result of re-measuring, as of December 31, 2018 and 2017, the fair value of the stock warrants granted to Amazon. The increase in the fair value of the warrant obligation since December 31, 2016 corresponded to an increase in the traded price of the Company's shares and resulted in a non-cash loss in 2017.
Non service components of retiree benefits were a net gain of $8.2 million for 2018 compared to a net loss of $6.1 million for 2017. The non service component gains and losses of retiree benefits are actuarially determined and include the amortization of unrecognized gains and losses stemming from changes in assumptions regarding discount rates, expected investment returns and other retirement plan assumptions. Non service components also include the effects of large pension settlement transactions. As a result of a pension settlement transaction, the Company recognized pretax settlement charges of $5.3 million to continued operations during 2017.
Income tax expense from earnings from continuing operations decreased $47.9 million for 2018 compared to 2017. Income tax benefits from earnings from continuing operations for 2017 included a benefit of $59.9 million due to the enactment of Federal legislation known as The Tax Cuts and Jobs Acts ("Tax Act") in December 2017. The re-measurement of deferred tax balances using the lower federal rates enacted by the Tax Act, resulted in a reduction in our net deferred tax liability and the recognition of a deferred tax benefit. Income taxes included deferred income tax effects for the gains and losses from warrants re-measurements and the amortization of the customer incentive. The effective tax rate, before including the warrant revaluations and incentive amortization was 24.0% for 2018 compared to 37.5% for the year ended December 31, 2017. The effective tax rate declined for 2018 primarily due to the effects of the lower statutory tax rates enacted by the Tax Act.
Discontinued Operations
Pre-tax gains related to the former sorting operations were $1.8 million for 2018 compared to pre-tax losses of $5.1 million for 2017. Pre-tax earnings during 2018 were a result of reductions in self-insurance reserves for former employee claims and pension credits. During 2017, pension expense for discontinued operations included a $7.6 million pre-tax charge for the settlement of certain retirement obligations through a third party group annuity contract.

FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
Cash Flows
Net cash generated from operating activities totaled $396.9 million, $298.0 million and $235.0 million in 2019, 2018 and 2017, respectively. Improved cash flows generated from operating activities during 2019 and 2018 were driven primarily by additional aircraft leases to customers and by increased operating levels of the ACMI Services segment. Cash outlays for pension contributions were $5.4 million, $22.2 million and $4.5 million in 2019, 2018 and 2017, respectively.
Capital spending levels were primarily the result of aircraft modification costs and the acquisition of aircraft for freighter modification. Cash payments for capital expenditures were $453.5 million, $292.9 million and $296.9 million in 2019, 2018 and 2017, respectively. Capital expenditures in 2019 included $328.0 million for the acquisition of eleven Boeing 767-300 aircraft and freighter modification costs; $76.1 million for required heavy maintenance; and $49.4 million for other equipment, including purchases of aircraft engines and rotables. Capital expenditures in 2018 included $197.1 million for the acquisition of eight Boeing 767-300 aircraft and freighter modification costs; $61.7 million for required heavy maintenance; and $34.1 million for other equipment, including purchases of aircraft engines

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and rotables. Our capital expenditures in 2017 included $209.4 million for the acquisition of eight Boeing 767-300 aircraft, two Boeing 737-400 aircraft and freighter modification costs; $53.3 million for required heavy maintenance; and $34.2 million for other equipment, including purchases of aircraft engines and rotables.
Cash proceeds of $10.8 million, $17.6 million and $0.4 million were received in 2019, 2018 and 2017, respectively, for the sale of aircraft engines and airframes.
During 2019 and 2018, we spent $24.4 million and $866.6 million, respectively, for acquisitions and investments in other businesses. Spending in 2018 included $855.1 million for the acquisition of Omni, net of cash acquired. During 2019, 2018 and 2017, we contributed $12.3 million, $11.4 million and $8.7 million for entry and subsequent contributions into a joint-venture with Precision Aircraft Solutions, LLC, to develop a passenger-to-freighter conversion program for Airbus A321-200 aircraft. In 2019, we acquired a group of companies that had been under common control referred to as TriFactor, a material handling systems integrator.
Net cash provided by financing activities was $57.0 million, $870.5 and $79.7 million in 2019, 2018 and 2017, respectively. On November 9, 2018, in conjunction with the Omni acquisition, the Company amended its Senior Credit Agreement to include a term loan of $675.0 million and drew an additional $180.0 million from the revolving credit facility. During 2019, we drew a total $100.0 million from the revolving credit facility. We made debt principal payments of $39.5 million. Our borrowing activities were necessary to purchase and modify aircraft for deployment into air cargo markets.
In September 2017, we received proceeds of $258.8 million from the issuance of convertible notes. In conjunction with the issuance of convertible notes, we received $38.5 million for the issuance of stock warrants and paid $56.1 million for related convertible note hedges. We paid issuance costs of $6.5 million for these transactions. The net proceeds from these transactions were $234.7 million, of which $205.0 million was used to pay down the balance of our revolving credit facility, thereby increasing the amount available for future draws under that facility. The convertible notes and the related transactions are described further in Note G of the accompanying condensed consolidated financial statements.
During 2018, we spent $3.6 million to buy 157,000 shares of the Company's common stock pursuant to a share repurchase plan authorized in 2014. The repurchase plan, which originally authorized the Company to purchase up to $50.0 million of common stock, was amended by the Board in May 2016 to increase such authorization to up to $100 million and amended by the Board again in February 2018 to increase such authorization to up to $150 million. We spent $11.2 million during 2017 to repurchase shares under the authorized plan.
Commitments
The table below summarizes the Company's contractual obligations and commercial commitments (in thousands) as of December 31, 2019.
 
Payments Due By Year
Contractual Obligations
Total
 
2020
 
2021 and 2022
 
2023 and 2024
 
2025 and after
Debt obligations, including interest payments
$
1,772,087

 
$
65,756

 
$
145,339

 
$
1,551,340

 
$
9,652

Facility leases
31,938

 
8,690

 
10,904

 
7,689

 
4,655

Aircraft and modification obligations
369,088

 
270,416

 
98,672

 
—

 
—

Aircraft and other leases
16,033

 
5,859

 
6,285

 
3,389

 
500

Total contractual cash obligations
$
2,189,146

 
$
350,721

 
$
261,200

 
$
1,562,418

 
$
14,807

The long term debt bears interest at 1.125% to 3.675% per annum at December 31, 2019. For additional information about the Company's debt obligations, see Note G of the accompanying financial statements.
The Company provides defined benefit pension plans to certain employee groups. The table above does not include cash contributions for pension funding, due to the absence of scheduled maturities. The timing of pension and post-retirement healthcare payments cannot be reasonably determined, except for $11.3 million expected to be funded in 2020. For additional information about the Company's pension obligations, see Note J of the accompanying financial statements.

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As of December 31, 2019, the Company had eight aircraft that were in or awaiting the modification process. Additionally, we placed non-refundable deposits to purchase 15 more Boeing 767-300 passenger aircraft through 2021. We estimate that capital expenditures for 2020 will total $420 million of which the majority will be related to aircraft purchases and freighter modifications. Actual capital spending for any future period will be impacted by aircraft acquisitions, maintenance and modification processes. We expect to finance the capital expenditures from current cash balances, future operating cash flows and the Senior Credit Agreement. The Company outsources a significant portion of the aircraft freighter modification process to a non-affiliated third party. The modification primarily consists of the installation of a standard cargo door and loading system. For additional information about the Company's aircraft modification obligations, see Note I of the accompanying financial statements.
Since August 3, 2017, the Company has been part of a joint-venture with Precision Aircraft Solutions, LLC, to develop a passenger-to-freighter conversion program for Airbus A321-200 aircraft. We anticipate approval of a supplemental type certificate from the FAA in 2020. We expect to make contributions equal to the Company's 49% ownership percentage of the program's total costs during 2020.
Liquidity
We have a Senior Credit Agreement with a consortium of banks that includes an unsubordinated term loan of $626.3 million, net of debt issuance costs, and a revolving credit facility from which the Company has drawn $632.9 million, net of repayments, as of December 31, 2019. The Senior Credit Agreement expires in November 2024 if certain liquidity measures are maintained during the 2024 and contains an incremental accordion capacity based on debt ratios. As of December 31, 2019, the unused revolving credit facility totaled $103.9 million, net of draws of $632.9 million and outstanding letters of credit of $13.2 million. As of December 31, 2019, the Senior Credit Agreement permitted additional indebtedness, subject to compliance with other covenants, of up to $750.0 million of which $258.8 million had been utilized for the issuance of convertible notes as of such date.
On January 28, 2020, we completed a debt offering of $500 million in senior unsecured notes (the “Senior Notes”). The Senior Notes were sold only to qualified institutional buyers in the United States pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and certain investors pursuant to Regulation S under the Securities Act. The Senior Notes are senior unsecured obligations that bear interest at a rate of 4.750% per year, payable semiannually in arrears on February 1 and August 1 of each year, beginning on August 1, 2020. The Senior Notes will mature on February 1, 2028. The Senior Notes contain customary events of default and covenants which are generally no more restrictive than those set forth in the Senior Credit Agreement. The net proceeds from the Senior Notes were used to pay down the revolver credit facility.
The Senior Credit Agreement is collateralized by our fleet of Boeing 777, 767 and 757 freighter aircraft. Under the terms of the Senior Credit Agreement, we are required to maintain collateral coverage equal to 115% of the outstanding balances of the term loans and the total funded revolving credit facility. The minimum collateral coverage which must be maintained is 50% of the outstanding balance of the term loan plus the revolving credit facility commitment, which was $750.0 million.
Under the Senior Credit Agreement, the Company is subject to covenants and warranties that are usual and customary including, among other things, limitations on certain additional indebtedness, guarantees of indebtedness, as well as a total debt-to-EBITDA (earnings before interest, taxes, depreciation and amortization expenses) ratio and a fixed charge coverage ratio. The Senior Credit Agreement stipulates events of default including unspecified events that may have a material adverse effect on the Company. If an event of default occurs, the Company may be forced to repay, renegotiate or replace the Senior Credit Agreement.
Additional debt or lower EBITDA may result in higher interest rates. Under the Senior Credit Agreement, interest rates are adjusted quarterly based on the prevailing LIBOR or prime rates and a ratio of the Company's outstanding debt level to EBITDA. At the Company's current debt-to-EBITDA ratio, the unsubordinated term loans and the revolving credit facility bear variable interest rates of 3.675% and 3.649%, respectively.
At December 31, 2019, the Company had $46.2 million of cash balances. We believe that the Company's current cash balances and forecasted cash flows provided from its operating agreements, combined with its Senior Credit Agreement, will be sufficient to fund operations, capital spending, scheduled debt payments and required pension funding for at least the next 12 months.

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Off-Balance Sheet Arrangements
As part of our ongoing business, we do not participate in transactions that generate relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities (“SPEs”), which would have been established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes. As of December 31, 2019 and 2018, we were not involved in any material unconsolidated SPE transactions.
Certain of our operating leases and agreements contain indemnification obligations to the lessor or one or more other parties that are considered usual and customary (e.g. use, tax and environmental indemnifications), the terms of which range in duration and are often limited. Such indemnification obligations may continue after the expiration of the respective lease or agreement. No amounts have been recognized in our financial statements for the underlying fair value of guarantees and indemnifications.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES
“Management’s Discussion and Analysis of Financial Condition and Results of Operations,” as well as certain disclosures included elsewhere in this report, are based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires us to select appropriate accounting policies and make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosures of contingencies. In certain cases, there are alternative policies or estimation techniques which could be selected. On an ongoing basis, we evaluate our selection of policies and the estimation techniques we use, including those related to revenue recognition, post-retirement liabilities, bad debts, self-insurance reserves, valuation of spare parts inventory, useful lives, salvage values and impairment of property and equipment, income taxes, contingencies and litigation. We base our estimates on historical experience, current conditions and on various other assumptions that are believed to be reasonable under the circumstances. Those factors form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources, as well as for identifying and assessing our accounting treatment with respect to commitments and contingencies. Actual results may differ from these estimates under different assumptions or conditions. We believe the following significant and critical accounting policies involve the more significant judgments and estimates used in preparing the consolidated financial statements.
Revenue Recognition
Aircraft lease revenues are recognized as operating lease revenues on a straight-line basis over the term of the applicable lease agreements. Revenues generated from airline service agreements are typically recognized based on hours flown or the amount of aircraft and crew resources provided during a reporting period. Certain agreements include provisions for incentive payments based upon on-time reliability. These incentives are typically measured on a monthly basis and recorded to revenue in the corresponding month earned. Revenues for operating expenses that are reimbursed through airline service agreements, including consumption of aircraft fuel, are generally recognized as the costs are incurred, on a net basis. Revenues from charter service agreements are recognized on scheduled and non-scheduled flights when the specific flight has been completed. Revenues from the sale of aircraft parts and engines are recognized when the parts are delivered. Effective January 1, 2018, the Company records revenues and estimated earnings for its airframe maintenance and aircraft modification contracts using the percentage-of-completion cost input method. Prior to January 1, 2018, revenues earned and expenses incurred in providing aircraft-related maintenance, repair or modification services were usually recognized in the period in which the services were completed and delivered to the customer. Revenues derived from sorting parcels are recognized in the reporting period in which the services are performed.
Goodwill and Intangible Assets
We assess in the fourth quarter of each year whether the Company’s goodwill acquired in acquisitions is impaired in accordance with the Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) Topic 350-20 Intangibles—Goodwill and Other. Additional assessments may be performed on an interim basis whenever events or changes in circumstances indicate an impairment may have occurred. Indefinite-lived intangible assets are not amortized but are assessed for impairment annually, or more frequently if impairment indicators occur. Finite-lived intangible assets are amortized over their estimated useful economic lives and are periodically reviewed for impairment.

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The goodwill impairment test requires significant judgment, including the determination of the fair value of each reporting unit that has goodwill. We estimate the fair value using a market approach and an income approach utilizing discounted cash flows applied to a market-derived rate of return. The market approach utilizes market multiples from comparable publicly traded companies. The market multiples include revenues and EBITDA (earnings before interest, taxes, depreciation and amortization). We derive cash flow assumptions from many factors including recent market trends, expected revenues, cost structure, aircraft maintenance schedules and long term strategic plans for the deployment of aircraft. Key assumptions under the discounted cash flow models include projections for the number of aircraft in service, capital expenditures, long term growth rates, operating cash flows and market-derived discount rates.
The performance of the goodwill impairment test is the comparison of the fair value of the reporting unit to its respective carrying value. If the carrying value of a reporting unit is less than its fair value no impairment exists. If the carrying value of a reporting unit is higher than its fair value an impairment loss is recorded for the difference and charged to operations. See additional information about the goodwill impairment tests in Note C of the accompanying consolidated financial statements.
Based on our analysis, the individual fair values of each reporting unit having goodwill exceeded their respective carrying values as of December 31, 2019. We have used the assistance of an independent business valuation firm in estimating an expected market rate of return, and in the development of a market approach for CAM and OAI separately, using multiples of EBITDA and revenues from comparable publicly traded companies. Our key assumptions used for CAM's goodwill testing include uncertainties, including the level of demand for cargo aircraft by shippers, the DoD and freight forwarders and CAM's ability to lease aircraft and the lease rates that will be realized. The demand for customer airlift is projected based on input from customers, management's interface with customer planning personnel and aircraft utilization trends. Our key assumptions used for OAI's goodwill testing include the number of aircraft that OAI will operate, the amount of revenues that the aircraft will generate, the number of flight crews and cost of flight crews needed. Our key assumptions used for Pemco's and TriFactor's goodwill testing includes the level of revenues that customers will seek and the cost of labor, parts and contract resources expected to be utilized. Certain events or changes in circumstances could negatively impact our key assumptions. Customer preferences may be impacted by changes in aviation fuel prices. Key customers, including DHL, Amazon and the DoD may decide that they do not need as many aircraft as projected or may find alternative providers.
Long-lived assets
Aircraft and other long-lived assets are tested for impairment whenever events or changes in circumstances indicate the carrying value of the assets may not be recoverable. Factors which may cause an impairment include termination of aircraft from a customer's network, extended operating cash flow losses from the assets and management's decisions regarding the future use of assets. To conduct impairment testing, we group assets and liabilities at the lowest level for which identifiable cash flows are largely independent of cash flows of other assets and liabilities. For assets that are to be held and used, impairment is recognized when the estimated undiscounted cash flows associated with an asset group is less than the carrying value. If impairment exists, an adjustment is made to write the assets down to fair value, and a loss is recorded as the difference between the carrying value and fair value. Fair values are determined considering quoted market values, discounted cash flows or internal and external appraisals, as applicable.
Depreciation
Depreciation of property and equipment is provided on a straight-line basis over the lesser of an asset’s useful life or lease term. We periodically evaluate the estimated service lives and residual values used to depreciate our property and equipment. The acceleration of depreciation expense or the recording of significant impairment losses could result from changes in the estimated useful lives of our assets. We may change the estimated useful lives due to a number of reasons, such as the existence of excess capacity in our air networks, or changes in regulations grounding or limiting the use of aircraft.
Self-Insurance
We self-insure certain claims related to workers’ compensation, aircraft, automobile, general liability and employee healthcare. We record a liability for reported claims and an estimate for incurred claims that have not yet been reported. Accruals for these claims are estimated utilizing historical paid claims data and recent claims trends. Changes in claim severity and frequency could result in actual claims being materially different than the costs provided for in our results

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of operations. We maintain excess claims coverage with common insurance carriers to mitigate our exposure to large claim losses.
Contingencies
We are involved in legal matters that have a degree of uncertainty associated with them. We continually assess the likely outcomes of these matters and the adequacy of amounts, if any, provided for these matters. There can be no assurance that the ultimate outcome of these matters will not differ materially from our assessment of them. There also can be no assurance that we know all matters that may be brought against us at any point in time.
Income Taxes
We account for income taxes under the provisions of FASB ASC Topic 740-10 Income Taxes. The objectives of accounting for income taxes are to recognize the amount of taxes payable or refundable for the current year and deferred tax liabilities and assets for the future tax consequences of events that have been recognized in the Company’s financial statements or tax returns. Judgment is required in assessing the future tax consequences of events that have been recognized in the Company’s financial statements or tax returns. Fluctuations in the actual outcome of expected future tax consequences could materially impact the Company’s financial position or its results of operations.
The Company has significant deferred tax assets including net operating loss carryforwards (“NOL CFs”) for federal income tax purposes. Based upon projections of taxable income, we determined that it was more likely than not that the NOL CF’s will be realized. Accordingly, we do not have an allowance against these deferred tax assets at this time.
We recognize the impact of a tax position if that position is more likely than not of being sustained on audit, based on the technical merits of the position.
Stock Warrants
The Company’s accounting for warrants issued to a lessee is determined in accordance with the financial reporting guidance for equity-based payments to non-employees and for financial instruments. The warrants issued to lessees are recorded as a lease incentive asset using their fair value at the time that the lessee has met its performance obligation. The lease incentive is amortized against revenues over the duration of related aircraft leases. The unexercised warrants are classified in liabilities and re-measured to fair value at the end of each reporting period, resulting in a non-operating gain or loss.
Post-retirement Obligations
The Company sponsors qualified defined benefit pension plans for ABX’s flight crewmembers and other eligible employees. The Company also sponsors non-qualified, unfunded excess plans that provide benefits to executive management and crewmembers that are in addition to amounts permitted to be paid through our qualified plans under provisions of the tax laws. Employees are no longer accruing benefits under any of the defined benefit pension plans. The Company also sponsors unfunded post-retirement healthcare plans for ABX’s flight crewmembers.
The accounting and valuation for these post-retirement obligations are determined by prescribed accounting and actuarial methods that consider a number of assumptions and estimates. The selection of appropriate assumptions and estimates is significant due to the long time period over which benefits will be accrued and paid. The long term nature of these benefit payouts increases the sensitivity of certain estimates on our post-retirement costs. In actuarially valuing our pension obligations and determining related expense amounts, key assumptions include discount rates, expected long term investment returns, retirement ages and mortality. Actual results and future changes in these assumptions could result in future costs that are materially different than those recorded in our annual results of operations.
Our actuarial valuation includes an assumed long term rate of return on pension plan assets of 6.10%. Our assumed rate of return is based on a targeted long term investment allocation of 30% equity securities, 65% fixed income securities and 5% cash. The actual asset allocation at December 31, 2019 was 26% equities, 74% fixed income and 0% cash. The pension trust includes $2.1 million of investments (less than 1% of the plans' assets) whose fair values have been estimated in the absence of readily determinable fair values. Such investments include private equity, hedge fund investments and real estate funds. Management’s estimates are based on information provided by the fund managers or general partners of those funds.
In evaluating our assumptions regarding expected long term investment returns on plan assets, we consider a number of factors, including our historical plan returns in connection with our asset allocation policies, assistance from

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investment consultants hired to provide oversight over our actively managed investment portfolio, and long term inflation assumptions. The selection of the expected return rate materially affects our pension costs. Our expected long term rate of return was 6.10% after analyzing expected returns on investment vehicles and considering our long term asset allocation expectations. Fluctuations in long-term interest rates can have an impact on the actual rate of return. If we were to lower our long term rate of return assumption by a hypothetical 100 basis points, expense in 2019 would be increased by approximately $7.3 million. We use a market value of assets as of the measurement date for determining pension expense.
In selecting the interest rate to discount estimated future benefit payments that have been earned to date to their net present value (defined as the projected benefit obligation), we match the plan’s benefit payment streams to high-quality bonds of similar maturities. The selection of the discount rate not only affects the reported funded status information as of December 31 (as shown in Note J to the accompanying consolidated financial statements), but also affects the succeeding year’s pension and post-retirement healthcare expense. The discount rates selected for December 31, 2019, based on the method described above, were 3.65% for crewmembers and 3.70% for non-crewmembers. If we were to lower our discount rates by a hypothetical 50 basis points, pension expense in 2019 would be increased by approximately $9.4 million.
Our mortality assumptions at December 31, 2019, reflect the most recent projections released by the Actuaries Retirement Plans Experience Committee, a committee within the Society of Actuaries, a professional association in North America. The assumed future increase in salaries and wages is not a significant estimate in determining pension costs because each defined benefit pension plan was frozen during 2009 with respect to additional benefit accruals.
The following table illustrates the sensitivity of the aforementioned assumptions on our pension expense, pension obligation and accumulated other comprehensive income (in thousands):
 
Effect of change
 
 
 
December 31, 2019
Change in assumption
2019
Pension
expense
 
Pension obligation
 
Accumulated
other
comprehensive
income (pre-tax)
100 basis point decrease in rate of return
$
7,325

 
$
—

 
$
—

50 basis point decrease in discount rate
9,362

 
(48,377
)
 
48,377

Aggregate effect of all the above changes
16,687

 
(48,377
)
 
48,377



New Accounting Pronouncements
For information regarding recently issued accounting pronouncements and the expected impact on our annual statements, see Note A "SUMMARY OF FINANCIAL STATEMENT PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES" in the accompanying notes to Consolidated Financial Statements included in Part II, Item 8 of this Form 10-K.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company is exposed to market risk for changes in interest rates.
The Company's Senior Credit Agreement requires the Company to maintain derivative instruments for fluctuating interest rates for at least twenty-five percent of the outstanding balance of the term loan issued in November 2018. Accordingly, the Company has entered into an interest rate swap instruments. As a result, future fluctuations in LIBOR interest rates will result in the recording of unrealized gains and losses on interest rate derivatives held by the Company. The combined notional values were $460.6 million as of December 31, 2019. See Note H in the accompanying consolidated financial statements for a discussion of our accounting treatment for these hedging transactions.
As of December 31, 2019, the Company has $213.5 million of fixed interest rate convertible debt and $1,259.2 million of variable interest rate debt outstanding. Variable interest rate debt exposes us to differences in future cash

46

flows resulting from changes in market interest rates. Variable interest rate risk can be quantified by estimating the change in annual cash flows resulting from a hypothetical 20% increase in interest rates. A hypothetical 20% increase or decrease in interest rates would have resulted in a change in interest expense of approximately $11.1 million for the year ended December 31, 2019.
The convertible debt issued at fixed interest rates is exposed to fluctuations in fair value resulting from changes in market interest rates. Fixed interest rate risk can be quantified by estimating the increase in fair value of our long term convertible debt through a hypothetical 20% increase in interest rates. As of December 31, 2019, a 20% increase in interest rates would have decreased the fair value of our fixed interest rate convertible debt by approximately $0.6 million.
The Company is exposed to concentration of credit risk primarily through cash deposits, cash equivalents, marketable securities and derivatives. As part of its risk management process, the Company monitors and evaluates the credit standing of the financial institutions with which it does business. The financial institutions with which it does business are generally highly rated. The Company is exposed to counterparty risk, which is the loss it could incur if a counterparty to a derivative contract defaulted.
As of December 31, 2019, the Company's liabilities reflected stock warrants issued to a customer. The fair value of the stock warrants obligation is re-measured at the end of each reporting period and marked to market. The fair value of the stock warrants is dependent on a number of factors which change, including the Company's common stock price, the volatility of the Company’s common stock and the risk-free interest rate. See Note E in the accompanying consolidated financial statements for further information about the fair value of the stock warrants
The Company sponsors defined benefit pension plans and post-retirement healthcare plans for certain eligible employees. The Company's related pension expense, plans' funded status, and funding requirements are sensitive to changes in interest rates. The funded status of the plans and the annual pension expense is recalculated at the beginning of each calendar year using the fair value of plan assets, market-based interest rates at that point in time, as well as assumptions for asset returns and other actuarial assumptions. Higher interest rates could result in a lower fair value of plan assets and increased pension expense in the following years. At December 31, 2019, ABX's defined benefit pension plans had total investment assets of $746.8 million under investment management. See Note J in the accompanying consolidated financial statements for further discussion of these assets.
The Company is exposed to market risk for changes in the price of jet fuel. The risk associated with jet fuel, however, is largely mitigated by reimbursement through the agreements with its customers.

47

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Index to Consolidated Financial Statements
 
 
Page



48

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the stockholders and the Board of Directors of Air Transport Services Group, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Air Transport Services Group, Inc. and subsidiaries (the "Company") as of December 31, 2019 and 2018, the related consolidated statements of operations, comprehensive income, cash flows, and stockholders' equity, for each of the three years in the period ended December 31, 2019, and the related notes and the schedule listed in the Table of Contents at Item 15(a)(2) (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2019 and 2018, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2019, in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2019, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated March 2, 2020, expressed an unqualified opinion on the Company's internal control over financial reporting.
Changes in Accounting Principles
As discussed in Note A to the financial statements, the Company changed its method of accounting for warrants in fiscal year 2019 due to the adoption of amendments to the standard for share-based payments to non-employees. The Company changed its method of accounting for revenue from contracts with customers in fiscal year 2018 due to the adoption of the new revenue standard. The Company adopted these new standards using the modified retrospective approach.
Emphasis of a Matter
As discussed in Note D to the financial statements, the Company's three principal customers account for a substantial portion of the Company's revenue. The Company's financial security is dependent on its ongoing relationship with its three principal customers existing as of December 31, 2019.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial

49

statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Fair Value Measurements - Level 3 Liabilities - Refer to Notes D and E to the financial statements
Critical Audit Matter Description
In conjunction with a lease incentive agreement entered into with a customer on December 20, 2018, the Company conditionally granted to the customer unvested warrants to purchase Company common stock, which will vest as existing leases with the customer are extended and additional aircraft leases are executed. The warrants are reported in the financial statements at fair value as a liability. These warrants do not have readily determinable market values and were valued at $42.3 million as of December 31, 2019, based on a pricing model using several inputs. Those inputs include two significant unobservable inputs, which are the estimated warrant strike prices and the probabilities that future vesting events will occur.
We identified the valuation of these unvested warrants to purchase the Company’s stock, conditionally granted to a customer, as a critical audit matter because of the significant unobservable inputs management uses to estimate fair value. Valuation of these warrants included the use of a warrant valuation model with estimated warrant strike prices and adjustments for the probability of the future vesting events occurring. A high degree of auditor judgment and an increased extent of effort, including the use of a valuation specialist, were required to audit the estimated warrant strike prices and the probabilities of the future vesting events occurring.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the significant unobservable inputs used in management’s estimate of fair value of the conditionally granted, unvested warrants included the following, among others:
•
We tested the effectiveness of management’s controls over the valuation of these warrants.
•
We evaluated the reasonableness of management’s estimate of the probability that future vesting events will occur and the related timing by comparing the assumptions in the warrant valuation with the assumptions in the Company’s forecast of aircraft leases and extensions, its projected aircraft availability, its internal and external communications, the customer’s projected revenue growth, and customer communications.
•
We performed a retrospective review of management’s ability to accurately estimate the probability of future vesting events occurring by comparing initial aircraft availability estimates prepared by management for the Company’s prior lease agreements to the actual results.
•
We assessed the consistency by which management has applied valuation assumptions to the significant unobservable inputs.
•
With the assistance of our fair value specialists, we developed independent fair value estimates and compared our estimates to the Company’s recorded amounts.
/s/ Deloitte & Touche LLP
Cincinnati, Ohio
March 2, 2020

We have served as the Company's auditor since 2002.

50

AIR TRANSPORT SERVICES GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
 
December 31,
 
December 31,
 
2019
 
2018
ASSETS
 
 
 
CURRENT ASSETS:
 
 
 
Cash, cash equivalents and restricted cash
$
46,201

 
$
59,322

Accounts receivable, net of allowance of $975 in 2019 and $1,444 in 2018
162,870

 
147,755

Inventory
37,397

 
33,536

Prepaid supplies and other
20,323

 
18,608

TOTAL CURRENT ASSETS
266,791

 
259,221

Property and equipment, net
1,766,020

 
1,555,005

Customer incentive
146,678

 
63,780

Goodwill and acquired intangibles
527,654

 
535,359

Operating lease assets
44,302

 
—

Other assets
68,733

 
57,220

TOTAL ASSETS
$
2,820,178

 
$
2,470,585

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
CURRENT LIABILITIES:
 
 
 
Accounts payable
$
141,094

 
$
109,843

Accrued salaries, wages and benefits
59,429

 
50,932

Accrued expenses
17,586

 
19,623

Current portion of debt obligations
14,707

 
29,654

Current portion of lease obligations
12,857

 
—

Unearned revenue
17,566

 
19,082

TOTAL CURRENT LIABILITIES
263,239

 
229,134

Long term debt
1,469,677

 
1,371,598

Stock warrant obligations
383,073

 
203,782

Post-retirement obligations
36,744

 
64,485

Long term lease obligations
30,334

 
—

Other liabilities
49,293

 
51,905

Deferred income taxes
127,476

 
113,243

TOTAL LIABILITIES
2,359,836

 
2,034,147

Commitments and contingencies (Note I)

 

STOCKHOLDERS’ EQUITY:
 
 
 
Preferred stock, 20,000,000 shares authorized, including 75,000 Series A Junior Participating Preferred Stock
—

 
—

Common stock, par value $0.01 per share; 150,000,000 shares authorized; 59,329,431 and 59,134,173 shares issued and outstanding in 2019 and 2018, respectively
593

 
591

Additional paid-in capital
475,720

 
471,158

Retained earnings
45,895

 
56,051

Accumulated other comprehensive loss
(61,866
)
 
(91,362
)
TOTAL STOCKHOLDERS’ EQUITY
460,342

 
436,438

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
$
2,820,178

 
$
2,470,585

 
 
 
 
See notes to consolidated financial statements.

51

AIR TRANSPORT SERVICES GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
 
Year Ended December 31
 
2019
 
2018
 
2017
REVENUES
$
1,452,183

 
$
892,345

 
$
1,068,200

OPERATING EXPENSES
 
 
 
 
 
Salaries, wages and benefits
433,518

 
300,514

 
276,106

Depreciation and amortization
257,532

 
178,895

 
154,556

Maintenance, materials and repairs
170,151

 
146,692

 
141,575

Fuel
155,033

 
39,293

 
149,579

Contracted ground and aviation services
64,076

 
16,640

 
147,092

Travel
90,993

 
34,443

 
27,390

Landing and ramp
11,184

 
5,968

 
22,271

Rent
16,006

 
13,899

 
13,629

Insurance
7,342

 
6,112

 
4,820

Transaction fees
373

 
5,264

 
—

Other operating expenses
68,978

 
33,607

 
31,782

 
1,275,186

 
781,327

 
968,800

OPERATING INCOME
176,997

 
111,018

 
99,400

OTHER INCOME (EXPENSE)
 
 
 
 
 
Interest income
370

 
251

 
116

Non-service component of retiree benefit (costs) gains
(9,404
)
 
8,180

 
(6,105
)
Net gain (loss) on financial instruments
(12,302
)
 
7,296

 
(79,789
)
Loss from non-consolidated affiliate
(17,445
)
 
(10,468
)
 
(3,135
)
Interest expense
(66,644
)
 
(28,799
)
 
(17,023
)
 
(105,425
)
 
(23,540
)
 
(105,936
)
 
 
 
 
 
 
EARNINGS (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES
71,572

 
87,478

 
(6,536
)
INCOME TAX BENEFIT (EXPENSE)
(11,589
)
 
(19,595
)
 
28,276

EARNINGS FROM CONTINUING OPERATIONS
59,983

 
67,883

 
21,740

EARNINGS (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAXES
1,219

 
1,402

 
(3,245
)
NET EARNINGS
$
61,202

 
$
69,285

 
$
18,495

 
 
 
 
 
 
BASIC EARNINGS (LOSS) PER SHARE
 
 
 
 
 
Continuing operations
$
1.02

 
$
1.16

 
$
0.37

Discontinued operations
0.02

 
0.02

 
(0.06
)
TOTAL BASIC EARNINGS PER SHARE
$
1.04

 
$
1.18

 
$
0.31

 
 
 
 
 
 
DILUTED EARNINGS (LOSS) PER SHARE
 
 
 
 
 
Continuing operations
$
0.78

 
0.89

 
$
0.36

Discontinued operations
0.01

 
0.02

 
(0.05
)
TOTAL DILUTED EARNINGS PER SHARE
$
0.79

 
0.91

 
$
0.31

 
 
 
 
 
 
WEIGHTED AVERAGE SHARES
 
 
 
 
 
Basic
58,899

 
58,765

 
58,907

Diluted
69,348

 
68,356

 
59,686


See notes to consolidated financial statements.

52

AIR TRANSPORT SERVICES GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In thousands)
 
Years Ended December 31
 
2019
 
2018
 
2017
NET EARNINGS
$
61,202

 
$
69,285

 
$
18,495

OTHER COMPREHENSIVE INCOME (LOSS):
 
 
 
 
 
Defined Benefit Pension
27,890

 
(28,467
)
 
16,513

Defined Benefit Post-Retirement
139

 
256

 
204

Foreign Currency Translation
1,467

 
(131
)
 
129

 
 
 
 
 
 
TOTAL COMPREHENSIVE INCOME, net of tax
$
90,698

 
$
40,943

 
$
35,341


See notes to consolidated financial statements.


53

AIR TRANSPORT SERVICES GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
 
Years Ended December 31
 
2019
 
2018
 
2017
OPERATING ACTIVITIES:
 
 
 
 
 
Net earnings from continuing operations
$
59,983

 
$
67,883

 
$
21,740

Net earnings (loss) from discontinued operations
1,219

 
1,402

 
(3,245
)
Adjustments to reconcile net earnings to net cash provided by operating activities:
 
 
 
 
 
Depreciation and amortization
285,353

 
204,559

 
170,751

Pension and post-retirement
15,700

 
3,766

 
20,933

Deferred income taxes
10,478

 
18,986

 
(30,771
)
Amortization of stock-based compensation
7,002

 
5,047

 
3,632

Loss from non-consolidated affiliates
17,445

 
10,468

 
3,135

Net (gain) loss on financial instruments
12,302

 
(7,296
)
 
79,789

Changes in assets and liabilities:
 
 
 
 
 
Accounts receivable
(14,551
)
 
25,380

 
(31,313
)
Inventory and prepaid supplies
(6,493
)
 
(3,273
)
 
(4,107
)
Accounts payable
3,340

 
10,724

 
23,500

Unearned revenue
1,446

 
(3,824
)
 
(7,331
)
Accrued expenses, salaries, wages, benefits and other liabilities
13,390

 
3,605

 
780

Pension and post-retirement assets
(12,132
)
 
(35,293
)
 
(13,083
)
Other
2,456

 
(4,109
)
 
582

NET CASH PROVIDED BY OPERATING ACTIVITIES
396,938

 
298,025

 
234,992

INVESTING ACTIVITIES:
 
 
 
 
 
Expenditures for property and equipment
(453,502
)
 
(292,915
)
 
(296,939
)
Proceeds from property and equipment
10,804

 
17,570

 
381

Acquisitions and investments in businesses, net of cash acquired
(24,360
)
 
(866,558
)
 
(11,792
)
Redemption of long term deposits
—

 
—

 
9,975

NET CASH (USED IN) INVESTING ACTIVITIES
(467,058
)
 
(1,141,903
)
 
(298,375
)
FINANCING ACTIVITIES:
 
 
 
 
 
Principal payments on long term obligations
(39,500
)
 
(58,640
)
 
(254,446
)
Proceeds from borrowings
100,018

 
945,000

 
115,000

Payments for financing costs
(1,081
)
 
(9,953
)
 
(7,887
)
Proceeds from convertible notes
—

 
—

 
258,750

Purchase convertible note hedges
—

 
—

 
(56,097
)
Proceeds from issuance of warrants
—

 
—

 
38,502

Purchase of common stock
—

 
(3,581
)
 
(11,184
)
Withholding taxes paid for conversion of employee stock awards
(2,438
)
 
(2,325
)
 
(2,914
)
NET CASH PROVIDED BY FINANCING ACTIVITIES
56,999

 
870,501

 
79,724

 
 
 
 
 
 
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
(13,121
)
 
26,623

 
16,341

CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR
59,322

 
32,699

 
16,358

CASH AND CASH EQUIVALENTS AT END OF YEAR
$
46,201

 
$
59,322

 
$
32,699

 
 
 
 
 
 
SUPPLEMENTAL CASH FLOW INFORMATION:
 
 
 
 
 
Interest paid, net of amount capitalized
$
57,546

 
$
17,278

 
$
13,693

Federal alternative minimum and state income taxes paid
$
1,294

 
$
1,213

 
$
1,938

SUPPLEMENTAL NON-CASH INFORMATION:
 
 
 
 
 
Accrued expenditures for property and equipment
$
38,396

 
$
11,234

 
$
25,142

Accrued consideration for acquisition
$
—

 
$
7,845

 
$
—

See notes to consolidated financial statements.

54

AIR TRANSPORT SERVICES GROUP, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In thousands, except share data)
 
Common Stock
 
Additional
Paid-in
Capital
 
Accumulated Earnings (Deficit)
 
Accumulated
Other
Comprehensive
Income (Loss)
 
Total
 
Number
 
Amount
 
BALANCE AT JANUARY 1, 2017
59,461,291

 
$
595

 
$
443,416

 
$
(32,243
)
 
$
(79,866
)
 
$
331,902

Stock-based compensation plans
 
 
 
 
 
 
 
 
 
 
 
Grant of restricted stock
113,000

 
1

 
(1
)
 
 
 
 
 
—

Issuance of common shares, net of withholdings
17,441

 
—

 
(2,914
)
 
 
 
 
 
(2,914
)
Forfeited restricted stock
(3,900
)
 
—

 
—

 
 
 
 
 
—

Purchase of common stock
(530,637
)
 
(5
)
 
(11,179
)
 
 
 
 
 
(11,184
)
Warrants issued
 
 
 
 
38,502

 
 
 
 
 
38,502

Amortization of stock awards and restricted stock
 
 
 
 
3,632

 
 
 
 
 
3,632

Total comprehensive income (loss)
 
 
 
 
 
 
18,495

 
16,846

 
35,341

BALANCE AT DECEMBER 31, 2017
59,057,195

 
$
591

 
$
471,456

 
$
(13,748
)
 
$
(63,020
)
 
$
395,279

Stock-based compensation plans
 
 
 
 
 
 
 
 
 
 
 
Grant of restricted stock
198,900

 
2

 
(2
)
 
 
 
 
 
—

Issuance of common shares, net of withholdings
36,378

 
—

 
(2,329
)
 
 
 
 
 
(2,329
)
Forfeited restricted stock
(1,300
)
 
—

 
—

 
 
 
 
 
—

Purchase of common stock
(157,000
)
 
(2
)
 
(3,578
)
 
 
 
 
 
(3,580
)
Reclassification of bond hedge, net of taxes
 
 
 
 
(50,435
)
 
 
 
 
 
(50,435
)
Reclassification of note conversion obligation, net of taxes
 
 
 
 
50,999

 
 
 
 
 
50,999

Cumulative effect in change in accounting principle
 
 
 
 
 
 
514

 
 
 
514

Amortization of stock awards and restricted stock
 
 
 
 
5,047

 
 
 
 
 
5,047

Total comprehensive income (loss)
 
 
 
 
 
 
69,285

 
(28,342
)
 
40,943

BALANCE AT DECEMBER 31, 2018
59,134,173

 
$
591

 
$
471,158

 
$
56,051

 
$
(91,362
)
 
$
436,438

Stock-based compensation plans
 
 
 
 
 
 
 
 
 
 
 
Grant of restricted stock
151,300

 
2

 
(2
)
 
 
 
 
 
—

Issuance of common shares, net of withholdings
46,958

 
—

 
(2,438
)
 
 
 
 
 
(2,438
)
Forfeited restricted stock
(3,000
)
 
—

 
—

 
 
 
 
 
—

Cumulative effect in change in accounting principle
 
 
 
 
 
 
(71,358
)
 
 
 
(71,358
)
Amortization of stock awards and restricted stock
 
 
 
 
7,002

 
 
 
 
 
7,002

Total comprehensive income
 
 
 
 
 
 
61,202

 
29,496

 
90,698

BALANCE AT DECEMBER 31, 2019
59,329,431

 
$
593

 
$
475,720

 
$
45,895

 
$
(61,866
)
 
$
460,342


See notes to consolidated financial statements.


55

AIR TRANSPORT SERVICES GROUP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE A—SUMMARY OF FINANCIAL STATEMENT PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations
Air Transport Services Group, Inc. is a holding company whose subsidiaries lease aircraft, provide contracted airline operations, ground services, aircraft modification and maintenance services and other support services mainly to the air transportation, e-commerce and package delivery industries. The Company's subsidiaries offer a range of complementary services to delivery companies, freight forwarders, airlines and government customers.
The Company's leasing subsidiary, Cargo Aircraft Management, Inc. (“CAM”), leases aircraft to each of the Company's airlines as well as to non-affiliated airlines and other lessees. The Company's airlines, ABX Air, Inc. (“ABX”), Air Transport International, Inc. (“ATI”) and Omni Air International, LLC ("OAI" ) each have the authority, through their separate U.S. Department of Transportation ("DOT") and Federal Aviation Administration ("FAA") certificates, to transport cargo worldwide. The Company provides air transportation services to a concentrated base of customers. The Company provides a combination of aircraft, crews, maintenance and insurance services for a customer's transportation network through customer "CMI" and "ACMI" agreements and through charter contracts in which aircraft fuel is also included. In addition to its aircraft leasing and airline services, the Company sells aircraft parts, provides aircraft maintenance and modification services, equipment maintenance services and arranges load transfer and package sorting services for customers.
Basis of Presentation
The accompanying consolidated financial statements include the accounts of Air Transport Services Group, Inc. and its wholly-owned subsidiaries. Inter-company balances and transactions are eliminated. The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP").
Investments in affiliates in which the Company has significant influence but does not exercise control are accounted for using the equity method of accounting. Under the equity method, the Company’s share of the nonconsolidated affiliate's income or loss is recognized in the consolidated statement of earnings and cumulative post-acquisition changes in the investment are adjusted against the carrying amount of the investment. Investments in affiliates in which the Company does not exercise control or have significant influence are reflected at cost less impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer.
On November 9, 2018, the Company acquired OAI, a passenger airline, along with related entities Advanced Flight Services, LLC; Omni Aviation Leasing, LLC; and T7 Aviation Leasing, LLC (referred to collectively herein as "Omni"). OAI is a leading provider of contracted passenger airlift for the U.S. Department of Defense ("DoD") via the Civil Reserve Air Fleet ("CRAF") program, and a provider of full-service passenger charter and ACMI services. OAI carries passengers worldwide for a variety of private sector customers and other government services agencies. Revenues and operating expenses include the activities of Omni for periods since their acquisition by the Company on November 9, 2018.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in the consolidated financial statements. Estimates and assumptions are used to record allowances for uncollectible amounts, self-insurance reserves, spare parts inventory, depreciation and impairments of property, equipment, goodwill and intangibles, stock warrants and other financial instruments, post-retirement obligations, income taxes, contingencies and litigation. Changes in estimates and assumptions may have a material impact on the consolidated financial statements.


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Cash and Cash Equivalents
The Company classifies short-term, highly liquid investments with maturities of three months or less at the time of purchase as cash and cash equivalents. These investments, consisting of money market funds, are recorded at cost, which approximates fair value. Substantially all deposits of the Company’s cash are held in accounts that exceed federally insured limits. The Company deposits cash in common financial institutions which management believes are financially sound.
Cash includes restricted cash of $10.6 million as of December 31, 2019 and $5.3 million as of December 31, 2018. Restricted cash consists of customers’ deposits held in an escrow account as required by DOT regulations. The cash is restricted to the extent of customers’ deposits on flights not yet flown. Restricted cash is released from escrow upon completion of specific flights, which are scheduled to occur within the twelve months.
Accounts Receivable and Allowance for Uncollectible Accounts
The Company's accounts receivable is primarily due from its significant customers (see Note D), other airlines, delivery companies and freight forwarders. The Company performs a quarterly evaluation of the accounts receivable and the allowance for uncollectible accounts by reviewing specific customers' recent payment history, growth prospects, financial condition and other factors that may impact a customer's ability to pay. The Company establishes allowances for uncollectible accounts for probable losses due to a customer's potential inability or unwillingness to make contractual payments. Account balances are written off against the allowances when the Company ceases collection efforts.
Inventory
The Company’s inventory is comprised primarily of expendable aircraft parts and supplies used for aircraft maintenance. Inventory is generally charged to expense when issued for use on a Company aircraft. The Company values its inventory of aircraft parts and supplies at weighted-average cost and maintains a related obsolescence reserve. The Company records an obsolescence reserve on a base stock of inventory. The Company monitors the usage rates of inventory parts and segregates parts that are technologically outdated or no longer used in its fleet types. Slow moving and segregated items are actively marketed and written down to their estimated net realizable values based on market conditions.
Management analyzes the inventory reserve for reasonableness at the end of each quarter. That analysis includes consideration of the expected fleet life, amounts expected to be on hand at the end of a fleet life, and recent events and conditions that may impact the usability or value of inventory. Events or conditions that may impact the expected life, usability or net realizable value of inventory include additional aircraft maintenance directives from the FAA, changes in DOT regulations, new environmental laws and technological advances.
Goodwill and Intangible Assets
The Company assesses, during the fourth quarter of each year, the carrying value of goodwill. The assessment requires an estimation of fair value of each reporting unit that has goodwill. The goodwill impairment test requires a comparison of the fair value of the reporting unit to its respective carrying value. If the carrying value of a reporting unit is less than its fair value no impairment exists. If the carrying amount of a reporting unit is higher than its fair value an impairment loss is recorded for the difference and charged to operations.
The Company assesses, during the fourth quarter of each year, whether it is more likely than not that an indefinite-lived intangible asset is impaired by considering all relevant events and circumstances that could affect the significant inputs used to determine the fair value of the indefinite-lived intangible asset.
The Company also conducts impairment assessments of goodwill, indefinite-lived intangible assets and finite-lived intangible assets whenever events or changes in circumstance indicate an impairment may have occurred. Finite-lived intangible assets are amortized over their estimated useful economic lives.

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Property and Equipment
Property and equipment held for use is stated at cost, net of any impairment recorded. The cost and accumulated depreciation of disposed property and equipment are removed from the accounts with any related gain or loss reflected in earnings from operations.
Depreciation of property and equipment is provided on a straight-line basis over the lesser of the asset’s useful life or lease term. Depreciable lives are summarized as follows:
Boeing 777, 767, 757 and 737 aircraft and flight equipment
7 to 18 years
Ground equipment
3 to 10 years
Leasehold improvements, facilities and office equipment
3 to 25 years
The Company periodically evaluates the useful lives, salvage values and fair values of property and equipment. Acceleration of depreciation expense or the recording of significant impairment losses could result from changes in the estimated useful lives of assets due to a number of reasons, such as excess aircraft capacity or changes in regulations governing the use of aircraft.
Aircraft and other long-lived assets are tested for impairment when circumstances indicate the carrying value of the assets may not be recoverable. To conduct impairment testing, the Company groups assets and liabilities at the lowest level for which identifiable cash flows are largely independent of cash flows of other assets and liabilities. For assets that are to be held and used, impairment is recognized when the estimated undiscounted cash flows associated with the asset group are less than the carrying value. If impairment exists, an adjustment is recorded to write the assets down to fair value, and a loss is recorded as the difference between the carrying value and fair value. Fair values are determined considering quoted market values, discounted cash flows or internal and external appraisals, as applicable. For assets held for sale, impairment is recognized when the fair value less the cost to sell the asset is less than the carrying value.
The Company’s accounting policy for major airframe and engine maintenance varies by subsidiary and aircraft type. The costs of airframe maintenance for Boeing 767-200 aircraft operated by ABX are expensed as they are incurred. The costs of major airframe maintenance for the Company's other aircraft are capitalized and amortized over the useful life of the overhaul. Many of the Company's General Electric CF6 engines that power the Boeing 767-200 aircraft are maintained under a "power by the cycle" agreement with an engine maintenance provider. Further, in May 2017, the Company entered into similar maintenance agreements for certain General Electric CF6 engines that power many of the Company's Boeing 767-300 aircraft. Under these agreements, the engines are maintained by the service provider for a fixed fee per cycle. As a result, the cost of maintenance for these engines is generally expensed as flights occur. Maintenance for the airlines’ other aircraft engines, including Boeing 777 and Boeing 757 aircraft, are typically contracted to service providers on a time and material basis and the costs of those engine overhauls are capitalized and amortized over the useful life of the overhaul.
For aircraft leased from external lessors, the Company may be required to make periodic payments to the lessor under certain aircraft leases for future maintenance events such as engine overhauls and major airframe maintenance. Such payments are recorded as deposits until drawn for qualifying maintenance costs. The maintenance costs are expensed or capitalized in accordance with the airline's accounting policy for major airframe and engine maintenance. The Company evaluates at the balance sheet date, whether it is probable that an amount on deposit will be returned by the lessor to reimburse the costs of the maintenance activities. When it is less than probable that a deposit will be returned, it is recognized as additional maintenance expense. 
Capitalized Interest
Interest costs incurred while aircraft are being modified are capitalized as an additional cost of the aircraft until the date the asset is placed in service. Capitalized interest was $3.7 million, $1.8 million and $1.8 million for the years ended December 31, 2019, 2018 and 2017, respectively.
Discontinued Operations
A business component whose operations are discontinued is reported as discontinued operations if the cash flows of the component have been eliminated from the ongoing operations of the Company and represents a strategic shift

58

that had a major impact on the Company. The results of discontinued operations are aggregated and presented separately in the consolidated statements of operations.
Self-Insurance
The Company is self-insured for certain workers’ compensation, employee healthcare, automobile, aircraft, and general liability claims. The Company maintains excess claim coverage with common insurance carriers to mitigate its exposure to large claim losses. The Company records a liability for reported claims and an estimate for incurred claims that have not yet been reported. Accruals for these claims are estimated utilizing historical paid claims data and recent claims trends. Other liabilities included $16.1 million and $17.6 million at December 31, 2019 and December 31, 2018, respectively, for self-insured reserves. Changes in claim severity and frequency could result in actual claims being materially different than the costs accrued.
Pension and Post-Retirement Benefits
The funded status of any of the Company's defined benefit pension or post-retirement health care plans is the difference between the fair value of plan assets and the accumulated benefit obligations to plan participants. The over funded or underfunded status of a plan is reflected in the consolidated balance sheet as an asset for over funded plans, or as a liability for underfunded plans.
The funded status is ordinarily re-measured annually at year end using the fair value of plans assets, market based discount rates and actuarial assumptions. Changes in the funded status of the plans as a result of re-measuring plan assets and benefit obligations, are recorded to accumulated comprehensive loss and amortized into expense using a corridor approach. The Company's corridor approach amortizes into earnings variances in plan assets and benefit obligations that are a result of the previous measurement assumptions when the net deferred variances exceed 10% of the greater of the market value of plan assets or the benefit obligation at the beginning of the year. The amount in excess of the corridor is amortized over the average remaining service period to retirement date of active plan participants. Cost adjustments for plan amendments are also deferred and amortized over the expected working life or the life expectancy of plan participants. Irrevocable settlement transactions that relieve the Company from responsibilities of providing retiree benefits and significantly eliminate the Company's related risk may result in recognition of gains or losses from accumulated other comprehensive loss.
Customer Security and Maintenance Deposits
The Company's customer leases typically obligate the lessee to maintain the Company's aircraft in compliance with regulatory standards for flight and aircraft maintenance. The Company may require an aircraft lessee to pay a security deposit or provide a letter of credit until the expiration of the lease. Additionally, the Company's leases may require a lessee to make monthly payments toward future expenditures for scheduled heavy maintenance events. The Company records security and maintenance deposits in other liabilities. If a lease requires monthly maintenance payments, the Company is typically required to reimburse the lessee for costs they incur for scheduled heavy maintenance events after completion of the work and receipt of qualifying documentation. Reimbursements to the lessee are recorded against the previously paid maintenance deposits.
Income Taxes
Income taxes have been computed using the asset and liability method, under which deferred income taxes are provided for the temporary differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities. Deferred taxes are measured using provisions of currently enacted tax laws. A valuation allowance against net deferred tax assets is recorded when it is more likely than not that such assets will not be fully realized. Tax credits are accounted for as a reduction of income taxes in the year in which the credit originates. All deferred income taxes are classified as noncurrent in the statement of financial position.
The Company recognizes the benefit of a tax position taken on a tax return, if that position is more likely than not of being sustained on audit, based on the technical merits of the position. An uncertain income tax position is not recognized if it has less than a 50% likelihood of being sustained. The Company recognizes interest and penalties accrued related to uncertain tax positions in operating expense.

59

Purchase of Common Stock
The Company's Board of Directors has authorized management to repurchase outstanding common stock of the Company from time to time on the open market or in privately negotiated transactions. The authorization does not require the Company to repurchase a specific number of shares and the Company may terminate the repurchase program at any time. Upon the retirement of common stock repurchased, the excess purchase price over the par value for retired shares of common stock is recorded to additional paid-in-capital.
Stock Warrants
The Company’s accounting for warrants issued to a lessee is determined in accordance with the financial reporting guidance for equity-based payments to non-employees and for financial instruments. The warrants issued to a lessee are recorded as a lease incentive asset using their fair value at the time of issuance. The lease incentive is amortized against revenues over the duration of related aircraft leases. The unexercised warrants are classified in liabilities and re-measured to fair value at the end of each reporting period, resulting in a non-operating gain or loss.
Comprehensive Income
Comprehensive income includes net earnings and other comprehensive income or loss. Other comprehensive income or loss results from certain changes in the Company’s liabilities for pension and other post-retirement benefits, gains and losses associated with interest rate hedging instruments and fluctuations in currency exchange rates related to the foreign affiliate.
Fair Value Information
Assets or liabilities that are required to be measured at fair value are reported using the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. FASB ASC Topic 820-10 Fair Value Measurements and Disclosures establishes three levels of input that may be used to measure fair value:
 
•
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. 
•
Level 2: Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. 
•
Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include items where the determination of fair value requires significant management judgment or estimation.
Revenue Recognition
Aircraft lease revenues are recognized as operating lease revenues on a straight-line basis over the term of the applicable lease agreements. Revenues generated from airline service agreements are typically recognized based on hours flown or the amount of aircraft and crew resources provided during a reporting period. Certain agreements include provisions for incentive payments based upon on-time reliability. These incentives are typically measured on a monthly basis and recorded to revenue in the corresponding month earned. Revenues for operating expenses that are reimbursed through airline service agreements, including consumption of aircraft fuel, are generally recognized net, as the costs are incurred. Revenues from charter service agreements are recognized on scheduled and non-scheduled flights when the specific flight has been completed. Contracts for the sale of aircraft parts typically result in the recognition of revenue when the parts are delivered. Effective January 1, 2018, the Company records revenues and estimated earnings over time for its airframe maintenance and aircraft modification contracts based on the percentage of costs completed. Prior to January 1, 2018, revenues earned and expenses incurred in providing aircraft-related maintenance, repair or modification services were usually recognized in the period in which the services were completed

60

and delivered to the customer. Revenues derived from sorting parcels are recognized in the reporting period in which the services are performed.
Accounting Standards Updates
Effective January 1, 2018, the Company adopted the Financial Accounting Standards Board's ("FASB") Accounting Standards Update ("ASU") No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” ("Topic 606”) which superseded previous revenue recognition guidance. Topic 606 is a comprehensive revenue recognition model that requires a company to recognize revenue to depict the transfer of goods or services to a customer at an amount that reflects the consideration it expects to receive in exchange for those goods or services. The Company's lease revenues within the scope of Accounting Standards Codification 840, Leases, ("Topic 840") are specifically excluded from Topic 606.
The Company determined that under Topic 606, it is an agent for aviation fuel and certain other costs reimbursed by customers under its ACMI and CMI contracts and for certain cargo handling services that it arranges for a customer. Under Topic 606, such reimbursed amounts are reported net of the corresponding expenses beginning in 2018. This application of Topic 606 did not have a material impact on the Company's reported earnings in any period.
Under Topic 606, the Company is required to record revenue over time, instead of at the time of completion, for certain customer contracts for airframe and modification services that do not have an alternative use and for which the Company has an enforceable right to payment during the service cycle. The Company adopted the provisions of this new standard using the modified retrospective method which required the Company to record a one-time adjustment to retained earnings for the cumulative effect that the standard had on open contracts at the time of adoption. In conjunction with the adoption of the new standard, the Company accelerated $3.6 million of revenue resulting in an immaterial adjustment to its January 1, 2018 retained deficit for open airframe and modification services contracts.
Effective January 1, 2019, the Company adopted the FASB's ASU No. 2016-02, “Leases (Topic 842)” which superseded previous lease guidance ASC 840, Leases. Topic 842 is a new lease model that requires a company to recognize right-of-use (“ROU”) assets and lease liabilities on the balance sheet. The Company adopted the standard using the modified retrospective approach that does not require the restatement of prior year financial statements. The adoption of Topic 842 did not have a material impact on the Company’s consolidated statement of operations and consolidated statement of cash flows. The adoption of Topic 842 resulted in the recognition of ROU assets and corresponding lease liabilities as of January 1, 2019 in the amount of $52.6 million for leases classified as operating leases. Topic 842 also applies to the Company's aircraft lease revenues, however, the adoption of Topic 842 did not have a significant impact on the Company's accounting for its customer lease agreements.
The Company adopted the package of practical expedients and transition provisions available for expired or existing contracts, which allowed the Company to carryforward its historical assessments of 1) whether contracts are or contain leases, 2) lease classification, and 3) initial direct costs. Additionally, for real estate leases, the Company adopted the practical expedient that allows lessees to treat the lease and non-lease components of leases as a single lease component. The Company also elected the hindsight practical expedient to determine the reasonably certain lease term for existing leases. Further, the Company elected the short-term lease exception policy, permitting it to exclude the recognition requirements for leases with terms of 12 months or less. See Note I for additional information about leases.
In February 2018, the FASB issued ASU No. 2018-02 “Reclassification of Certain Tax Effects From Accumulated Other Comprehensive Income" ("ASU 2018-02"). ASU 2018-02 amends ASC 220, Income Statement - Reporting Comprehensive Income, to allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from U.S. federal tax legislation known as the Tax Cuts and Jobs Act. ASU 2018-02 is effective for years beginning after December 15, 2018 and interim periods within those fiscal years. The Company elected to retain stranded tax effects in accumulated other comprehensive income.
In June 2018, the FASB issued ASU No. 2018-07 “Improvements to Non-employee Share-based Payment Accounting" ("ASU 2018-07"). ASU 2018-07 amends ASC 718, "Compensation - Stock Compensation" ("ASC 718"), with the intent of simplifying the accounting for share-based payments granted to non-employees for goods and services and aligning the accounting for share-based payments granted to non-employees with the accounting for share-based payments granted to employees. The Company adopted ASU 2018-07 on January 1, 2019 using the modified retrospective approach as required. ASU 2018-07 replaced ASC 505-50, "Equity-Based Payments to Nonemployees" ("ASC 505-50") which was previously applied by the Company for warrants granted to Amazon.com,

61

Inc. ("Amazon") as customer incentives. As a result of ASU 2018-07, the Company applied accounting guidance for financial instruments to the unvested warrants conditionally granted to Amazon in conjunction with an investment agreement reached with Amazon on December 22, 2018. Applying ASU 2018-07 as of January 1, 2019, through the modified retrospective approach, resulted in the recognition of $176.9 million for unvested warrant liabilities, $100.1 million for customer incentive assets and cumulative-effect adjustments of $71.4 million, net of tax, to reduce retained earnings for customer incentives that were not probable of being realized.
The adoption of ASU 2018-07 on January 1, 2019 did not have an impact on the accounting for vested warrants.
In January 2017, the FASB issued ASU "Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment" (“ASU 2017-04”). This new standard eliminates Step 2 from the goodwill impairment test and requires an entity to perform its goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity recognizes an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. ASU 2017-04 is effective for any annual or interim goodwill impairment tests in the fiscal years beginning after December 15, 2019 and must be applied prospectively. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company adopted this new accounting guidance on January 1, 2018. The adoption did not have an impact on the Company's financial position, results of operations, or cash flows.
In March 2017, the FASB issued ASU "Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost "(ASU 2017-07"). ASU 2017-07 requires an employer to report the service cost component of retiree benefits in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit costs are required to be presented separately from the service cost component and outside a subtotal of income from operations. The Company adopted ASU 2017-07 on January 1, 2018, retrospectively to all periods presented. As a result, retiree benefit plan interest expense, investment returns, settlements and other non-service cost components of retiree benefit expenses are excluded from the Company's operating income subtotal as reported in the Company's Consolidated Statement of Operations, but remain included in earnings before income taxes. Information about retiree
benefit plans' interest expense, investment returns and other components of retiree benefit expenses can be found in
Note J.
In June 2016, the FASB issued ASU "Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments. ("ASU 2016-13"). Under ASU 2016-13, an entity is required to utilize an “expected credit loss model” on certain financial instruments, including trade receivables. This model requires an entity to estimate expected credit losses over the lifetime of the financial asset including trade receivables that are not past due. Operating lease receivables are not within the scope of Topic 326. ASU 2016-13 is effective for interim and annual reporting periods beginning after December 15, 2019. The Company adopted the ASU effective January 1, 2020 and does not expect the adoption to have a material impact on the consolidated financial statements or related disclosures.

NOTE B—ACQUISITION OF OMNI
On November 9, 2018, the Company acquired Omni including OAI and its aircraft fleet. The Company acquired Omni for cash consideration of $867.7 million. The Company funded the all-cash acquisition by amending its senior credit agreement to issue a new term loan for $675.0 million, drawing $180.0 million from its revolving credit facility and using its available cash.
The acquisition of Omni by the Company is reported in accordance with Accounting Standards Codification 805, Business Combinations, in which the total purchase price is allocated to Omni’s tangible and intangible assets acquired and liabilities assumed based on their estimated fair values as of the date of the acquisition. The excess of the purchase price over the estimated fair value of net assets acquired was recorded as goodwill. The purchase price exceeded the fair value of the net assets acquired due to the strategic opportunities and expected benefits associated with adding Omni's capabilities to the Company's existing offerings in the market. The benefits of adding Omni include the following:
•
Additional passenger transportation capabilities
•
FAA operating authority for the Boeing 777 aircraft
•
Increased revenues, cash flows and customer diversification
•
Passenger aircraft life cycle leading to potential freighter conversion

62

The allocation of the purchase price to specific assets and liabilities is based, in part, upon internal estimates of assets and liabilities and independent appraisals. Based on the valuations, the following table summarizes estimated fair values of the assets acquired and liabilities assumed (in thousands) for the consideration paid:
Cash
$
4,693

Accounts receivable
63,041

Other current assets
8,366

Other assets
7,836

Intangibles
140,000

Goodwill
353,466

Property and equipment
328,869

Current liabilities
(32,646
)
Customer deposits
(5,950
)
Net assets acquired
$
867,675


Property and equipment acquired includes the engines and airframes of eight Boeing 767 and three Boeing 777 passenger aircraft owned by Omni and leasehold improvements for two Boeing 767 aircraft under operating leases. The fair values assigned to the acquired aircraft were derived from market comparisons with the assistance of an independent appraiser. Depreciation expense of property and equipment is provided on a straight-line basis over the lesser of the asset’s remaining useful life or lease term. The estimated remaining life of these airframes range between seven and eighteen years. The estimated life of the airframes and engines include the Company's intent to convert a portion of Omni's passenger aircraft to freighter aircraft after the aircraft are no longer used for passengers. The value of major airframe maintenance and engine overhauls are depreciated over the useful life of the overhaul. Intangible assets consisted of $134.0 million for customer relationships and $6.0 million for airline certificates. The value assigned to Omni's customer relationships was determined by discounting the estimated cash flows associated with the existing customers as of the acquisition date, taking into consideration expected attrition of the existing customer base. The estimated cash flows were based on revenues for those existing customers, net of operating expenses and net contributory asset charges associated with servicing those customers. The estimated revenues were based on revenue growth rates and customer renewal rates. Operating expenses were estimated based on the supporting infrastructure expected to sustain the assumed revenue levels. The customer relationship intangibles are estimated to amortize over seven to twenty years on a straight-line basis and airline certificates have indefinite lives and therefore are not amortized. The goodwill is deductible for U.S. income tax purposes over 15 years.
The following table provides unaudited pro forma financial results (in thousands) for the Company after giving effect to the acquisition of Omni and adjustments described below. This information is based on adjustments to the historical consolidated financial statements of Omni using the purchase method of accounting for business combinations as if the acquisition had taken place on January 1, 2017. The unaudited pro forma adjustments do not include any of the cost savings and other synergies which may result from the acquisition. These unaudited pro forma financial results are based on assumptions considered appropriate by management and include all material adjustments as considered necessary. These unaudited pro forma results have been prepared for comparative purposes only and do not purport to be indicative of results that would have actually been reported as of the date or for the year presented had the acquisition taken place on such date or at the beginning of the year indicated, or to project the Company’s financial position or results of operations which may be reported in the future (in thousands).
 
 
Year Ended December 31,
 
 
2018
 
2017
Pro forma revenues
 
1,320,234

 
1,425,823

Pro forma net earnings from continuing operations
 
88,454

 
13,660

 
 
 
 
 

Revenues for 2018 reflect the adoption of Topic 606 on January 1, 2018, as described in Note O. Under this new revenue standard, such reimbursed amounts are reported net of the corresponding expenses beginning in 2018. Pro

63

forma revenues for 2017 included $289.4 million of reimbursed expenses. The following adjustments were made to the historical financial records to create the unaudited pro forma information in the table above:
•
Adjustments to eliminate transactions between the Company and Omni during the years ended December 31, 2017 and the ten and one half months ended November 9, 2018 respectively.
•
Adjustment to reflect estimated additional depreciation and amortization expense of $10.6 million and $10.0 million for the year ended December 31, 2017 and the ten and one half months ended November 9, 2018, respectively, resulting primarily from the fair value adjustments to Omni’s intangible assets. Pro forma combined depreciation expense for the periods presented reflect the increased fair values of the aircraft acquired and longer useful lives of the aircraft, indicative of the Company's polices and intent to modify certain aircraft to freighters as an aircraft is removed from passenger service.
•
Adjustment to reflect additional interest expense and amortization of debt issuance costs for the year ended December 31, 2017 and the ten and one half months ended November 9, 2018, related to the combined $855 million from an unsubordinated term loan and revolving facility draws using the prevailing rates of 4.57%.
•
Adjustment to apply the statutory tax rate of the Company to the pre-tax earnings of Omni and the pro forma adjustments for the year ended December 31, 2017 and the ten and one half months ended November 9, 2018. Omni had historically elected to be treated as pass-through entities for income tax purposes. Accordingly, no provision for income taxes had been made in Omni's consolidated statements of earnings. The adjustments reflect tax rates of 35% for 2017 and 22.58% for the first ten and one half months ended November 9, 2018.
•
Adjustment to remove acquisition related expenses of $5.3 million for professional fees and classified as "Transaction fees " within the consolidated statement of operations for 2018.

NOTE C—GOODWILL, INTANGIBLES AND EQUITY INVESTMENTS
As disclosed in Note B, on November 9, 2018, the Company acquired Omni. The purchase price was allocated to tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. The excess purchase price over the estimated fair value of net assets acquired was recorded as goodwill. Identified intangible assets included OAI's certificated authority granted by the FAA to operate as an airline and OAI's long term customer relationships.
On February 1, 2019, the Company acquired a group of companies under common control, referred to as TriFactor. Trifactor resells material handling equipment and provides engineering design solutions for warehousing, retail distribution and e-commerce operations. Revenues and operating expenses include the activities of TriFactor for periods since its acquisition by the Company. The excess purchase price over the estimated fair value of net assets acquired was recorded as goodwill. The acquisition of TriFactor did not have a significant impact on the Company's financial statements or results of operations.
As of December 31, 2019, 2018 and 2017, the goodwill amounts for reporting units that have goodwill were separately tested for impairment. To perform the goodwill impairment test, the Company determined the fair value of the reporting units using industry market multiples and discounted cash flows utilizing a market-derived cost of capital (level 3 fair value inputs). The goodwill amounts were not impaired. The carrying amounts of goodwill are as follows (in thousands):
 
 
CAM
 
ACMI Services
 
All Other
 
Total
Carrying value as of December 31, 2017
 
$
34,395

 
$
—

 
$
2,884

 
$
37,279

Acquisition of Omni
 
118,895

 
234,571

 
—

 
353,466

Carrying value as of December 31, 2018
 
$
153,290

 
$
234,571

 
$
2,884

 
$
390,745

Acquisition of TriFactor
 
—

 
—

 
5,229

 
5,229

Carrying value as of December 31, 2019
 
$
153,290

 
$
234,571

 
$
8,113

 
$
395,974



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The Company's acquired intangible assets are as follows (in thousands):
 
 
Airline
 
Amortizing
 
 
 
 
Certificates
 
Intangibles
 
Total
Carrying value as of December 31, 2017
 
$
3,000

 
$
4,298

 
$
7,298

Acquisition of Omni
 
6,000

 
134,000

 
140,000

Amortization
 
—

 
(2,684
)
 
(2,684
)
Carrying value as of December 31, 2018
 
$
9,000

 
$
135,614

 
$
144,614

Amortization
 
—

 
(11,434
)
 
(11,434
)
Right of use asset
 
—

 
(1,500
)
 
(1,500
)
Carrying value as of December 31, 2019
 
$
9,000

 
$
122,680

 
$
131,680


The airline certificates have an indefinite life and therefore are not amortized. The Company amortizes finite-lived intangibles assets, including customer relationship and STC intangibles, over 3 to 19 years. The Company recorded intangible amortization expense of $11.4 million, $2.7 million and $1.2 million for the years ending December 31, 2019, 2018 and 2017, respectively. Estimated amortization expense for the next five years is $11.4 million, $10.6 million, $10.6 million, $10.6 million and $10.6 million.
Stock warrants issued to a lessee (see Note D) as an incentive are recorded as a lease incentive asset using their fair value at the time that the lessee has met its performance obligations and amortized against revenues over the duration of related aircraft leases. The Company's lease incentive granted to the lessee was as follows (in thousands):
 
 
Lease
 
 
Incentive
Carrying value as of December 31, 2017
 
$
80,684

Amortization
 
(16,904
)
Carrying value as of December 31, 2018
 
$
63,780

Adoption of ASU 2018-07
 
100,076

Amortization
 
(17,178
)
Carrying value as of December 31, 2019
 
$
146,678


The lease incentive began to amortize in April 2016 with the commencement of certain aircraft leases. Based on the warrants granted as of December 31, 2019, the Company expects to record amortization, as a reduction to the lease revenue, of $20.5 million, $22.2 million, $22.3 million, $17.7 million and $14.8 million for each of the next five years ending December 31, 2024.
In January 2014, the Company acquired a 25 percent equity interest in West Atlantic AB of Gothenburg, Sweden ("West"). West, through its two airlines, West Atlantic UK and West Atlantic Sweden, operates a fleet of aircraft on behalf of European regional mail carriers and express logistics providers. The airlines operate a combined fleet of British Aerospace ATPs, Bombardier CRJ-200-PFs, and Boeing 767 and 737 aircraft. In April 2019, West issued additional shares to a new investor in conjunction with a capital investment and purchase agreement which reduced the Company's ownership to approximately 10% and reduced the Company's influence over West. West leases three Boeing 767 aircraft and one Boeing 737 from the Company.
On August 3, 2017 the Company entered into a joint-venture agreement with Precision Aircraft Solutions, LLC, to develop a passenger-to-freighter conversion program for Airbus A321-200 aircraft. The Company anticipates approval of a supplemental type certificate from the FAA in 2020. The Company expects to make contributions equal to its 49% ownership percentage of the program's total costs over the next two years. During the 2019, 2018 and 2017 years, the Company contributed $12.3 million, $11.4 million and $8.7 million to the joint venture, respectively. The Company accounts for its investment in the aircraft conversion joint venture under the equity method of accounting, in which the carrying value of each investment is reduced for the Company's share of the non-consolidated affiliates operating results.

65


The carrying value of West and the joint venture totaled $10.9 million and $12.5 million at December 31, 2019 and 2018, respectively, and are reflected in “Other Assets” in the Company’s consolidated balance sheets. The Company monitors its investments in affiliates for indicators of other-than-temporary declines in value on an ongoing basis in accordance with GAAP. If the Company determines that an other-than-temporary decline in value has occurred, it recognizes an impairment loss, which is measured as the difference between the recorded carrying value and the fair value of the investment. The fair value is generally determined using an income approach based on discounted cash flows or using negotiated transaction values.

NOTE D—SIGNIFICANT CUSTOMERS
DHL
The Company has had long term contracts with DHL Network Operations (USA), Inc. and its affiliates ("DHL") since August 2003. Revenues from aircraft leases and related services performed for DHL were approximately 14%, 26% and 24% of the Company's consolidated revenues from continuing operations for the years ended December 31, 2019, 2018 and 2017, respectively. Revenues excluding directly reimbursed expenses from continuing operations performed for DHL comprised approximately 30% of the Company's consolidated revenues from continuing operations for the year ended December 31, 2017. The Company’s balance sheets include accounts receivable with DHL of $12.7 million and $13.4 million as of December 31, 2019 and December 31, 2018, respectively.
The Company leases Boeing 767 aircraft to DHL under both long-term and short-term lease agreements. Under a separate crew, maintenance and insurance (“CMI”) agreement, the Company operates Boeing 767 aircraft that DHL leases from the Company. Pricing for services provided through the CMI agreement is based on pre-defined fees, scaled for the number of aircraft operated and the number of flight crews provided to DHL for its U.S. network. The Company provides DHL with scheduled maintenance services for aircraft that DHL leases. The Company also provides additional air cargo transportation services for DHL through ACMI agreements in which the Company provides the aircraft, crews, maintenance and insurance under a single contract. Revenues generated from the ACMI agreements are typically based on hours flown. The Company also provides ground equipment, such as power units, air starts and related maintenance services to DHL under separate agreements.
Amazon
The Company has been providing freighter aircraft and services for cargo handling and logistical support for Amazon.com Services, LLC ("ASI"), successor to Amazon.com Services, Inc., a subsidiary of Amazon.com, Inc. ("Amazon") since September 2015. On March 8, 2016, the Company entered into an Air Transportation Services Agreement (the “ATSA”) with ASI, pursuant to which CAM leases 20 Boeing 767 freighter aircraft to ASI, including 12 Boeing 767-200 freighter aircraft for a term of five years and eight Boeing 767-300 freighter aircraft for a term of seven years. The ATSA also provides for the operation of those aircraft by the Company’s airline subsidiaries, and the management of ground services by the Company's subsidiary LGSTX Services Inc. ("LGSTX"). The ATSA became effective on April 1, 2016 and had an original term of five years.
In conjunction with the execution of the ATSA, the Company and Amazon entered into an Investment Agreement and a Stockholders Agreement on March 8, 2016. The Investment Agreement calls for the Company to issue warrants in three tranches which will grant Amazon the right to acquire up to 19.9% of the Company’s outstanding common shares as described below. The first tranche of warrants, issued upon the execution of the Investment Agreement and all of which are now fully vested, granted Amazon the right to purchase approximately 12.81 million ATSG common shares, with the first 7.69 million common shares vesting upon issuance on March 8, 2016, and the remaining 5.12 million common shares vesting as the Company delivered additional aircraft leased under the ATSA. The second tranche of warrants, which were issued and vested on March 8, 2018, grants Amazon the right to purchase approximately 1.59 million ATSG common shares. The third tranche of warrants will be issued and vest on September 8, 2020, and will grant Amazon the right to purchase such additional number of ATSG common shares as is necessary to bring Amazon’s ownership to 19.9% of the Company’s pre-transaction outstanding common shares measured on a GAAP-diluted basis, adjusted for share issuances and repurchases by the Company following the date of the Investment Agreement and after giving effect to the warrants granted. The exercise price of the warrants is $9.73 per share, which represents the closing price of ATSG’s common shares on February 9, 2016. Each of the three tranches of warrants are exercisable in accordance with its terms through March 8, 2021.

66

On December 22, 2018 the Company announced agreements with Amazon to 1) lease and operate ten additional Boeing 767-300 aircraft for ASI, 2) extend the term of the 12 Boeing 767-200 aircraft currently leased to ASI by two years to 2023 with an option for three more years, 3) extend the term of the eight Boeing 767-300 aircraft currently leased to ASI by three years to 2026 and 2027 with an option for three more years and 4) extend the ATSA by five years through March 2026, with an option to extend for an additional three years. The Company delivered six of the 767-300 aircraft in 2019 and plans to deliver the remainder in 2020. All ten of these aircraft leases will be for ten years.
In conjunction with the commitment for ten additional 767 aircraft leases, extensions of twenty existing Boeing 767 aircraft leases and the ATSA described above, Amazon and the Company entered into another Investment Agreement on December 20, 2018. Pursuant to the 2018 Investment Agreement, Amazon will be issued warrants for 14.8 million common shares which could expand its potential ownership in the Company to approximately 33.2%, including the warrants described above for the 2016 agreements.  Warrants for 11.1 million common shares vested as existing leases were extended and six additional aircraft leases were executed and added to the ATSA operations. More of these warrant will vest as four additional aircraft leases were executed. These new warrants will expire if not exercised within seven years from their issuance date. They have an exercise price of $21.53 per share.
Additionally, Amazon will be able to earn incremental warrant rights, increasing its potential ownership from 33.2% up to approximately 39.9% of the Company, by leasing up to seventeen more cargo aircraft from the Company before January 2026. Incremental warrants granted for Amazon’s commitment to any such future aircraft leases will have an exercise price based on the volume-weighted average price of the Company's shares during the 30 trading days immediately preceding the contractual commitment for each lease.
The warrants issuable under these new agreements with Amazon required an increase in the number of authorized common shares of the Company. Management submitted proposals for shareholder consideration at the Company's annual meeting of shareholders on May 9, 2019 calling for an increase in the number of authorized common shares and approval of the warrants as required under the rules of the Nasdaq Global Select Market. Both proposals were approved by shareholders on May 9, 2019.
The Company’s accounting for the warrants has been determined in accordance with the financial reporting guidance for financial instruments. Warrants obligations are marked to fair value at the end of each reporting period. The value of warrants is recorded as a customer incentive asset if it is probable of vesting at the time of grant and further changes in the fair value of warrant obligations are recorded to earnings. Upon a warrant vesting event, the customer incentive asset is amortized as a reduction of revenue over the duration of the related revenue contract
As of December 31, 2019, the Company's liabilities reflected 14.83 million warrants from the 2016 Investment Agreement having a fair value of $206.6 million and 24.7 million warrants from the 2018 Amazon agreements having a fair value of $176.5 million. During the years ended December 31, 2019, 2018 and 2017 the re-measurements of all the warrants to fair value resulted in a net non-operating losses of $2.3 million, net gains of $7.4 million and losses of $81.8 million before the effect of income taxes, respectively.
Revenues from Amazon comprised approximately 23%, 27% and 44% of the Company's consolidated revenues from continuing operations for the years ending December 31, 2019, 2018 and 2017, respectively. Revenues excluding directly reimbursed expenses from continuing operations performed for Amazon comprised approximately 27% of the Company's consolidated revenues from continuing operations for the year ended December 31, 2017. The Company’s balance sheets include accounts receivable with Amazon of $50.1 million and $29.2 million as of December 31, 2019 and December 31, 2018, respectively.
The Company's earnings in future periods will be impacted by the re-measurements of warrant fair value, amortizations of the lease incentive asset and the related income tax effects. For income tax calculations, the value and timing of related tax deductions will differ from the guidance described above for financial reporting.
DoD
The Company is a provider of cargo and passenger airlift services to the DoD. The DoD awards flights to U.S. certificated airlines through annual contracts and through temporary "expansion" routes. Revenues from services performed for the DoD were approximately 34%, 15% and 7% of the Company's total revenues from continuing operations for the years ended December 31, 2019, 2018 and 2017, respectively, including revenues for Omni beginning November 9, 2018. Revenues excluding directly reimbursed expenses from continuing operations performed for the

67

DoD comprised approximately 10% of the Company's consolidated revenues from continuing operations for the year ended December 31, 2017. The Company's balance sheets included accounts receivable with the DoD of $44.5 million and $50.5 million as of December 31, 2019 and December 31, 2018, respectively.

NOTE E—FAIR VALUE MEASUREMENTS
The Company’s money market funds and interest rate swaps are reported on the Company’s consolidated balance sheets at fair values based on market values from comparable transactions. The fair value of the Company’s money market funds, convertible note, convertible note hedges and interest rate swaps are based on observable inputs (Level 2) from comparable market transactions.
The fair value of the stock warrant obligations resulting from aircraft leased to Amazon were determined using a Black-Scholes pricing model which considers various assumptions, including the Company’s common stock price, the volatility of the Company’s common stock, the expected dividend yield, exercise price and the risk-free interest rate (Level 2 inputs). The fair value of the stock warrant obligations for unvested stock warrants, conditionally granted to Amazon for the execution of incremental, future aircraft leases, include additional assumptions including the expected exercise prices and the probabilities that future leases will occur (Level 3 inputs).
The following table reflects assets and liabilities that are measured at fair value on a recurring basis (in thousands):
As of December 31, 2019
Fair Value Measurement Using
 
Total
 
Level 1
 
Level 2
 
Level 3
 
Assets
 
 
 
 
 
 
 
Cash equivalents—money market
$
—

 
$
1,129

 
$
—

 
$
1,129

Interest rate swap
—

 
111

 
—

 
111

Total Assets
$
—

 
$
1,240

 
$
—

 
$
1,240

Liabilities
 
 
 
 
 
 
 
Interest rate swap
$
—

 
$
(8,237
)
 
$
—

 
$
(8,237
)
Stock warrant obligations
—

 
(340,767
)
 
(42,306
)
 
(383,073
)
Total Liabilities
$
—

 
$
(349,004
)
 
$
(42,306
)
 
$
(391,310
)
As of December 31, 2018
Fair Value Measurement Using
 
Total
 
Level 1
 
Level 2
 
Level 3
 
Assets
 
 
 
 
 
 
 
Cash equivalents—money market
$
—

 
$
17,986

 
$
—

 
$
17,986

Interest rate swap
—

 
2,971

 
—

 
2,971

Total Assets
$
—

 
$
20,957

 
$
—

 
$
20,957

Liabilities
 
 
 
 
 
 
 
Interest rate swap
$
—

 
$
(1,138
)
 
$
—

 
$
(1,138
)
Stock warrant obligation
—

 
(203,782
)
 
—

 
(203,782
)
Total Liabilities
$
—

 
$
(204,920
)
 
$
—

 
$
(204,920
)

At December 31, 2019, vested stock warrants having an exercise price of $9.73 were valued at $13.93 each using a risk-free interest rate of 1.6% and a stock volatility of 35%, based on the time period corresponding with the expiration period of the warrants. At December 31, 2019, vested stock warrants from the 2018 Amazon agreements having an exercise price of $21.53 were valued at $9.30 each, using a risk-free interest rate of 1.8% and a stock volatility of 35.0%, based on the time period corresponding with the expiration period of the warrants. At December 31, 2019, unvested stock warrants from the 2018 Amazon agreement were valued using additional assumptions for an expected grant date, expected exercise price, the risk free rate to the expected grant date and the probabilities that future leases will occur. At December 31, 2018, each vested stock warrant having an exercise price of $9.73 was valued at $13.76 using a risk-free rate of 2.5% and a stock volatility of 37.5%.

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The fair value of the note conversion obligations were estimated using discounted cash flows and the fair value of convertible note hedges were estimated using a Black-Scholes pricing model and incorporate the terms and conditions of the underlying financial instruments (Level 2 Inputs). The valuations are, among other things, subject to changes in both the Company's credit worthiness and the counter-parties to the instruments as well as changes in general market conditions. While the change in fair value of the note conversion obligations and the convertible note hedges are generally expected to move in opposite directions, the net change in any given period may be material. At December 31, 2018, the value of the convertible note hedges and note conversion obligations were valued at $50.0 million and $50.8 million respectively.
As a result of lower market interest rates compared to the stated interest rates of the Company’s fixed rate debt obligations, the fair value of the Company’s debt obligations, based on Level 2 observable inputs, was approximately $2.7 million less than the carrying value, which was $1,484.4 million at December 31, 2019. As of December 31, 2018, the fair value of the Company’s debt obligations was approximately $6.0 million less than the carrying value, which was $1,401.3 million. The non-financial assets, including goodwill, intangible assets and property and equipment are measured at fair value on a non-recurring basis.

NOTE F—PROPERTY AND EQUIPMENT
The Company's property and equipment consists primarily of cargo aircraft, aircraft engines and other flight equipment. Property and equipment, to be held and used, is summarized as follows (in thousands):
 
 
December 31,
2019
 
December 31,
2018
Flight equipment
$
2,598,113

 
$
2,340,840

Ground equipment
59,628

 
57,455

Leasehold improvements, facilities and office equipment
33,649

 
28,745

Aircraft modifications and projects in progress
220,827

 
74,449

 
2,912,217

 
2,501,489

Accumulated depreciation
(1,146,197
)
 
(946,484
)
Property and equipment, net
$
1,766,020

 
$
1,555,005


CAM owned aircraft with a carrying value of $889.3 million and $803.7 million that were under leases to external customers as of December 31, 2019 and 2018, respectively.

NOTE G—DEBT OBLIGATIONS
Debt obligations consisted of the following (in thousands):
 
December 31,
 
December 31,
 
2019
 
2018
Unsubordinated term loans
$
626,277

 
$
721,406

Revolving credit facility
632,900

 
475,000

Convertible debt
213,461

 
204,846

Other financing arrangements
11,746

 
—

Total debt obligations
1,484,384

 
1,401,252

Less: current portion
(14,707
)
 
(29,654
)
Total long term obligations, net
$
1,469,677

 
$
1,371,598


The Company utilizes a syndicated credit agreement ("Senior Credit Agreement") which includes unsubordinated term loans and a revolving credit facility. In November 2019, the Senior Credit Agreement was amended to increase the maximum revolver capacity from $645.0 million to $750.0 million, combine two terms loans into one loan and reduce the interest rate spread of the LIBOR based financing at various debt-to-EBITDA levels. This amendment also

69

extended the agreement to November 2024 provided certain liquidity measures are maintained during 2024 and added incremental accordion capacity based on debt ratios. As of December 31, 2019, the unused revolving credit facility totaled $103.9 million, net of draws of $632.9 million and outstanding letters of credit of $13.2 million. The Senior Credit Agreement permitted additional indebtedness of up to $750.0 million, excluding the unsecured convertible notes outstanding of $258.8 million as of December 31, 2019.
The balance of the unsubordinated term loan is net of debt issuance costs of $8.7 million and $9.8 million for the years ended December 31, 2019 and 2018, respectively. Under the terms of the Senior Credit Agreement, interest rates are adjusted at least quarterly based on the Company's EBITDA, its outstanding debt level and prevailing LIBOR or prime rates. At the Company's current debt-to-EBITDA ratio, the LIBOR based financing for the unsubordinated term loan and revolving credit facility bear variable interest rates of 3.675% and 3.649%, respectively.
The Senior Credit Agreement is collateralized by certain of the Company's Boeing 777, 767 and 757 aircraft. Under the terms of the Senior Credit Agreement, the Company is required to maintain collateral coverage equal to 115% of the outstanding balance of the term loan and the total funded revolving credit facility. The minimum collateral coverage which must be maintained is 50% of the outstanding balance of the term loan plus the revolving credit facility commitment of $750.0 million.
The Senior Credit Agreement limits the amount of dividends the Company can pay and the amount of common stock it can repurchase to $100.0 million during any calendar year, provided the Company's total debt to earnings before interest, taxes, depreciation and amortization expenses ("EBITDA") ratio is under 3.00 times, after giving effect to the dividend or repurchase. The Senior Credit Agreement contains covenants, including a maximum permitted total EBITDA to debt ratio, a fixed charge covenant ratio requirement, limitations on certain additional indebtedness, and on guarantees of indebtedness. The Senior Credit Agreement stipulates events of default, including unspecified events that may have material adverse effects on the Company. If an event of default occurs, the Company may be forced to repay, renegotiate or replace the Senior Credit Agreement.
On January 28, 2020, the Company, through a subsidiary, completed a debt offering of $500.0 million in senior unsecured notes (the “Senior Notes”). The Senior Notes were sold only to qualified institutional buyers in the United States pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and certain investors pursuant to Regulation S under the Securities Act. The Senior Notes are senior unsecured obligations that bear interest at a rate of 4.75% per year, payable semiannually in arrears on February 1 and August 1 of each year, beginning on August 1, 2020. The Senior Notes will mature on February 1, 2028. The Senior Notes contain customary events of default and certain covenants which are generally no more restrictive than those set forth in the Senior Credit Agreement. The net proceeds of $495.0 million from the Senior Notes were used to pay down the revolving credit facility. The Senior Notes do not require principal payments in 2020.
In September 2017, the Company issued $258.8 million aggregate principal amount of 1.125% Convertible Senior Notes due 2024 (" Convertible Notes") in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act. The Convertible Notes bear interest at a rate of 1.125% per year payable semi-annually in arrears on April 15 and October 15 each year, beginning April 15, 2018. The Convertible Notes mature on October 15, 2024, unless repurchased or converted in accordance with their terms prior to such date. The Convertible Notes are unsecured indebtedness, subordinated to the Company's existing and future secured indebtedness and other liabilities, including trade payables. Conversion of the Convertible Notes can only occur upon satisfaction of certain conditions and during certain periods, beginning any calendar quarter commencing after December 31, 2017 and thereafter, until the close of business on the second scheduled trading day immediately preceding the maturity date. Upon the occurrence of certain fundamental changes, holders of the Convertible Notes can require the Company to repurchase their notes at the cash repurchase price equal to the principal amount of the notes, plus any accrued and unpaid interest.
The Convertible Notes may be settled in cash, the Company’s common shares or a combination of cash and the Company’s common shares, at the Company’s election. The initial conversion rate is 31.3475 common shares per $1,000 principal amount of Convertible Notes (equivalent to an initial conversion price of approximately $31.90 per common share). If a “make-whole fundamental change” (as defined in the offering circular with the Convertible Notes) occurs, the Company will, in certain circumstances, increase the conversion rate for a specified period of time.
In conjunction with the Convertible Notes, the Company purchased convertible note hedges under privately negotiated transactions for $56.1 million, having the same number of the Company's common shares, 8.1 million shares and same strike price of $31.90, that underlie the Convertible Notes. The convertible note hedges are expected to

70

reduce the potential equity dilution with respect to the Company's common stock, and/or offset any cash payments in excess of the principal amount due, as the case may be, upon conversion of the Convertible Notes. The Company's current intent and policy is to settle all Note conversions through a combination settlement which satisfies the principal amount of the Convertible Notes outstanding with cash. The Convertible Notes could have a dilutive effect on the computation of earnings per share in accordance with accounting principles to the extent that the average traded market price of the Company’s common shares for a reporting period exceeds the conversion price.
The conversion feature of the Convertible Notes required bifurcation from the principal amount under the applicable accounting guidance. Settlement provisions of the Convertible Notes and the convertible note hedges required cash settlement of these instruments until the Company's shareholders increased the number of authorized shares of common stock to cover the full number of shares underlying the Convertible Notes. As a result, the conversion feature of the Convertible Notes and the convertible note hedges were initially accounted for as liabilities and assets, respectively, and marked to market at the end of each period. The fair value of the note conversion obligation at issuance was $57.4 million.
On May 10, 2018, the Company's shareholders increased the number of authorized shares of common stock to cover the full number of shares underlying the Convertible Notes. The Company reevaluated the Convertible Notes and convertible note hedges under the applicable accounting guidance including ASC 815, "Derivatives and Hedging," and determined that the instruments, which meet the definition of derivative and are indexed to the Company's own stock, should be classified in shareholder's equity. On May 10, 2018, the fair value of the conversion feature of the Convertible Notes and the convertible note hedges of $51.3 million and $50.6 million, respectively, were reclassified to paid-in capital and are no longer remeasured to fair value.
The net proceeds from the issuance of the Convertible Notes was approximately $252.3 million, after deducting initial issuance costs. These unamortized issuance costs and discount are being amortized to interest expense through October 2024, using an effective interest rate of approximately 5.15%. The carrying value of the Company's convertible debt is shown below.
 
 
December 31,
 
December 31,
 
 
2019
 
2018
Principal value, Convertible Senior Notes, due 2024
 
258,750

 
258,750

Unamortized issuance costs
 
(4,864
)
 
(5,799
)
Unamortized discount
 
(40,425
)
 
(48,105
)
Convertible debt
 
213,461

 
204,846


In conjunction with the offering of the Convertible Notes, the Company also sold warrants to the convertible note hedge counterparties in separate, privately negotiated warrant transactions at a higher strike price and for the same number of the Company’s common shares, subject to customary anti-dilution adjustments. The amount received for these warrants and recorded in Stockholders' Equity in the Company’s consolidated balance sheets was $38.5 million. These warrants could result in 8.1 million additional shares of the Company's common stock, if the Company's traded market price exceeds the strike price which is $41.35 per share and is subject to certain adjustments under the terms of the warrant transactions. The warrants could have a dilutive effect on the computation of earnings per share to the extent that the average traded market price of the Company's common shares for a reporting periods exceed the strike price.

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The scheduled cash principal payments for the Company's debt obligations, as of December 31, 2019, for the next five years are as follows (in thousands):
 
Principal
Payments
2020
$
16,481

2021
16,491

2022
32,378

2023
32,389

2024
1,432,050

2025 and beyond
8,607

Total principal cash payments
1,538,396

Less: unamortized issuance costs and discounts
(54,012
)
Total debt obligations
$
1,484,384



NOTE H—DERIVATIVE INSTRUMENTS
The Company's Senior Credit Agreement requires the Company to maintain derivative instruments for protection from fluctuating interest rates, for at least twenty-five percent of the outstanding balance of the term loan issued in November 2018. Accordingly, the Company entered into additional interest rate swaps in December 2018 and January 2019 having initial values of $150.0 million and $150.0 million, respectively, and forward start dates of December 31, 2018 and June 28, 2019. The table below provides information about the Company’s interest rate swaps (in thousands):
 
 
 
December 31, 2019
 
December 31, 2018
Expiration Date
Stated
Interest
Rate
 
Notional
Amount
 
Market
Value
(Liability)
 
Notional
Amount
 
Market
Value
(Liability)
May 5, 2021
1.090
%
 
20,625

 
111

 
28,125

 
650

May 30, 2021
1.703
%
 
20,625

 
(25
)
 
28,125

 
366

December 31, 2021
2.706
%
 
146,250

 
(3,242
)
 
150,000

 
(1,138
)
March 31, 2022
1.900
%
 
50,000

 
(408
)
 
50,000

 
829

March 31, 2022
1.950
%
 
75,000

 
(696
)
 
75,000

 
1,126

March 31, 2023
2.425
%
 
148,125

 
(3,866
)
 
—

 
—


The outstanding interest rate swaps are not designated as hedges for accounting purposes. The effects of future fluctuations in LIBOR interest rates on derivatives held by the Company will result in the recording of unrealized gains and losses into the statement of operations. The Company recorded a net loss on derivatives of $10.0 million and $8.0 thousand and net gains of $1.4 million for the years ending December 31, 2019, 2018 and 2017, respectively. The liability for outstanding derivatives is recorded in other liabilities and in accrued expenses.
The Company recorded a net loss before the effects of income taxes of $0.1 million and a net gain before the effects of income taxes of $0.6 million during the years ended December 31, 2018 and 2017, respectively, for the revaluation of the convertible note hedges and the note conversion obligations to fair value before these instruments were reclassified to paid-in-capital.


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NOTE I—COMMITMENTS AND CONTINGENCIES
Lease Commitments
The Company leases property, four aircraft, aircraft engines and other types of equipment under operating leases. Property leases include hangars, warehouses, offices and other space at certain airports with fixed rent payments and lease terms ranging from one month to seven years. The Company is obligated to pay the lessor for maintenance, real estate taxes, insurance and other operating expenses on certain property leases. These expenses are variable and are not included in the measurement of the lease asset or lease liability. These expenses are recognized as variable lease expense when incurred and are not material. Equipment leases include ground support and industrial equipment as well as computer hardware with fixed rent payments and terms of one month to five years.
The Company records the initial right-to-use asset and lease liability at the present value of lease payments scheduled during the lease term. For the year ended December 31, 2019, non-cash transactions to recognize right-to-use assets and corresponding liabilities for new leases were $17.0 million. Unless the rate implicit in the lease is readily determinable, the Company discounts the lease payments using an estimated incremental borrowing rate at the time of lease commencement. The Company estimates the incremental borrowing rate based on the information available at the lease commencement date, including the rate the Company could borrow for a similar amount, over a similar lease term with similar collateral. The Company's weighted-average discount rate for operating leases at December 31, 2019 was 4.7%. Leases often include rental escalation clauses, renewal options and/or termination options that are factored into the determination of lease payments when appropriate. Although not material, the amount of such options is reflected below in the maturity of operating lease liabilities table. Lease expense is recognized on a straight-line basis over the lease term. Our weighted-average remaining lease term is 4.6 years.
For the year ended December 31, 2019, cash payments against operating lease liabilities were $19.7 million. As of December 31, 2019, the maturities of operating lease liabilities are as follows (in thousands):
 
 
Operating Leases
2020
 
$
14,549

2021
 
10,425

2022
 
6,764

2023
 
6,138

2024
 
4,940

2025 and beyond
 
5,155

Total undiscounted cash payments
 
47,971

Less: amount representing interest
 
(4,780
)
Present value of future minimum lease payments
 
43,191

Less: current obligations under leases
 
12,857

Long-term lease obligation
 
$
30,334


The Company expects to lease two additional passenger aircraft commencing in 2020 that are not reflected in the table above.

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The future minimum lease payments of the Company as of December 31, 2018 are scheduled below (in thousands):
 
 
Operating Leases
2019
 
$
17,505

2020
 
15,418

2021
 
12,703

2022
 
6,735

2023
 
4,641

2024 and beyond
 
12,462

Total minimum lease payments
 
$
69,464


Purchase Commitments
The Company has agreements with Israel Aerospace Industries Ltd. ("IAI") for the conversion of Boeing 767 passenger aircraft into a standard configured freighter aircraft. The conversions primarily consist of the installation of a standard cargo door and loading system. As of December 31, 2019, the Company had eight aircraft that were in or awaiting the modification process. As of December 31, 2019, the Company had placed non-refundable deposits of $23.2 million to purchase 15 more Boeing 767-300 passenger aircraft through 2021. As of December 31, 2019, the Company's commitments to acquire and convert aircraft totaled $369.1 million through 2021.
Guarantees and Indemnifications
Certain leases and agreements of the Company contain guarantees and indemnification obligations to the lessor, or one or more other parties that are considered reasonable and customary (e.g. use, tax and environmental indemnifications), the terms of which range in duration and are often limited. Such indemnification obligations may continue after expiration of the respective lease or agreement.
Other
In addition to the foregoing matters, the Company is also a party to legal proceedings in various federal and state jurisdictions from time to time arising out of the operation of the Company's business. The amount of alleged liability, if any, from these proceedings cannot be determined with certainty; however, the Company believes that its ultimate liability, if any, arising from pending legal proceedings, as well as from asserted legal claims and known potential legal claims which are probable of assertion, taking into account established accruals for estimated liabilities, should not be material to our financial condition or results of operations.
Employees Under Collective Bargaining Agreements
As of December 31, 2019, the flight crewmember employees of ABX, ATI and Omni and flight attendant employees of ATI and Omni were represented by the labor unions listed below:
Airline
Labor Agreement Unit
Percentage of
the Company’s
Employees
ABX
International Brotherhood of Teamsters
5.3%
ATI
Air Line Pilots Association
8.3%
OAI
International Brotherhood of Teamsters
7.1%
ATI
Association of Flight Attendants
0.9%
OAI
Association of Flight Attendants
7.3%



74

NOTE J—PENSION AND OTHER POST-RETIREMENT BENEFIT PLANS
Defined Benefit and Post-retirement Healthcare Plans
ABX sponsors a qualified defined benefit pension plan for ABX crewmembers and a qualified defined benefit pension plan for a major portion of its other ABX employees that meet minimum eligibility requirements. ABX also sponsors non-qualified defined benefit pension plans for certain employees. These non-qualified plans are unfunded. Employees are no longer accruing benefits under any of the defined benefit pension plans. ABX also sponsors a post-retirement healthcare plan for its ABX crewmembers, which is unfunded. Benefits for covered individuals terminate upon reaching age 65 under the post-retirement healthcare plans.
The accounting and valuation for these post-retirement obligations are determined by prescribed accounting and actuarial methods that consider a number of assumptions and estimates. The selection of appropriate assumptions and estimates is significant due to the long time period over which benefits will be accrued and paid. The long term nature of these benefit payouts increases the sensitivity of certain estimates of our post-retirement obligations. The assumptions considered most sensitive in actuarially valuing ABX’s pension obligations and determining related expense amounts are discount rates and expected long term investment returns on plan assets. Additionally, other assumptions concerning retirement ages, mortality and employee turnover also affect the valuations. Actual results and future changes in these assumptions could result in future costs significantly higher than those recorded in our results of operations.
ABX measures plan assets and benefit obligations as of December 31 of each year. Information regarding ABX’s sponsored defined benefit pension plans and post-retirement healthcare plans follow below. The accumulated benefit obligation reflects pension benefit obligations based on the actual earnings and service to-date of current employees.
On August 30, 2017, the Company transferred investment assets totaling $106.6 million from the pension plan trust to purchase a group annuity contract from Mutual of America Life Insurance Company ("MUA"). The group annuity contract transfers payment obligations for pension benefits owed to certain former, non-pilot retirees of ABX (or their beneficiaries) to MUA. As a result of the transaction, the Company recognized pre-tax settlement charges of $5.3 million to continued operations and $7.6 million to discontinued operations due to the reclassification of $12.9 million of pretax losses from accumulated other comprehensive loss.

75

Funded Status  (in thousands):
 
Pension Plans
 
Post-retirement
Healthcare Plans
 
2019
 
2018
 
2019
 
2018
Accumulated benefit obligation
$
779,031

 
$
690,729

 
$
3,707

 
$
3,824

Change in benefit obligation
 
 
 
 
 
 
 
Obligation as of January 1
$
690,729

 
$
740,783

 
$
3,824

 
$
4,056

Service cost
—

 
—

 
107

 
123

Interest cost
31,299

 
29,135

 
148

 
127

Plan transfers
3,313

 
1,603

 
—

 
—

Benefits paid
(31,718
)
 
(29,439
)
 
(365
)
 
(365
)
Actuarial (gain) loss
85,408

 
(51,353
)
 
(7
)
 
(117
)
Obligation as of December 31
$
779,031

 
$
690,729

 
$
3,707

 
$
3,824

Change in plan assets
 
 
 
 
 
 
 
Fair value as of January 1
$
625,646

 
$
681,573

 
$
—

 
$
—

Actual gain (loss) on plan assets
144,108

 
(51,274
)
 
—

 
—

Plan transfers
3,313

 
1,603

 
—

 
—

Return of excess premiums
—

 
963

 
—

 
—

Employer contributions
5,414

 
22,220

 
365

 
365

Benefits paid
(31,718
)
 
(29,439
)
 
(365
)
 
(365
)
Fair value as of December 31
$
746,763

 
$
625,646

 
$
—

 
$
—

Funded status
 
 
 
 
 
 
 
Overfunded plans, net asset
$
4,996

 
$
—

 
$
—

 
$
—

Underfunded plans
 
 
 
 
 
 
 
Current liabilities
$
(3,796
)
 
$
(3,971
)
 
$
(431
)
 
$
(451
)
Non-current liabilities
$
(33,468
)
 
$
(61,112
)
 
$
(3,276
)
 
$
(3,373
)


Components of Net Periodic Benefit Cost
ABX’s net periodic benefit costs for its defined benefit pension plans and post-retirement healthcare plans for the years ended December 31, 2019, 2018 and 2017, are as follows (in thousands):
 
Pension Plans
 
Post-Retirement Healthcare Plan
 
2019
 
2018
 
2017
 
2019
 
2018
 
2017
Service cost
$
—

 
$
—

 
$
—

 
$
107

 
$
123

 
158

Interest cost
31,299

 
29,135

 
33,585

 
148

 
127

 
142

Expected return on plan assets
(37,907
)
 
(42,093
)
 
(42,080
)
 
—

 
—

 
—

Curtailments and settlements
—

 
—

 
12,923

 
—

 
—

 
—

Amortization of prior service cost
—

 
—

 
—

 
—

 
—

 
(51
)
Amortization of net (gain) loss
15,528

 
3,547

 
7,778

 
172

 
219

 
283

Net periodic benefit cost (income)
$
8,920

 
$
(9,411
)
 
$
12,206

 
$
427

 
$
469

 
$
532




76

Unrecognized Net Periodic Benefit Expense
The pre-tax amounts in accumulated other comprehensive loss that have not yet been recognized as components of net periodic benefit expense at December 31 are as follows (in thousands):
 
Pension Plans
 
Post-Retirement
Healthcare Plans
 
2019
 
2018
 
2019
 
2018
Unrecognized prior service cost
$
—

 
$
—

 
$
—

 
$
—

Unrecognized net actuarial loss
89,871

 
126,192

 
1,031

 
1,210

Accumulated other comprehensive loss
$
89,871

 
$
126,192

 
$
1,031

 
$
1,210


The amounts of unrecognized net actuarial loss recorded in accumulated other comprehensive loss that is expected to be recognized as components of net periodic benefit expense during 2020 is $3.8 million and $0.1 million for the pension plans and the post-retirement healthcare plans, respectively.
Assumptions
Assumptions used in determining the funded status of ABX’s pension plans at December 31 were as follows:
 
 
Pension Plans
 
2019
 
2018
 
2017
Discount rate - crewmembers
3.65%
 
4.65%
 
4.00%
Discount rate - non-crewmembers
3.70%
 
4.65%
 
4.05%
Expected return on plan assets
6.10%
 
6.20%
 
6.25%

Net periodic benefit cost was based on the discount rate assumptions at the end of the previous year.
The discount rate used to determine post-retirement healthcare obligations was 2.60%, 4.10% and 3.30% for pilots at December 31, 2019, 2018 and 2017, respectively. Post-retirement healthcare plan obligations have not been funded. The Company's retiree healthcare contributions have been fixed for each participant, accordingly, healthcare cost trend rates do not affect the post-retirement healthcare obligations.

Plan Assets
The weighted-average asset allocations by asset category are as shown below:
 
 
Composition of Plan Assets
as of December 31
Asset category
2019
 
2018
Cash
—
%
 
1
%
Equity securities
26
%
 
25
%
Fixed income securities
74
%
 
74
%
 
100
%
 
100
%

ABX uses an investment management firm to advise it in developing and executing an investment policy. The portfolio is managed with consideration for diversification, quality and marketability. The investment policy permits the following ranges of asset allocation: equities – 15% to 35%; fixed income securities – 60% to 80%; cash – 0% to 10%. Except for U.S. Treasuries, no more than 10% of the fixed income portfolio and no more than 5% of the equity portfolio can be invested in securities of any single issuer.
The overall expected long term rate of return was developed using various market assumptions in conjunction with the plans’ targeted asset allocation. The assumptions were based on historical market returns.

77

Cash Flows
In 2019 and 2018, the Company made contributions to its defined benefit plans of $5.4 million and $22.2 million, respectively. The Company estimates that its contributions in 2020 will be approximately $10.9 million for its defined benefit pension plans and $0.4 million for its post-retirement healthcare plans.
The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid out of the respective plans as follows (in thousands):
 
Pension
Benefits
 
Post-retirement
Healthcare
Benefits
2020
$
37,829

 
$
431

2021
38,583

 
483

2022
41,350

 
511

2023
43,759

 
545

2024
45,496

 
520

Years 2025 to 2029
239,019

 
1,724


Fair Value Measurements
The pension plan assets are stated at fair value. The following is a description of the valuation methodologies used for the investments measured at fair value, including the general classification of such instruments pursuant to the valuation hierarchy.
Common Trust Funds—Common trust funds are composed of shares or units in non-publicly traded funds whereby the underlying assets in these funds (cash, cash equivalents, fixed income securities and equity securities) are publicly traded on exchanges and price quotes for the assets held by these funds are readily available. Holdings of common trust funds are classified as Level 2 investments.
Corporate Stock—This investment category consists of common and preferred stock issued by domestic and international corporations that are regularly traded on exchanges and price quotes for these shares are readily available. These investments are classified as Level 1 investments.
Mutual Funds—Investments in this category include shares in registered mutual funds, unit trust and commingled funds. These funds consist of domestic equity, international equity and fixed income strategies. Investments in this category that are publicly traded on an exchange and have a share price published at the close of each business day are classified as Level 1 investments and holdings in the other mutual funds are classified as Level 2 investments.
Fixed Income Investments—Securities in this category consist of U.S. Government or Agency securities, state and local government securities, corporate fixed income securities or pooled fixed income securities. Securities in this category that are valued utilizing published prices at the close of each business day are classified as Level 1 investments. Those investments valued by bid data prices provided by independent pricing sources are classified as Level 2 investments.

78

The pension plan assets measured at fair value on a recurring basis were as follows (in thousands):
As of December 31, 2019
Fair Value Measurement Using
 
Total
 
Level 1
 
Level 2
 
Plan assets
 
 
 
 
 
Common trust funds
$
—

 
$
3,467

 
$
3,467

Corporate stock
14,553

 
442

 
14,995

Mutual funds
59,710

 
117,067

 
176,777

Fixed income investments
—

 
549,441

 
549,441

Benefit Plan Assets
$
74,263

 
$
670,417

 
$
744,680

 
 
 
 
 
 
Investments measured at net asset value ("NAV")
 
 
 
 
2,083

Total benefit plan assets


 


 
$
746,763

As of December 31, 2018
Fair Value Measurement Using
 
Total
 
Level 1
 
Level 2
 
Plan assets
 
 
 
 
 
Common trust funds
$
—

 
$
3,961

 
$
3,961

Corporate stock
13,142

 
—

 
13,142

Mutual funds
48,645

 
91,085

 
139,730

Fixed income investments
2,065

 
462,149

 
464,214

Benefit Plan Assets
$
63,852

 
$
557,195

 
$
621,047

 
 
 
 
 
 
Investments measured at net asset value ("NAV")
 
 
 
 
4,599

Total benefit plan assets


 


 
$
625,646


Investments that were measured at NAV per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. These investments include hedge funds, private equity and real estate funds. Management’s estimates are based on information provided by the fund managers or general partners of those funds.
Hedge Funds and Private Equity—These investments are not readily tradeable and have valuations that are not based on readily observable data inputs. The fair value of these assets is estimated based on information provided by the fund managers or the general partners. These assets have been valued using NAV as a practical expedient.

79

The following table presents investments measured at fair value based on NAV per share as a practical expedient:
 
Fair Value
 
Redemption Frequency
 
Redemption Notice Period
 
Unfunded Commitments
As of December 31, 2019
 
 
 
 
 
 
 
Hedge Funds & Private Equity
$
2,083

 
(1) (2)
 
90 days
 
$
—

Real Estate
—

 
(3)
 
90 days
 
—

Total investments measured at NAV
$
2,083

 
 
 
 
 
$
—


 
 
 
 
 
 
 
As of December 31, 2018
 
 
 
 
 
 
 
Hedge Funds & Private Equity
$
4,599

 
(1) (2)
 
90 days
 
$
—

Real Estate
—

 
(3)
 
90 days
 
—

Total investments measured at NAV
$
4,599

 
 
 
 
 
$
—



(1) Quarterly - hedge funds
(2) None - private equity
(3) Monthly

Defined Contribution Plans
The Company sponsors defined contribution capital accumulation plans (401k) that are funded by both voluntary employee salary deferrals and by employer contributions. Expenses for defined contribution retirement plans were $12.6 million, $9.0 million and $7.8 million for the years ended December 31, 2019, 2018 and 2017, respectively.

NOTE K—INCOME TAXES
The Company's deferred income taxes reflect the value of its net operating loss carryforwards and the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their amounts used for income tax calculations. Federal legislation known as The Tax Cuts and Jobs Acts ("Tax Act") was enacted on December 22, 2017. The Tax Act reduces the U.S. federal corporate tax rate from the previous rate of 35% to 21% effective January 1, 2018. The Tax Act also made broad and complex changes to the U.S. tax code, including, but not limited to a onetime tax on earnings of certain foreign subsidiaries, limitations of net operating loss carryforwards created in tax years beginning after December 31, 2017, bonus depreciation for full expensing of qualified property, and limitations on the deductibility of certain executive compensation. At December 31, 2017, the Company calculated the effects of the enactment of the Tax Act as written, and made an estimate of the effects on the existing deferred tax balances. The re-measurement of deferred tax balances in 2017 using the lower federal rates enacted by the Tax Act, resulted in a reduction in the Company's net deferred tax liability and the recognition of a deferred tax benefit as depicted by the change in the federal statutory tax rate included below. The Company continues to analyze and monitor the effects of the Tax Act on its operations.
At December 31, 2019, the Company had cumulative net operating loss carryforwards (“NOL CFs”) for federal income tax purposes of approximately $172.5 million, which do not expire but whose use is limited to 80% of taxable income in any given year. The deferred tax asset balance includes $3.4 million net of a $0.3 million valuation allowance related to state NOL CFs, which have remaining lives ranging from one to twenty years. These NOL CFs are attributable to excess tax deductions related primarily to the accelerated tax depreciation of fixed assets and cash contributions for its defined benefit pension plans. At December 31, 2019 and 2018, the Company determined that, based upon projections of taxable income, it was more likely than not that the NOL CF’s will be, accordingly, no allowance against these deferred tax assets was recorded. The Company had alternative minimum tax credits of $3.1 million which will be recovered over the next three years.

80

The significant components of the deferred income tax assets and liabilities as of December 31, 2019 and 2018 are as follows (in thousands):
 
December 31
 
2019
 
2018
Deferred tax assets:
 
 
 
Net operating loss carryforward and federal credits
$
40,467

 
$
55,760

Lease Obligation
9,070

 
—

Warrants
17,174

 
7,314

Post-retirement employee benefits
6,355

 
13,777

Employee benefits other than post-retirement
9,435

 
8,751

Inventory reserve
2,055

 
2,374

Deferred revenue
5,132

 
4,389

Other
9,309

 
5,333

Deferred tax assets
98,997

 
97,698

Deferred tax liabilities:
 
 
 
Accelerated depreciation
(192,651
)
 
(189,719
)
Partnership items
(6,088
)
 
(5,850
)
Operating lease assets
(9,051
)
 
—

Goodwill
(4,916
)
 
(620
)
State taxes
(12,355
)
 
(14,474
)
Valuation allowance against deferred tax assets
(1,412
)
 
(278
)
Deferred tax liabilities
(226,473
)
 
(210,941
)
Net deferred tax (liability)
$
(127,476
)
 
$
(113,243
)

The following summarizes the Company’s income tax provisions (benefits) (in thousands):
 
Years Ended December 31
 
2019
 
2018
 
2017
Current taxes:
 
 
 
 
 
Federal
$
1,332

 
$
—

 
$
9

Foreign
1

 
—

 
48

State
138

 
1,043

 
590

Deferred taxes:
 
 
 
 
 
Federal
14,155

 
15,642

 
27,625

Foreign
—

 
(63
)
 
—

State
(3,677
)
 
2,973

 
3,396

Change in federal statutory tax rates
—

 
—

 
(59,944
)
Total deferred tax expense
10,478

 
18,552

 
(28,923
)
Total income tax expense (benefit) from continuing operations
$
11,589

 
$
19,595

 
$
(28,276
)
Income tax expense (benefit) from discontinued operations
$
360

 
$
434

 
$
(1,848
)


81

The reconciliation of income tax from continuing operations computed at the U.S. statutory federal income tax rates to effective income tax rates is as follows:
 
Years Ended December 31
 
2019
 
2018
 
2017
Statutory federal tax rate
21.0
 %
 
21.0
 %
 
35.0
 %
Foreign income taxes
—
 %
 
(0.1
)%
 
(0.5
)%
State income taxes, net of federal tax benefit
1.4
 %
 
(0.2
)%
 
(39.7
)%
Tax effect of non-deductible warrant expense
(2.9
)%
 
(1.5
)%
 
(485.0
)%
Tax effect of stock compensation
—
 %
 
(0.8
)%
 
21.7
 %
Tax effect of other non-deductible expenses
1.7
 %
 
0.8
 %
 
(19.6
)%
Change in federal and state tax laws
—
 %
 
—
 %
 
917.2
 %
Change to state statutory tax rates
(5.4
)%
 
3.8
 %
 
—
 %
Other
0.4
 %
 
(0.6
)%
 
3.5
 %
Effective income tax rate
16.2
 %
 
22.4
 %
 
432.6
 %

The income tax deductibility of the warrant expense is less than the expense required by GAAP because for tax purposes, the warrants are valued at a different time and under a different valuation method.
The reconciliation of income tax from discontinued operations computed at the U.S. statutory federal income tax rates to effective income tax rates is as follows:
 
Years Ended December 31
 
2019
 
2018
 
2017
Statutory federal tax rate
21.0
%
 
21.0
%
 
35.0
%
State income taxes, net of federal tax benefit
1.8
%
 
2.6
%
 
1.3
%
Change in federal statutory tax rates
—
%
 
—
%
 
—
%
Effective income tax rate
22.8
%
 
23.6
%
 
36.3
%

The Company files income tax returns in the U.S. federal jurisdiction and various international, state and local jurisdictions. The returns may be subject to audit by the Internal Revenue Service (“IRS”) and other jurisdictional authorities. International returns consist primarily of disclosure returns where the Company is covered by the sourcing rules of U.S. international treaties. The Company recognizes the impact of an uncertain income tax position in the financial statements if that position is more likely than not of being sustained on audit, based on the technical merits of the position. At December 31, 2019, 2018 and 2017, the Company's unrecognized tax benefits were $0.0 million, $0.0 million and $0.0 million respectively. Accrued interest and penalties on tax positions are recorded as a component of interest expense. Interest and penalties expense was immaterial for 2019, 2018 and 2017.
The Company began to file, effective in 2008, federal tax returns under a common parent of the consolidated group that includes ABX and all the wholly-owned subsidiaries. The returns for 2018, 2017 and 2016 related to the consolidated group remain open to examination. The consolidated federal tax returns prior to 2016 remain open to federal examination only to the extent of net operating loss carryforwards carried over from or utilized in those years. Pemco and Omni filed returns on their own behalf prior to their acquisition by the Company. State and local returns filed for 2005 through 2018 are generally also open to examination by their respective jurisdictions, either in full or limited to net operating losses. The Company files tax returns with the Republic of Ireland for its leasing operations based in Ireland.


82

NOTE L—ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
Accumulated other comprehensive income (loss) includes the following items by components for the years ended December 31, 2019, 2018 and 2017 (in thousands):
 
 
Defined Benefit Pension
 
Defined Benefit Post-Retirement
 
Foreign Currency Translation
 
Total
Balance as of January 1, 2017
 
(77,088
)
 
(1,301
)
 
(1,477
)
 
(79,866
)
Other comprehensive income (loss) before reclassifications:
 
 
 
 
 
 
 
 
Actuarial gain (loss) for retiree liabilities
 
3,116

 
63

 
—

 
3,179

Foreign currency translation adjustment
 
—

 
—

 
195

 
195

Amounts reclassified from accumulated other comprehensive income:
 
 
 
 
 
 
 
 
Plan curtailment and settlement
 
12,923

 

 
—

 
12,923

Actuarial costs (reclassified to salaries, wages and benefits)
 
7,778

 
283

 
—

 
8,061

Negative prior service cost (reclassified to salaries, wages and benefits)
 
—

 
(51
)
 
—

 
(51
)
Income Tax (Expense) or Benefit
 
(7,304
)
 
(91
)
 
(66
)
 
(7,461
)
Other comprehensive income (loss), net of tax
 
16,513

 
204

 
129

 
16,846

Balance as of December 31, 2017
 
(60,575
)
 
(1,097
)
 
(1,348
)
 
(63,020
)
Other comprehensive income (loss) before reclassifications:
 
 
 
 
 
 
 
 
Actuarial gain (loss) for retiree liabilities
 
(41,051
)
 
117

 
—

 
(40,934
)
Foreign currency translation adjustment
 
—

 
—

 
(171
)
 
(171
)
Amounts reclassified from accumulated other comprehensive income:
 
 
 
 
 
 
 
 
Actuarial costs (reclassified to salaries, wages and benefits)
 
3,547

 
219

 
—

 
3,766

Income Tax (Expense) or Benefit
 
9,037

 
(80
)
 
40

 
8,997

Other comprehensive income (loss), net of tax
 
(28,467
)
 
256

 
(131
)
 
(28,342
)
Balance as of December 31, 2018
 
(89,042
)
 
(841
)
 
(1,479
)
 
(91,362
)
Other comprehensive income (loss) before reclassifications:
 
 
 
 
 
 
 
 
Actuarial gain (loss) for retiree liabilities
 
20,793

 
7

 
—

 
20,800

Foreign currency translation adjustment
 
—

 
—

 
(18
)
 
(18
)
Amounts reclassified from accumulated other comprehensive income:
 
 
 
 
 
 
 
 
Foreign currency loss
 
—

 
—

 
2,253

 
2,253

Actuarial costs (reclassified to salaries, wages and benefits)
 
15,528

 
172

 
—

 
15,700

Income Tax (Expense) or Benefit
 
(8,431
)
 
(40
)
 
(768
)
 
(9,239
)
Other comprehensive income (loss), net of tax
 
27,890

 
139

 
1,467

 
29,496

Balance as of December 31, 2019
 
(61,152
)
 
(702
)
 
(12
)
 
(61,866
)


83

NOTE M—STOCK-BASED COMPENSATION
The Company's Board of Directors has granted stock incentive awards to certain employees and board members pursuant to a long term incentive plan which was approved by the Company's stockholders in May 2005 and in May 2015. Employees have been awarded non-vested stock units with performance conditions, non-vested stock units with market conditions and non-vested restricted stock. The restrictions on the non-vested restricted stock awards lapse at the end of a specified service period, which is typically three years from the date of grant. Restrictions could lapse sooner upon a business combination, death, disability or after an employee qualifies for retirement. The non-vested stock units will be converted into a number of shares of Company stock depending on performance and market conditions at the end of a specified service period, lasting approximately three years. The performance condition awards will be converted into a number of shares of Company stock based on the Company's average return on invested capital during the service period. Similarly, the market condition awards will be converted into a number of shares depending on the appreciation of the Company's stock compared to the NASDAQ Transportation Index. Board members were granted time-based awards with vesting periods of approximately six or twelve months. The Company expects to settle all of the stock unit awards by issuing new shares of stock. The table below summarizes award activity.
 
Year Ended December 31
 
2019
 
2018
 
2017
 
Number of
Awards
 
Weighted
average
grant-date
fair value
 
Number of
Awards
 
Weighted
average
grant-date
fair value
 
Number of
Awards
 
Weighted
average
grant-date
fair value
Outstanding at beginning of period
969,928

 
$
15.89

 
873,849

 
$
12.30

 
1,040,569

 
$
9.97

Granted
302,596

 
23.22

 
304,795

 
24.18

 
243,940

 
17.52

Converted
(291,064
)
 
17.14

 
(205,616
)
 
12.74

 
(320,810
)
 
9.47

Expired
(7,900
)
 
23.78

 
(500
)
 
28.38

 
(82,050
)
 
9.22

Forfeited
(9,728
)
 
23.37

 
(2,600
)
 
26.76

 
(7,800
)
 
13.55

Outstanding at end of period
963,832

 
$
17.67

 
969,928

 
$
15.89

 
873,849

 
$
12.30

Vested
476,389

 
$
11.11

 
463,422

 
$
10.25

 
441,424

 
$
7.61


The average grant-date fair value of each performance condition award, non-vested restricted stock award and time-based award granted by the Company was $22.80, $25.15 and $16.72 for 2019, 2018 and 2017, respectively, the fair value of the Company’s stock on the date of grant. The average grant-date fair value of each market condition award granted was $24.75, $31.60 and $20.18 for 2019, 2018 and 2017, respectively. The market condition awards were valued using a Monte Carlo simulation technique based on volatility over three years for the awards granted in 2019, 2018 and 2017 using daily stock prices and using the following variables:
 
2019
 
2018
 
2017
Risk-free interest rate
2.5%
 
2.4%
 
1.7%
Volatility
35.6%
 
33.8%
 
34.7%
For the years ended December 31, 2019, 2018 and 2017, the Company recorded expense of $7.0 million, $5.0 million and $3.6 million, respectively, for stock incentive awards. At December 31, 2019, there was $6.7 million of unrecognized expense related to the stock incentive awards that is expected to be recognized over a weighted-average period of 1.5 years. As of December 31, 2019, none of the awards were convertible, 337,060 units of the Board members' time-based awards had vested and none of the outstanding shares of the restricted stock had vested. These awards could result in a maximum number of 1,198,507 additional outstanding shares of the Company’s common stock depending on service, performance and market results through December 31, 2021.


84


NOTE N—COMMON STOCK AND EARNINGS PER SHARE
Earnings per Share
The calculation of basic and diluted earnings per common share are as follows (in thousands, except per share amounts):
 
December 31
 
2019
 
2018
 
2017
Numerator:
 
 
 
 
 
Earnings from continuing operations - basic
$
59,983

 
$
67,883

 
$
21,740

Gain from stock warrants revaluation, net of tax
(6,219
)
 
(7,118
)
 
—

Earnings from continuing operations - diluted
$
53,764

 
$
60,765

 
$
21,740

 
 
 
 
 
 
Denominator:
 
 
 
 
 
Weighted-average shares outstanding for basic earnings per share
58,899

 
58,765

 
58,907

Common equivalent shares:
 
 
 
 
 
Effect of stock-based compensation awards and warrants
10,449

 
9,591

 
779

Weighted-average shares outstanding assuming dilution
69,348

 
68,356

 
59,686

Basic earnings per share from continuing operations
$
1.02

 
$
1.16

 
$
0.37

Diluted earnings per share from continuing operations
$
0.78

 
0.89

 
$
0.36


Basic weighted average shares outstanding for purposes of basic earnings per share are less than the shares outstanding due to 317,600 shares, 329,600 shares and 241,000 shares of restricted stock for 2019, 2018 and 2017, respectively, which are accounted for as part of diluted weighted average shares outstanding in diluted earnings per share.
The determination of diluted earnings per share requires the exclusion of the fair value re-measurement of the stock warrants recorded as a liability (see Note D), if such warrants have an anti-dilutive effect on earnings per share. The dilutive effect of the weighted-average diluted shares outstanding is calculated using the treasury method for periods in which equivalent shares have a dilutive effect on earnings per share. Under this method, the number of diluted shares is determined by dividing the assumed proceeds of the warrants recorded as a liability by the average stock price during the period and comparing that amount with the number of corresponding warrants outstanding.
The underlying warrants recorded as a liability as of December 31, 2019 and 2018 would have resulted in 39.5 million and 14.8 million additional shares of the Company's common stock, respectively, if the warrants were settled by tendering cash.
The number of equivalent shares that were not included in weighted average shares outstanding assuming dilution because their effect would have been anti-dilutive, were 7.8 million for the year ended December 31, 2017.
Purchase of Common Stock
The Company's Board of Directors has authorized management to repurchase outstanding common stock of the Company from time to time on the open market or in privately negotiated transactions. The authorization does not require the Company to repurchase a specific number of shares and the Company may terminate the repurchase program at any time. Upon the retirement of common stock repurchased, the excess purchase price over the par value for retired shares of common stock is recorded to additional paid-in-capital.
The Company repurchased common stock during 2017, including 380,637 shares on June 6, 2017 from an underwriter in conjunction with an underwritten secondary offering by its largest shareholder, Red Mountain Partners, L.P., a fund that is affiliated with Red Mountain Capital Partners, LLC (“Red Mountain”), a related party, for an aggregate purchase price of $8.5 million. The share price of $22.42 was equal to the price per share paid by the underwriter to Red Mountain.


85

NOTE O—SEGMENT AND REVENUE INFORMATION
The Company operates in two reportable segments. The CAM segment consists of the Company's aircraft leasing operations. The ACMI Services segment consists of the Company's airline operations, including CMI agreements as well as ACMI, charter service and passenger service agreements that the Company has with its customers. The Company's aircraft maintenance services, aircraft modification services, ground services and other services, are not large enough to constitute reportable segments and are combined in All other. Intersegment revenues are valued at arms-length market rates.
The Company's segment information from continuing operations is presented below (in thousands):
 
Year Ended December 31
 
2019
 
2018
 
2017
Total revenues:
 
 
 
 
 
CAM
$
285,276

 
$
228,956

 
$
209,213

ACMI Services
1,078,288

 
548,839

 
614,741

All other
314,014

 
286,579

 
433,208

Eliminate inter-segment revenues
(225,395
)
 
(172,029
)
 
(188,962
)
Total
$
1,452,183

 
$
892,345

 
$
1,068,200

Customer revenues:
 
 
 
 
 
CAM
$
168,106

 
$
156,516

 
$
140,434

ACMI Services
1,078,143

 
548,804

 
614,721

All other
205,934

 
187,025

 
313,045

Total
$
1,452,183

 
$
892,345

 
$
1,068,200


ACMI Services revenues are generated from airline service agreements and are typically based on hours flown, the amount of aircraft operated and crew resources provided during a month. ACMI Services revenues are recognized over time using the invoice practical expedient as flight hours are performed for the customer. Certain agreements include provisions for incentive payments based upon on-time reliability. These incentives are measured on a monthly basis and recorded to revenue in the corresponding month earned. Under CMI agreements, the Company's airlines have an obligation to provide integrated services including flight crews, aircraft maintenance and insurance for the customer's cargo network. Under ACMI agreements, the Company's airlines are also obligated to provide aircraft. Under CMI and ACMI agreements, customers are generally responsible for aviation fuel, landing fees, navigation fees and certain other flight expenses. When functioning as the customers' agent for arranging such services, the Company records amounts reimbursable from the customer as revenues net of the related expenses as the costs are incurred. Under charter agreements, the Company's airline is obligated to provide full services for one or more flights having specific origins and destinations. Under charter agreements in which the Company's airline is responsible for fuel, airport fees and all flight services, the related costs are recorded in operating expenses. Any sales commissions paid for charter agreements are generally expensed when incurred because the amortization period is less than one year. ACMI Services are invoiced monthly or more frequently. (There are no customer rewards programs associated with services offered by the Company nor does the Company sell passenger tickets or issue freight bills.)
The Company's revenues for customer contracts for airframe maintenance and aircraft modification services that do not have an alternative use and for which the Company has an enforceable right to payment are generally recognized over time based on the percentage of costs completed. Services for airframe maintenance and aircraft modifications typically have project durations lasting a few weeks to a few months. Other revenues for aircraft part sales, component repairs and line service are recognized at a point in time typically when the parts are delivered to the customer and the services are completed. For airframe maintenance, aircraft modifications and aircraft component repairs, contracts include assurance warranties that are not sold separately.
The Company records revenues and estimated earnings over time for its airframe maintenance and aircraft modification contracts using the costs to costs input method. For such services, the Company estimates the earnings on a contract as the difference between the expected revenue and estimated costs to complete a contract and recognizes

86

revenues and earnings based on the proportion of costs incurred compared to the total estimated costs. Unexpected or abnormal costs that are not reflected in the price of a contract are excluded from calculations of progress toward contract obligations. The Company's estimates consider the timing and extent of the services, including the amount and rates of labor, materials and other resources required to perform the services. These production costs are specifically planned and monitored for regulatory compliance. The expenditure of these costs closely reflect the progress made toward completion of an airframe maintenance and aircraft modification project. The Company recognizes adjustments in estimated earnings on a contract under the cumulative catch-up method in which the impact of the adjustment on estimated earnings of a contract is recognized in the period the adjustment is identified.
The Company's ground services revenues include load transfer and sorting services, facility and equipment maintenance services. These revenues are recognized as the services are performed for the customer over time. Revenues from related facility and equipment maintenance services are recognized over time and at a point in time depending on the nature of the customer contracts.
The Company's external customer revenues from other activities for the years ending December 31, 2019, 2018 and 2017 are presented below (in thousands):
 
 
Year Ended December 31,
 
 
2019
 
2018
 
2017
Aircraft maintenance, modifications and part sales
 
$
117,772

 
$
117,832

 
$
106,767

Ground services
 
69,596

 
66,567

 
204,151

Other, including aviation fuel sales
 
18,566

 
2,626

 
2,127

Total customer revenues
 
$
205,934

 
$
187,025

 
$
313,045


CAM's aircraft lease revenues are recognized as operating lease revenues on a straight-line basis over the term of the applicable lease agreements. Customer payments for leased aircraft and equipment are typically paid monthly in advance. CAM's leases do not contain residual guarantees. Approximately 10% of CAM's leases to external customers contain purchase options at projected market values. As of December 31, 2019, minimum future payments from external customers for leased aircraft and equipment were scheduled to be $186.8 million, $178.2 million, $152.0 million, $110.1 million and $75.5 million, respectively, for each of the next 5 years ending December 31, 2024 and $186.2 million thereafter.
For customers that are not a governmental agency or department, the Company generally receives partial payment in advance of services, otherwise customer balances are typically paid within 30 to 60 days of service. The Company recognized $2.8 million of non lease revenue that was reported in deferred revenue at the beginning of the year, compared to $9.3 million in 2018. Deferred revenue was $3.0 million and $3.1 million at December 31, 2019 and 2018, respectively, for contracts with customers.
The Company had revenues of approximately $716.9 million, $231.8 million and $170.1 million for 2019, 2018 and 2017, respectively, derived primarily from aircraft leases in foreign countries, routes with flights departing from or arriving in foreign countries or aircraft maintenance and modification services performed in foreign countries. All revenues from the CMI agreement with DHL and the ATSA agreement with ASI are attributed to U.S. operations. As of December 31, 2019 and 2018, the Company had 20 and 23 aircraft, respectively, deployed outside of the United States.

87

Effective January 1, 2018, the Company adopted Topic 606 for revenue recognition using a modified retrospective approach, under which financial statements are prepared under the revised guidance for the year of adoption, but not for prior years. The effects of Topic 606 on the Company's customer revenues and earnings are summarized below for the year of adoption:
 
 
For the year ended December 31, 2018
 
 
As Reported
 
Without Topic 606
 
Increase (decrease)
Revenue
 
 
 
 
 
 
CAM
 
$
156,516

 
$
156,516

 
$
—

ACMI Services
 
548,804

 
743,112

 
(194,308
)
All other
 
187,025

 
350,012

 
(162,987
)
Total Revenue
 
892,345

 
1,249,640

 
(357,295
)
Operating Expense
 
781,327

 
1,138,462

 
(357,135
)
Earnings (Loss) from Continuing Operations before Income Taxes
 
87,478

 
87,638

 
(160
)
Income Tax Benefit (Expense)
 
(19,595
)
 
(19,559
)
 
(36
)
Income from Continuing Operations
 
$
67,883

 
$
68,079

 
$
(196
)

The Company's other segment information from continuing operations is presented below (in thousands):
 
Year Ended December 31,
 
2019
 
2018
 
2017
Depreciation and amortization expense:
 
 
 
 
 
CAM
$
158,470

 
$
126,856

 
$
108,106

ACMI Services
96,191

 
49,068

 
41,929

All other
2,871

 
2,971

 
4,521

Total
$
257,532

 
$
178,895

 
$
154,556

Interest expense
 
 
 
 
 
CAM
38,300

 
21,819

 
15,585

ACMI Services
24,950

 
6,269

 
810

Segment earnings (loss):
 
 
 
 
 
CAM
$
68,643

 
$
65,576

 
$
61,510

ACMI Services
32,055

 
11,448

 
7,747

     All other
13,422

 
11,170

 
13,748

Net unallocated interest expense
(3,024
)
 
(460
)
 
(512
)
Net gain (loss) on financial instruments
(12,302
)
 
7,296

 
(79,789
)
Transaction fees
(373
)
 
(5,264
)
 
—

Other non-service components of retiree benefit costs, net
(9,404
)
 
8,180

 
(6,105
)
Loss from non-consolidated affiliate
(17,445
)
 
(10,468
)
 
(3,135
)
Pre-tax earnings from continuing operations
$
71,572

 
$
87,478

 
$
(6,536
)

In previous years, the Company disclosed reportable segments for "Ground Services" and "MRO Services" which included aircraft maintenance and modification businesses. Due to the relative size of these business units and organizational changes, Ground Services and MRO Services and no longer reportable segments.

88

The Company's assets are presented below by segment (in thousands). Cash and cash equivalents are reflected in Assets - All other.
 
December 31
 
2019
 
2018
 
2017
Assets:
 
 
 
 
 
CAM
$
1,857,687

 
$
1,577,182

 
$
1,192,890

ACMI Services
830,620

 
759,131

 
189,379

Discontinued operations
1,499

 
—

 
—

All other
130,372

 
134,272

 
166,575

Total
$
2,820,178

 
$
2,470,585

 
$
1,548,844


During 2019, the Company had capital expenditures for property and equipment of $87.2 million and $368.8 million for the ACMI Services and CAM, respectively.

NOTE P—DISCONTINUED OPERATIONS
The Company's results of discontinued operations consist primarily of changes in liabilities related to benefits for former employees previously associated with ABX's former hub operation for DHL. The Company may incur expenses and cash outlays in the future related to pension obligations, self-insurance reserves for medical expenses and wage loss for former employees. Carrying amounts of significant assets and liabilities of the discontinued operations are below (in thousands):
 
December 31
 
2019
 
2018
Assets
 
 
 
Pension assets, net of obligations
1,499

 
—

Total Assets
1,499

 
—

 
 
 
 
Liabilities
 
 
 
Employee compensation and benefits
$
15,189

 
$
16,807

Post-retirement
—

 
846

Total Liabilities
$
15,189

 
$
17,653


During 2019 and 2018, pre-tax earnings from discontinued operations were $1.6 million and $1.8 million, respectively. Pre-tax results from discontinued operations were losses of $5.1 million during 2017.

NOTE Q—INVESTMENTS IN NON-CONSOLIDATED AFFILIATES (Unaudited)
As described in Note C, the Company had investments in two non-consolidated affiliates. While management considers the Company's participation in these non-consolidated affiliates as potentially beneficial to future operating results, such participation is not essential to the Company. The following table presents combined condensed information from the statements of operations of the Company's non-consolidated affiliates (in thousands):
 
 
Year Ended December 31,
 
 
2019
 
2018
 
2017
Revenues
 
$
114,265

 
$
202,028

 
$
172,526

Expenses
 
(143,775
)
 
(228,169
)
 
(196,334
)
Income (Loss)
 
$
(29,510
)
 
$
(26,141
)
 
$
(23,808
)
 
 
 
 
 
 
 


89


The following table presents combined condensed balance sheet information for our unconsolidated affiliates (in thousands):
 
 
December 31,
 
 
2019
 
2018
Current assets
 
$
64,392

 
$
64,262

Non current assets
 
213,940

 
80,724

Current liabilities
 
(155,451
)
 
(38,938
)
Non current liabilities
 
(123,837
)
 
(102,657
)
Equity
 
$
956

 
$
(3,391
)
 
 
 
 
 


NOTE R—QUARTERLY RESULTS (Unaudited)
The following is a summary of quarterly results of operations (in thousands, except per share amounts):
 
1st
Quarter
 
2nd
Quarter
 
3rd
Quarter
 
4th
Quarter
2019 (1)
 
 
 
 
 
 
 
Revenues from continuing operations
$
348,183

 
$
334,576

 
$
366,073

 
$
403,351

Operating income from continuing operations
46,528

 
37,482

 
40,766

 
52,221

Net earnings (loss) from continuing operations
22,634

 
(26,632
)
 
105,085

 
(41,104
)
Net earnings from discontinued operations
31

 
31

 
243

 
914

Weighted average shares:
 
 
 
 
 
 
 
Basic
58,838

 
58,909

 
58,919

 
58,929

Diluted
60,437

 
58,909

 
68,718

 
58,929

Earnings (loss) per share from continuing operations
 
 
 
 
 
 
 
Basic
$
0.38

 
$
(0.45
)
 
$
1.78

 
$
(0.70
)
Diluted
$
0.25

 
$
(0.45
)
 
$
0.19

 
$
(0.70
)
2018 (2)
 
 
 
 
 
 
 
Revenues from continuing operations
$
203,040

 
$
203,607

 
$
204,919

 
$
280,779

Operating income from continuing operations
27,643

 
23,898

 
26,827

 
32,650

Net earnings (loss) from continuing operations
15,682

 
24,464

 
32,933

 
(5,196
)
Net earnings (loss) from discontinued operations
196

 
170

 
170

 
866

Weighted average shares:
 
 
 
 
 
 
 
Basic
58,840

 
58,739

 
58,739

 
58,740

Diluted
59,558

 
68,363

 
68,323

 
58,740

Earnings (loss) per share from continuing operations
 
 
 
 
 
 
 
Basic
$
0.27

 
$
0.42

 
$
0.56

 
$
(0.09
)
Diluted
$
0.26

 
$
0.21

 
$
0.24

 
$
(0.09
)

 
1.
During 2019, the Company recorded a $4.5 million gain, a $35.9 million loss, a $92.0 million gain and a $72.9 million loss on the remeasurement of financial instruments, primarily related to the warrants issued to Amazon for the quarters ended March 31, 2019, June 30, 2019, September 30, 2019 and December 31, 2019, respectively.
2.
During 2018, the Company recorded a $0.9 million loss, a $11.7 million gain, a $17.9 million gain and a $21.4 million gain on the remeasurement of financial instruments, primarily related to the warrants issued to Amazon for the quarters ended March 31, 2018, June 30, 2018, September 30, 2018 and December 31, 2018, respectively.


90

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.

ITEM 9A. CONTROLS AND PROCEDURES
(a) Evaluation of Disclosure Controls and Procedures
As of December 31, 2019, the Company carried out an evaluation, under the supervision and with the participation of the Company's Chief Executive Officer and Chief Financial Officer of the effectiveness of the design and operation of the Company's disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")). Based upon the evaluation, the Company's Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were effective to ensure that information required to be disclosed by the Company in the reports filed or submitted by it under the Exchange Act is recorded, processed, summarized and reported within time periods specified in the Securities and Exchange Commission rules and forms and is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
(b) Changes in Internal Controls
There were no changes in internal control over financial reporting during the most recently completed fiscal year that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

Management’s Annual Report on Internal Controls over Financial Reporting
The management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting. The Company’s internal control system is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes, in accordance with generally accepted accounting principles.
All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
The Company’s management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2019. In making this assessment, it used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated Framework (2013).
Based on management’s assessment of those criteria, management believes that, as of December 31, 2019, the Company’s internal control over financial reporting was effective.
The effectiveness of our internal controls over financial reporting as of December 31, 2019 has been audited by our independent registered accounting firm as stated in its attestation report that follows this report.

March 2, 2020


91

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the stockholders and the Board of Directors of Air Transport Services Group, Inc.
Opinion on Internal Control over Financial Reporting
We have audited the internal control over financial reporting of Air Transport Services Group, Inc. and subsidiaries (the “Company”) as of December 31, 2019, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2019, based on criteria established in Internal Control - Integrated Framework (2013) issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements and financial statement schedule as of and for the year ended December 31, 2019, of the Company and our report dated March 2, 2020, expressed an unqualified opinion on those consolidated financial statements and financial statement schedule and includes an explanatory paragraph regarding the Company's adoption of new accounting standards and an emphasis of a matter paragraph regarding the Company's three principal customers.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Annual Report on Internal Controls over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Deloitte & Touche LLP
Cincinnati, Ohio
March 2, 2020

92

ITEM 9B. OTHER INFORMATION
None.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The response to this Item is incorporated herein by reference to the definitive Proxy Statement for the 2020 Annual Meeting of Stockholders under the captions “Election of Directors,” “Beneficial Ownership of Common Shares --Delinquent Section 16(a) Reports” and “Corporate Governance and Board Matters.”
Executive Officers
The following table sets forth information about the Company’s executive officers. The executive officers serve at the pleasure of the Company’s Board of Directors.
Name
Age
 
Information
Joseph C. Hete
65

 
Chief Executive Officer, Air Transport Services Group, Inc., since December 2007 and Chief Executive Officer, ABX Air, Inc., since August 2003.
 
Mr. Hete was President of ABX Air, Inc. from January 2000 to February 2008. Mr. Hete was Chief Operating Officer of ABX Air, Inc. from January 2000 to August 2003. From 1997 until January 2000, Mr. Hete held the position of Senior Vice President and Chief Operating Officer of ABX Air, Inc. Mr. Hete served as Senior Vice President, Administration of ABX Air, Inc. from 1991 to 1997 and Vice President, Administration of ABX Air, Inc. from 1986 to 1991. Mr. Hete joined ABX Air, Inc. in 1980.
Quint O. Turner
57

 
Chief Financial Officer, Air Transport Services Group, Inc., since February 2008 and Chief Financial Officer, ABX Air, Inc. since December 2004.
 
Mr. Turner was Vice President of Administration of ABX Air, Inc. from February 2002 to December 2004. Mr. Turner was Corporate Director of Financial Planning and Accounting of ABX Air, Inc. from 1997 to 2002. Prior to 1997, Mr. Turner held positions of Manager of Planning and Director of Financial Planning of ABX Air, Inc. Mr. Turner joined ABX Air, Inc. in 1988.
Richard F. Corrado
60

 
President, Air Transport Services Group, Inc. since September 2019. Chief Operating Officer, Air Transport Services Group, Inc., from September 2017 to September 2019. President of Cargo Aircraft Management Inc., since April 2010. President of Airborne Global Solutions, Inc. since July 2010. Mr. Corrado was Chief Commercial Officer, Air Transport Services Group, Inc., from April 2010 to September 2017
 
 
 
Before joining ATSG, Mr. Corrado was President of Transform Consulting Group from July 2006 through March 2010 and Chief Operating Officer of AFMS Logistics Management from February 2008 through March 2010. He was Executive Vice President of Air Services and Business Development for DHL Express from September 2003 through June of 2006; and Senior Vice President of Marketing for Airborne Express from August 2000 through August 2003.

93

Edward J. Koharik
49

 
Chief Operating Officer, Air Transport Services Group, Inc. since September 2019. Before joining ATSG, Mr. Koharik served as Vice President of FlightSafety International, a global provider of flight training for commercial, business and military aviation professionals and flight simulation equipment, from January 2019 to September 2019. He was the General Manager and Executive Director of FlightSafety International Visual Systems from 2015 to 2018. He served as the Enterprise Readiness Center Chief for the U.S. Transportation Command from 2011 to 2015.
W. Joseph Payne
56

 
Chief Legal Officer & Secretary, Air Transport Services Group, Inc., since May 2016; Senior Vice President, Corporate General Counsel and Secretary, Air Transport Services Group, Inc., since February 2008; and Vice President, General Counsel and Secretary, ABX Air, Inc. since January 2004.
 
Mr. Payne was Corporate Secretary/Counsel of ABX Air, Inc. from January 1999 to January 2004, and Assistant Corporate Secretary from July 1996 to January 1999. Mr. Payne joined ABX Air, Inc. in April 1995.
Michael L. Berger
58

 
Chief Commercial Officer, Air Transport Services Group, Inc. and President of Airborne Global Solutions since February 2018. Before joining ATSG, Mr. Berger was Chief Commercial Officer for Dicom Transportation group of Canada from March 2017 through February 2018. Mr. Berger was Global Head of Sales for TNT Express based in Amsterdam from September 2014 through February 2017.
Mr. Berger joined Airborne Express in 1986 and worked 28 years for Airborne Express and its successor, DHL Express where he held many roles including Head of Sales for the United States.
The executive officers of the Company are appointed annually at the Board of Directors meeting held in conjunction with the annual meeting of stockholders and serve at the pleasure of the Board of Directors. There are no family relationships between any directors or executive officers of the Company.

ITEM 11. EXECUTIVE COMPENSATION
The response to this Item is incorporated herein by reference to the definitive Proxy Statement for the 2020 Annual Meeting of Stockholders under the captions “Executive Compensation” and “Director Compensation.”

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The responses to this Item are incorporated herein by reference to the definitive Proxy Statement for the 2020 Annual Meeting of Stockholders under the captions “Equity Compensation Plan Information,” “Voting at the Meeting,” “Stock Ownership of Management” and “Common Stock Ownership of Certain Beneficial Owners.”

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The response to this Item is incorporated herein by reference to the definitive Proxy Statement for the 2020 Annual Meeting of Stockholders under the captions “Related Person Transactions” and “Independence.”

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
The response to this Item is incorporated herein by reference to the definitive Proxy Statement for the 2020 Annual Meeting of Stockholders under the caption “Fees of the Independent Registered Public Accounting Firm.”


94


PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a)
List of Documents filed as part of this report:
(1)
Consolidated Financial Statements
The following are filed in Part II, item 8 of this Form 10-K Annual Report:
Report of Independent Registered Public Accounting Firm
Consolidated Balance Sheets
Consolidated Statements of Operations
Consolidated Statements of Comprehensive Income
Consolidated Statements of Cash Flows
Consolidated Statements of Stockholders’ Equity
Notes to Consolidated Financial Statements 
(2)
Financial Statement Schedules
Schedule II—Valuation and Qualifying Account
Description
Balance at
beginning
of period
 
Additions charged to
cost and expenses
 
Deductions
 
Balance at end
of period
Accounts receivable reserve:
 
 
 
 
 
 
 
Year ended:
 
 
 
 
 
 
 
December 31, 2019
$
1,443,805

 
$
2,277,217

 
$
2,746,140

 
$
974,882

December 31, 2018
2,445,310

 
596,000

 
1,597,505

 
1,443,805

December 31, 2017
1,264,211

 
1,184,099

 
3,000

 
2,445,310

All other schedules are omitted because they are not applicable or are not required, or because the required information is included in the consolidated financial statements or notes thereto.
(3)
Exhibits
The following exhibits are filed with or incorporated by reference into this report.

95

 
Instruments defining the rights of security holders
 
 
4.1
 
 
4.2
 
 
4.3
 
 
4.4
 
 
4.5
 
 
 
Material Contracts
 
 
10.1
10.2
 
 
10.3
 
 
10.4
 
 
10.5
10.8
 
 
10.9
 
 
10.10
 
 
10.11
 
 
10.12
 
 
10.13
 
 
10.14
 
 
10.15
 
 

96

10.16
 
 
10.17
 
 
10.18
 
 
10.19
 
 
10.20
 
 
10.21
 
 
10.22
 
 
10.23
 
 
10.24
 
 
10.25
 
 
10.26
 
 
10.27
 
 
10.28
 
 
10.29
 
 
10.30
 
 

97

10.31
 
 
10.32
 
 
10.33
 
 
10.34
 
 
10.35
 
 
10.36
 
 
10.37
 
 
10.38
 
 
10.39
 
 
10.40
 
 
10.41
 
 
10.42
 
 
10.43
 
 
10.44
 
 
10.45
 
 
10.46
 
 
10.47
 
 

98

10.48
 
 
10.49
 
 
10.50
 
 
10.51
 
 
10.52
 
 
10.53
 
 
10.54
 
 
10.55
 
 
10.56
 
 
10.57
 
 
10.58
 
 
10.59
 
 
10.60
 
 
10.61
 
 
10.62
 
 
10.63
10.64
 
 
10.65
 
 

99

10.66
 
 
10.67
 
 
10.68
 
 
10.69
 
 
10.70
 
 
10.71
 
Code of Ethics
 
 
14.1
Code of Ethics—CEO and CFO. (1)
 
 
 
List of Significant Subsidiaries
 
 
21.1
 
 
 
Consent of experts and counsel
 
 
23.1
 
 
 
Certifications
 
 
31.1
 
 
31.2
 
 
32.1
 
 
32.2
101.INS
XBRL Instance Document
 
 
101.SCH
XBRL Taxonomy Extension Schema Document
 
 
101.CAL
XBRL Taxonomy Extension Calculation Linkbase Document
 
 
101.DEF
XBRL Taxonomy Extension Definition Linkbase Document
 
 
101.LAB
XBRL Taxonomy Extension Labels Linkbase Document
 
 
101.PRE
XBRL Taxonomy Extension Presentation Linkbase Document

100

____________________
(1)
The Company's Code of Ethics can be accessed from the Company's Internet website at www.atsginc.com.
(2)
Incorporated by reference to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on November 9, 2006.
(3)
Incorporated by reference to the Company’s Annual Report on Form 10-K/A filed on August 14, 2007 with the Securities and Exchange Commission.
(4)
Incorporated by reference to the Company’s Quarterly Report on Form 10-Q/A, filed with the Securities and Exchange Commission on August 14, 2007.
(5)
Incorporated by reference to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on August 14, 2007.
(6)
Incorporated by reference to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on August 10, 2009.
(7)
Incorporated by reference to the Company’s Annual Report on Form 10-K filed on March 17, 2008 with the Securities and Exchange Commission.
(8)
Incorporated by reference to the Company's Proxy Statement for the 2019 Annual Meeting of Stockholders, Corporate Governance and Board Matters, filed March 29, 2019 with the Securities and Exchange Commission.
(9)
Incorporated by reference to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 10, 2010.
(10)
Incorporated by reference to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2010. Those portions of the Agreement marked with an [*] have been omitted pursuant to a request for confidential treatment and have been filed separately with the SEC.
(11)
Incorporated by reference to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 3, 2011.
(12)
Incorporated by reference to the Company's Form 8-K filed with the Securities and Exchange Commission on June 18, 2012.
(13)
Incorporated by reference to the Company's Form 8-K filed with the Securities and Exchange Commission on July 24, 2012.
(14)
Incorporated by reference to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 2, 2012.
(15)
Incorporated by reference to the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 4, 2013. Those portions of the Agreement marked with an [*] have been omitted pursuant to a request for confidential treatment and have been filed separately with the SEC.
(16)
Incorporated by reference to the Company's Form 8-K filed with the Securities and Exchange Commission on May 10, 2019.
(17)
Incorporated by reference to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 6, 2013.
(18)
Incorporated by reference to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 12, 2014.
(19)
Incorporated by reference to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 5, 2014.
(20)
Incorporated by reference to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 8, 2015, as amended by the Company's Quarterly Report on Form 10-Q/A filed with the Securities and Exchange Commission on August 7, 2015.
(21)
Incorporated by reference to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 7, 2015.
(22)
Incorporated by reference to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 10, 2016.
(23)
Incorporated by reference to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 8, 2016.
(24)
Incorporated by reference to the Company's Form 8-K filed with the Securities and Exchange Commission on March 15, 2016.
(25)
Incorporated by reference to the Company's Form 8-K filed with the Securities and Exchange Commission on June 27, 2016.

101

(26)
Incorporated by reference to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 8, 2017.
(27)
Incorporated by reference to the Company's Form 8-K filed with the Securities and Exchange Commission on June 2, 2017.
(28)
Incorporated by reference to the Company's Form 8-K filed with the Securities and Exchange Commission on September 29, 2017.
(29)
Incorporated by reference to the Company's Form 8-K filed with the Securities and Exchange Commission on September 25, 2017.
(30)
Incorporated by reference to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2017.
(31)
Incorporated by reference to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 8, 2018.
(32)
Incorporated by reference to the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 1, 2019.
(33)
Incorporated by reference to the Company's Annual Report on Form 10-K/A filed with the Securities and Exchange Commission on March 29, 2019.
(34)
Incorporated by reference to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 6, 2019.
(35)
Incorporated by reference to the Company's Form 8-K filed with the Securities and Exchange Commission on May 29, 2019.
(36)
Incorporated by reference to the Company's Form 8-K filed with the Securities and Exchange Commission on November 6, 2019.
(37)
Incorporated by reference to the Company's Form 8-K filed with the Securities and Exchange Commission on January 28, 2020.

ITEM 16. FORM 10-K SUMMARY
None.


102

SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Air Transport Services Group, Inc.
 
 
 
 
 
 
Signature
  
Title
 
Date
/S/    JOSEPH C. HETE
  
Chief Executive Officer (Principal Executive Officer)
 
March 2, 2020
Joseph C. Hete
 
 
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons in the capacities and on the date indicated:
 
Signature
 
Title
 
Date
/S/    RANDY D. RADEMACHER
 
Director and Chairman of the Board
 
March 2, 2020
Randy D. Rademacher
 
 
 
 
 
 
 
 
 
/S/    RICHARD M. BAUDOUIN
 
Director
 
March 2, 2020
Richard M. Baudouin
 
 
 
 
 
 
 
 
 
/S/    JOSEPH C. HETE
 
Director and Chief Executive Officer (Principal Executive Officer)
 
March 2, 2020
Joseph C. Hete
 
 
 
 
 
 
 
 
 
/S/    RAYMOND E. JOHNS JR.
 
Director
 
March 2, 2020
Raymond E. Johns, Jr.
 
 
 
 
 
 
 
 
 
/S/    LAURA J. PETERSON
 
Director
 
March 2, 2020
Laura J. Peterson
 
 
 
 
 
 
 
 
 
/S/    J. CHRISTOPHER TEETS
 
Director
 
March 2, 2020
J. Christopher Teets
 
 
 
 
 
 
 
 
 
/S/    JEFFREY J. VORHOLT
 
Director
 
March 2, 2020
Jeffrey J. Vorholt
 
 
 
 
 
 
 
 
 
/S/    QUINT O. TURNER
 
Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)
 
March 2, 2020
Quint O. Turner
 
 
 
 


103
 EX-4.3 2 exhibit43-xdescription.htm EXHIBIT 4.3 Exhibit

Exhibit 4.3
DESCRIPTION OF CAPITAL STOCK
The following description summarizes information about the common stock, par value $0.01 per share, of Air Transport Services Group, Inc. (the “Company”). Such common stock is the only class of securities which the Company has registered under Section 12 of the Securities Exchange Act of 1934, as amended. The following summary is subject to , and qualified in its entirety by reference to the Company’s Restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”) and the Company’s Amended and Restated Bylaws, as amended (the “Bylaws”), copies of which have been filed by the Company as exhibits to the Company’s annual report on Form 10-K, as well as the Delaware General Corporation Law.
Authorized Capital Stock
The Company’s authorized capital stock consists of 170,000,000 shares, of which 150,000,000 shares are common stock, par value $.01 per share and 20,000,000 shares are preferred stock, par value $.01 per share. As of March 2, 2020, 59,329,431 shares of common stock were issued and outstanding, and no shares of preferred stock were issued or outstanding. The Certificate of Incorporation authorizes the issuance of 75,000 Series A Junior Participating Preferred Stock, none of which have been issued.
Common Stock
Each share of common stock entitles its holder of record to one vote on all matters voted on by stockholders. The Certificate of Incorporation does not provide for cumulative voting in the election of directors. Accordingly, holders of a majority of the outstanding shares of common stock voting in the election of directors are able to elect all of the directors, if they choose to do so, subject to any rights of the holders of any preferred stock to elect directors. Subject to any preferential or other rights of any outstanding series of preferred stock that may be established by the Board of Directors, the holders of common stock are entitled to (i) such dividends as the Company’s Board of Directors may declare from time to time from legally available funds and (ii), upon the Company’s dissolution, will be entitled to receive pro rata all of the assets of the Company available for distribution to stockholders, except that such rights upon dissolution of non-U.S. citizens are limited as described below under “Limitations on Foreign Ownership.”
Holders of common stock have no preemptive rights, conversion rights or other subscription rights. The rights, preferences and privileges of holders of common stock are subject to, and may be adversely affected by, the rights of the holders of shares of any series of preferred stock that the Company may designate and issue in the future. A description of the preferred shares follows.
Preferred Stock
The Certificate of Incorporation authorizes the Board of Directors, without action by the Company’s stockholders, to provide for the issuance of shares of preferred stock in one or more classes or series, and to fix for each such class or series the voting powers, designations, preferences, limitations, and restrictions. The rights of any class or series of preferred stock may be greater than the rights attached to the common stock. It is not possible to state the actual effect of the issuance of any class or series of preferred stock on the rights of holders of common stock until the Board of Directors of the Company determines the specific rights attached to that preferred stock. The effects of issuing preferred stock could include one or more of the following:
 
 
•
 
restricting dividends on the common stock;
 
 
•
 
diluting the voting power of the common stock;
 
 
•
 
impairing the liquidation rights of the common stock; and


 
 
•
 
delaying or preventing a change of control of the Company.
Limitation on Voting by Foreign Owners
In furtherance of the Company’s stock ownership restrictions which are described below, a transfer of shares of any class of the Company’s capital stock to an Alien will not be valid, except between the parties to the transfer, until the transfer is recorded on the Company’s foreign stock record, which is a record maintained by the Company which records the date of a transfer to an Alien, the parties to the transfer and the number and description of the shares of stock transferred to an Alien. The Certificate of Incorporation defines “Alien” as: (i) any person who is not a citizen of the United States (“U.S. Citizens”) as defined in 49 U.S.C. Section 40102(a)(15), or any nominee of such person; (ii) any foreign government or representative thereof; (iii) any corporation organized under the laws of any foreign government; or (iv) any corporation, partnership, trust, association, or other entity which is an Affiliate of an Alien or Aliens. “Affiliate” has the meaning set forth in Rule 12b-2 of the General Rules and Regulations under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Beneficial Ownership Inquiry
The Company may by written notice (including by proxy or ballot) require a person who is the record holder of the Company’s capital stock or a person with beneficial ownership of such stock to certify that, to the knowledge of such person: 
 
•
 
all stock of the Company which such person has record ownership or beneficial ownership are owned and controlled only by U.S. Citizens; or
 
 
•
 
the number and class or series of stock of the Company owned of record or beneficially owned by such person that are owned or controlled by Aliens.
“Beneficial ownership” and “beneficially owned” refer to beneficial ownership as defined in Rule 13d-3 (without regard to the 60-day provision in paragraph (d)(l)(i) thereof) under the Exchange Act.
With respect to any equity securities identified by such person in response to the beneficial ownership inquiry, the Company may require such person to provide further information as the Company may reasonably require in order to implement the provisions restricting ownership.
If a person fails to provide the certificate or other information to which the Company is entitled, the Company will presume that the equity securities in question are owned or controlled by Aliens.
Limitations on Foreign Ownership
The Certificate of Incorporation restricts ownership or control of the Company by non-U.S. Citizens. Ownership or control of (1) twenty-five percent (25%) (the “Maximum Voting Percentage”) or more of the issued and outstanding Voting Stock (as defined below) of the Company or (2) shares of capital stock of the Company entitled to receive fifty percent (50%) (the “Maximum Economic Percentage”) or more of the Company’s dividends, distributions or proceeds upon liquidation, by persons who are not U.S. Citizens is prohibited; provided, however, that the Maximum Voting Percentage shall be deemed to be automatically increased or decreased from time to time to that percentage of ownership which is then permissible by persons who are not U.S. Citizens under applicable Foreign Ownership Restrictions; provided, further, that the Board of Directors, by a majority vote of the independent directors, may increase or decrease the Maximum Economic Percentage if the Board of Directors in good faith, and upon advice of independent counsel, determines that such increase or decrease is permitted by applicable Foreign Ownership Restrictions. As used in the Certificate of Incorporation, “Voting Stock” means common stock, and any other classes of stock issued by the Company that are entitled to vote on matters generally referred to the stockholders for a vote. “Foreign Ownership Restrictions” means United States statutory and United States Department of Transportation regulatory or interpretive restrictions on foreign ownership or control of the Company, the breach of which would result in the loss of any operating certificate or authority of the Company or any of its subsidiaries, including any successor provisions or regulations thereto.

2

A transfer of shares of any class of stock of the Company to an Alien will not be valid, except between the parties to the transfer, until the transfer shall have been recorded on the foreign stock record of the Company. At no time shall ownership or control of shares representing more than the lesser of (i) the Maximum Voting Percentage of the issued and outstanding Voting Stock, or (ii) the Maximum Economic Percentage of all shares of stock of the Company, be registered on the foreign stock record. If at any time the Company determines that shares of stock are purportedly owned or controlled by one or more Aliens who are not registered on the Foreign Stock Record, the registration of such shares shall, subject to the limitation in the preceding sentence, be made in chronological order in the foreign stock record, based on the date of the Company’s finding of ownership or control of such shares by an Alien. If at any time the Company determines that the number of shares of Voting Stock registered on the foreign stock record exceeds the Maximum Voting Percentage, or that the number of shares of stock of the Company registered on the foreign stock record exceeds the Maximum Economic Percentage, sufficient shares shall be removed from the foreign stock record in reverse chronological order so that the number of shares of Voting Stock registered on the foreign stock record does not exceed the Maximum Voting Percentage and so that the number of shares of stock of the Company registered on the foreign stock record does not exceed the Maximum Economic Percentage. Shares of stock of the Company known by the Company to be held of record or controlled by Aliens and not registered on the foreign stock record are at no time entitled to vote or to receive dividends, distributions or other benefits of ownership.
Anti-Takeover Effects of Provisions of the Company’s Certificate of Incorporation and Bylaws
Some provisions of the Certificate of Incorporation and Bylaws, including the following, could have the effect of making it more difficult for a third party, or discouraging a third party from attempting, to acquire control of the Company without the approval of the Company’s Board of Directors:
Stockholder Action
The Certificate of Incorporation provides that any action required or permitted to be taken by the Company’s stockholders must be taken at a duly called annual or special meeting of stockholders and may not be taken by written consent. These provisions may have the effect of delaying approval of a stockholder proposal until the next annual meeting or until a special meeting could be convened.
Advance Notice Procedures
The Bylaws provide that stockholders seeking to bring business before an annual meeting of stockholders, or to nominate candidates for election as directors at an annual meeting of stockholders, must provide timely notice in writing, subject to the exception noted below under “Board of Directors.” To be timely, a stockholder’s notice must be delivered to or mailed and received at the principal executive offices of the Company not less than 
90 days nor more than 120 days prior to the anniversary date of the immediately preceding annual meeting of stockholders. The Bylaws also specify requirements as to the form and content of a stockholder’s notice. These provisions may preclude stockholders from bringing matters before an annual meeting of stockholders or from making nominations for directors at an annual meeting of stockholders. The Bylaws include different requirements for stockholders who call special meetings of stockholders.
Board of Directors
The Certificate of Incorporation provides that the number of directors of the Company shall be not less than three nor more than twleve, with the exact number being fixed from time to time, within such limits, by the Board of Directors. Each nominee for director stands for election to a one-year term expiring at the next annual meeting of stockholders and until his or her successor is duly elected and qualified, subject to such director’s earlier death, resignation, retirement or removal from service
The Bylaws provide that, in an uncontested election, each director will be elected by a majority of the votes cast. A “majority of the votes cast” means that the number of shares voted “For” a nominee exceeds the number of shares voted “Against” that nominee. The Bylaws include a director resignation policy providing that, in any uncontested election, in order for any person to become a nominee for the Board, that person must submit an

3

irrevocable resignation from the Board, which will become effective if that nominee does not receive a majority of the votes cast and the Board determines to accept such resignation.
The majority voting standard does not apply, however, in a contested election of directors. An election is deemed to be a contested election if the number of nominees for election as directors at the meeting in question nominated by (i) the Board, (ii) any stockholder, or (iii) a combination thereof exceeds the number of directors to be elected. In such circumstances, directors are instead elected by a plurality of the votes cast, meaning that the nominees receiving the most votes are elected. The determination as to whether an election is a contested election is made as of the record date for the meeting in question. Once an election is determined to be a contested election, the plurality standard shall remain in effect through the completion of the meeting, regardless of whether the election ceases to be a contested election after the record date but prior to the meeting.
Under the Certificate of Incorporation, at least two-thirds of the directors of the Company must be U.S. Citizens. The Bylaws provide generally that vacancies on the Board of Directors, including those resulting from an increase in the number of directors, may be filled only by the remaining directors, and not by stockholders. Any director elected to fill a vacancy will have the same remaining term as his or her predecessor. Accordingly, the Board of Directors could temporarily prevent any stockholder from enlarging the Board of Directors and filling the new directorships with that stockholder’s own nominees.
Anti-Takeover Effects of Section 203 of the Delaware General Corporation Law
The Company is subject to Section 203 of the Delaware General Corporation Law. Section 203 provides that, subject to certain exceptions, a corporation shall not engage in any business combination with any “interested stockholder” for a three-year period following the time that such stockholder becomes an interested stockholder unless: 
 
•
 
prior to such time, the board of directors of the corporation approved either the business combination or the transaction which resulted in the stockholder becoming an interested stockholder; or
 
 
•
 
upon consummation of the transaction which resulted in the stockholder becoming an interested stockholder, the interested stockholder owned at least 85% of the voting stock of the corporation outstanding at the time the transaction commenced (excluding certain shares); or
 
 
•
 
at or subsequent to such time, the business combination is approved by the board of directors of the corporation and by the affirmative vote of at least 66 2/3% of the outstanding voting stock which is not owned by the interested stockholder.
Except as specified in Section 203, an interested stockholder is generally defined as:
 
 
•
 
any person that is the owner of 15% or more of the outstanding voting stock of the corporation, or is an affiliate or associate of the corporation and was the owner of 15% or more of the outstanding voting stock of the corporation, at any time within the three-year period immediately prior to the relevant date; and
 
 
•
 
the affiliates and associates of any such person.
Section 203 may make it more difficult for a person who would be an “interested stockholder” to effect various business combinations with a corporation for a three-year period. The Company has not elected to be exempt from the restrictions imposed under Section 203. The provisions of Section 203 may encourage persons interested in acquiring the Company to negotiate in advance with the board of directors, since the stockholder approval requirement would be avoided if a majority of the directors then in office approves either the business combination or the transaction which results in any such person becoming an interested stockholder. Such provisions also may have the effect of preventing changes in the Company’s management. It is possible that such provisions could make it more difficult to accomplish transactions which the Company stockholders may otherwise deem to be in their best interests.
Authorized but Unissued Shares

4

The Company’s authorized but unissued shares of common stock and preferred stock are available for future issuance without stockholder approval. These additional shares may be used for a variety of corporate purposes, including future public offerings to raise additional capital, corporate acquisitions and employee benefit plans. The existence of authorized but unissued shares of common stock and preferred stock could render more difficult or discourage an attempt to obtain control of the Company by means of a proxy contest, tender offer, merger or otherwise.
Transfer Agent and Registrar
Computershare, P.O. Box 43078, Providence, RI 02940, is the transfer agent and registrar for the Company’s common stock.
Shares in Book-Entry Form
Certificates representing the Company’s common stock are not issued unless requested in writing as described below. Holders of record of the Company common stock have credited to a book-entry account established and maintained for them by the transfer agent and registrar the number of shares of Company common stock owned of record by them. Stockholders may request the issuance of a certificate representing shares of Company Common Stock owned of record by them by writing to the transfer agent and registrar.


5
 EX-21.1 3 ex2112019q4.htm EXHIBIT 21.1 Exhibit


Exhibit 21.1

Air Transport Services Group, Inc.
List of Significant Subsidiaries

December 31, 2019


1.
ABX Air, Inc., a Delaware Corporation
2.
Airborne Global Solutions, Inc., a Delaware Corporation
3.
Airborne Maintenance and Engineering Services, Inc., a Delaware Corporation
4.
Air Transport International, Inc., a Delaware Corporation
5.
Air Transport International Limited Liability Company, a Nevada Limited Liability Company
6.
AMES Material Services, Inc., an Ohio Corporation
7.
Cargo Aircraft Management, Inc., a Florida Corporation
8.
LGSTX Cargo Services, Inc., an Delaware Corporation
9.
LGSTX Services, Inc., a Delaware Corporation
10.
Pemco World Air Services Inc., a Delaware Corporation
11.
ATSG West Leasing Limited, an Irish Limited Company
12.
Omni Air International, LLC, a Nevada Limited Liability Company







 EX-23.1 4 ex2312019q4.htm EXHIBIT 23.1 Exhibit


Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


We consent to the incorporation by reference in Post-Effective Amendment No. 1 to Registration Statement No. 333-125679 on Form S-8, Registration Statement No. 333-167253 on Form S-8, Registration Statement No. 333-209664 on Form S-8, and Registration Statement No. 333-218367 on Form S-3ASR of our reports dated March 2, 2020, relating to the financial statements of Air Transport Services Group, Inc. and the effectiveness of Air Transport Services Group, Inc.'s internal control over financial reporting appearing in this Annual Report on Form 10-K for the year ended December 31, 2019.


/s/ Deloitte & Touche LLP
    
Cincinnati, Ohio
March 2, 2020



EX-31.1 5 ex311atsg-20191231x10k.htm EXHIBIT 31.1 Exhibit


Exhibit 31.1
CERTIFICATION PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Joseph C. Hete, certify that:
1.
I have reviewed this report on Form 10-K of Air Transport Services Group, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: March 2, 2020
 
/s/ JOSEPH C. HETE
Joseph C. Hete
Chief Executive Officer


 EX-31.2 6 ex312atsg-20191231x10k.htm EXHIBIT 31.2 Exhibit


Exhibit 31.2
CERTIFICATION PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Quint O. Turner, certify that:
1.
I have reviewed this report on Form 10-K of Air Transport Services Group, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: March 2, 2020
 
/s/ QUINT O. TURNER
Quint O. Turner
Chief Financial Officer
(Principal Financial and Accounting Officer)


 EX-32.1 7 ex321atsg-20191231x10k.htm EXHIBIT 32.1 Exhibit


Exhibit 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Annual Report of Air Transport Services Group, Inc. (the “Company”) on Form 10-K for the year ending December 31, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Joseph C. Hete, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. 1350, as enacted by § 906 of the Sarbanes-Oxley Act of 2002, that:
(1)
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
A signed original of this written statement required by Section 906 has been provided to Air Transport Services Group, Inc. and will be retained by Air Transport Services Group, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.
 
/S/ JOSEPH C. HETE
Joseph C. Hete
Chief Executive Officer
Date: March 2, 2020



EX-32.2 8 ex322atsg-20191231x10k.htm EXHIBIT 32.2 Exhibit


Exhibit 32.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Annual Report of Air Transport Services Group, Inc. (the “Company”) on Form 10-K for the year ending December 31, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Quint O. Turner, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. 1350, as enacted by § 906 of the Sarbanes-Oxley Act of 2002, that:
(1)
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
A signed original of this written statement required by Section 906 has been provided to Air Transport Services Group, Inc. and will be retained by Air Transport Services Group, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.
 
/s/ QUINT O. TURNER
Quint O. Turner
Chief Financial Officer
Date: March 2, 2020



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Benefit from Share-based Compensation, Financing Activities Excess Tax Benefit from Share-based Compensation, Financing Activities Property, plant and equipment, useful life Property, Plant and Equipment, Useful Life Capitalized interest Interest Costs Capitalized Other liabilities for self-insured reserves Self Insurance Reserve, Noncurrent Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] As of January 1 Unrecognized Tax Benefits As of December 31 Convertible Debt [Table Text Block] Convertible Debt [Table Text Block] Schedule of Long-term Debt Instruments Schedule of Long-term Debt Instruments [Table Text Block] Schedule of Maturities of Long-term Debt Schedule of Maturities of Long-term Debt [Table Text Block] Pension Plans [Member] Common trust funds [Member] Common Trust Funds [Member] Common Trust Funds [Member] Corporate stock [Member] Equity Securities [Member] Mutual funds [Member] Equity Funds [Member] Fixed income investments [Member] Fixed Income Investments [Member] Real estate [Member] Hedge funds and private equity [Member] Level 1 [Member] Fair Value, Inputs, Level 1 [Member] Level 2 [Member] Fair Value, Inputs, Level 2 [Member] Total [Member] Estimate of Fair Value Measurement [Member] Plan assets Defined Benefit Plan Assets fair value hierarchy Defined Benefit Plan Assets fair value hierarchy Defined Benefit Plan Assets fair value hierarchy Schedule of Segment Reporting Information, by Segment [Table] Schedule of Segment Reporting Information, by Segment [Table] Segments [Axis] Segments [Domain] Subsegments [Axis] Subsegments [Axis] Subsegments [Domain] Subsegments [Domain] Subsegments Consolidation Items [Axis] Subsegments Consolidation Items [Axis] Subsegments Consolidation Items [Domain] Subsegments Consolidation Items [Domain] Segment Reporting Information [Line Items] Segment Reporting Information [Line Items] Segment Reporting, Additional Information about Entity's Reportable Segments Schedule of Segment information, Earnings & Other information [Table Text Block] Schedule of Segment information, Earnings & Other information [Table Text Block] Schedule of Segment Reporting Information, by Segment Schedule of Segment Reporting Information, by Segment [Table Text Block] Reconciliation of Assets from Segment to Consolidated Reconciliation of Assets from Segment to Consolidated [Table Text Block] Revenue from External Customers by Products and Services Revenue from External Customers by Products and Services [Table Text Block] Employee Type [Axis] Employee Type [Axis] Employee Type [Axis] Employee Type [Domain] Employee Type [Domain] Employee Type [Domain] Non Pilot [Member] Non Pilot [Member] Non Pilot [Member] Liability Class [Axis] Liability Class [Axis] Fair Value by Liability Class [Domain] Fair Value by Liability Class [Domain] Other Current Liabilities [Member] Other Current Liabilities [Member] Other Noncurrent Liabilities [Member] Other Noncurrent Liabilities [Member] Post-Retirement Healthcare Plans [Member] Other Postretirement Benefits Plan [Member] Defined Benefit Plan, Funded (Unfunded) Status of Plan Defined Benefit Plan, Funded (Unfunded) Status of Plan Change in benefit obligation [Roll Forward] Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] Obligation, beginning balance Defined Benefit Plan, Accumulated Benefit Obligation Service cost Defined Benefit Plan, Service Cost Interest cost Defined Benefit Plan, Interest Cost Plan transfers Defined Benefit Plan, Plan Assets, Increase (Decrease) for Assets Transferred to (from) Plan Defined Benefit Plan, Benefit Obligation, Benefits Paid Defined Benefit Plan, Benefit Obligation, Benefits Paid Defined Benefit Plan, Benefit Obligation, Payment for Settlement Defined Benefit Plan, Benefit Obligation, Payment for Settlement Defined Benefit Plan, Benefit Obligation, (Increase) Decrease for Settlement Defined Benefit Plan, Benefit Obligation, (Increase) Decrease for Settlement Actuarial (gain) loss Defined Benefit Plan, Benefit Obligation, Actuarial Gain (Loss) Obligation, ending balance Defined benefit plan, plan assets, return of excess premiums Defined benefit plan, plan assets, return of excess premiums Defined benefit plan, plan assets, return of excess premiums Change in plan assets [Roll Forward] Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] Actual gain on plan assets Defined Benefit Plan, Plan Assets, Increase (Decrease) for Actual Return (Loss) Employer contributions Defined Benefit Plan, Plan Assets, Contributions by Employer Funded status Defined Benefit Plan, Funded (Unfunded) Status of Plan [Abstract] Defined Benefit Plan, Benefit Obligation, (Increase) Decrease for Curtailment Defined Benefit Plan, Benefit Obligation, (Increase) Decrease for Curtailment Defined Benefit Plan, Benefit Obligation, Special and Contractual Termination Benefits Defined Benefit Plan, Benefit Obligation, Special and Contractual Termination Benefits Defined Benefit Plan, Benefit Obligation, Increase (Decrease) for Plan Amendment Defined Benefit Plan, Benefit Obligation, Increase (Decrease) for Plan Amendment Schedule of Accumulated Other Comprehensive Income [Table] Accumulated Other Comprehensive Income (Loss) [Table] Derivative [Member] Derivative [Member] Post-Retirement Plans [Member] Schedule of Accumulated Other Comprehensive Income [Line Items] Accumulated Other Comprehensive Income (Loss) [Line Items] Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax Accumulated other comprehensive income (loss), beginning balance Accumulated Other Comprehensive Income (Loss), Net of Tax Other comprehensive income (loss) before reclassifications: Other Comprehensive (Income) Loss, before Reclassification Adjustments and Tax [Abstract] Other Comprehensive (Income) Loss, before Reclassification Adjustments and Tax [Abstract] Actuarial gain (loss) for retiree liabilities Other Comprehensive (Income) Loss, Defined Benefit Plan, before Reclassification Adjustment and Tax Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss), before Reclassification and Tax Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss), before Reclassification and Tax Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Reclassification Adjustment from AOCI, Realized upon Sale or Liquidation, before Tax Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Reclassification Adjustment from AOCI, Realized upon Sale or Liquidation, before Tax Other comprehensive income (loss), reclassification from AOCI, Pension and Other Postretirement Benefit Plans, plan curtailment, before tax Other comprehensive income (loss), reclassification from AOCI, Pension and Other Postretirement Benefit Plans, plan curtailment, before tax Other comprehensive income (loss), reclassification from AOCI, Pension and Other Postretirement Benefit Plans, plan curtailment, before tax Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax Amounts reclassified from accumulated other comprehensive income: Other Comprehensive (Income) Loss, Reclassification Adjustment from AOCI, before Tax [Abstract] Other Comprehensive (Income) Loss, Reclassification Adjustment from AOCI, before Tax [Abstract] Actuarial costs (reclassified to salaries, wages and benefits) Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss), Reclassification Adjustment from AOCI, before Tax Negative prior service cost (reclassified to salaries, wages and benefits) Other Comprehensive (Income) Loss, Defined Benefit Plan, Prior Service Cost (Credit), Reclassification Adjustment from AOCI, before Tax Hedging gain (reclassified to interest expense) Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Hedging Gain, before Tax Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Hedging Gain, before Tax Income Tax (Expense) or Benefit Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, Tax Income Tax (Expense) or Benefit Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Tax Income Tax (Expense) or Benefit Other Comprehensive Income (Loss), Tax Other comprehensive income (loss), net of tax Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, after Tax Other comprehensive income (loss), net of tax Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax Other comprehensive income (loss), net of tax Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent Accumulated other comprehensive income (loss), ending balance Total comprehensive income (loss) Comprehensive Income (Loss), Net of Tax, Attributable to Parent Investment Holdings [Text Block] Investment Holdings [Text Block] Earnings Per Share [Abstract] Earnings Per Share Earnings Per Share [Text Block] Schedule of Share-based Compensation Arrangements by Share-based Payment Award [Table] Schedule of Share-based Compensation Arrangements by Share-based Payment Award [Table] Title of Individual [Axis] Title of Individual [Axis] Title of Individual with Relationship to Entity [Domain] Title of Individual [Domain] Director [Member] Director [Member] Award Type [Axis] Award Type [Axis] Award Type [Domain] Award Type [Domain] Restricted Stock [Member] Restricted Stock [Member] Stock Units [Member] Stock Units [Member] Shares or units awarded to employees based upon meeting certain performance targets and/or market conditions at the end of a specified service period. Market Condition Award [Member] Market Condition Award [Member] Market Condition Award Performance Condition Award [Member] Performance Condition Award [Member] Performance Condition Award [Member] Time-Based Awards [Member] Time-Based Awards [Member] Time-Based Awards [Member] Share-based Compensation Arrangement by Share-based Payment Award [Line Items] Share-based Compensation Arrangement by Share-based Payment Award [Line Items] Requisite service period Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Service Period Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] Outstanding at beginning of period (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number Granted (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted Converted (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Converted in Period Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Converted in Period Expired (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations Forfeited (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Forfeitures Outstanding at end of period (in shares) Vested (in shares) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] Outstanding at beginning of period, Weighted average grant-date fair value (in dollars per share) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested and Nonvested, Weighted Average Grant Date Fair Value Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested and Nonvested, Weighted Average Grant Date Fair Value Granted, Weighted average grant-date fair value (in dollars per share) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested and Nonvested, Grants in Period, Weighted Average Grant Date Fair Value Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested and Nonvested, Grants in Period, Weighted Average Grant Date Fair Value Converted, Weighted average grant-date fair value (in dollars per share) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested and Nonvested, Converted in Period, Weighted Average Grant Date Fair Value Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested and Nonvested, Converted in Period, Weighted Average Grant Date Fair Value Expired, Weighted average grant-date fair value (in dollars per share) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested and Nonvested, Expired in Period, Weighted Average Grant Date Fair Value Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested and Nonvested, Expired in Period, Weighted Average Grant Date Fair Value Forfeited, Weighted average grant-date fair value (in dollars per share) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested and Nonvested, Forfeited in Period, Weighted Average Grant Date Fair Value Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested and Nonvested, Forfeited in Period, Weighted Average Grant Date Fair Value Outstanding at end of period, Weighted average grant-date fair value (in dollars per share) Vested (in dollars per share) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] Historical volatility period Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Historical Volatility Period Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Historical Volatility Period Risk-free interest rate Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate Expected volatility rate Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate Share-based compensation expense Share-based Payment Arrangement, Expense Unrecognized share-based compensation expense Share-based Payment Arrangement, Nonvested Award, Excluding Option, Cost Not yet Recognized, Amount Unrecognized share-based compensation, weighted average recognition period Unrecognized Share-based Compensation, Weighted Average Recognition Period Unrecognized Share-based Compensation, Weighted Average Recognition Period Number of additional outstanding shares issued (in shares) Share-based Compensation Arrangements by Share-based Payment Award, Number of Additional Outstanding Shares Issued From Vested Awards Share-based Compensation Arrangements by Share-based Payment Award, Number of Additional Outstanding Shares Issued From Vested Awards Schedule of Operating Leased Assets [Table] Schedule of Operating Leased Assets [Table] Lease Type [Axis] Lease Type [Axis] Lease Type [Axis] Lease Type [Domain] Lease Type [Domain] Lease Type [Domain] Property Subject to Operating Lease [Member] Property Subject to Operating Lease [Member] Other Leases [Member] Other Operating Leases [Member] Other Operating Leases [Member] Operating Leased Assets [Line Items] Operating Leased Assets [Line Items] Right-of-Use Asset Obtained in Exchange for Operating Lease Liability Right-of-Use Asset Obtained in Exchange for Operating Lease Liability Operating Lease, Weighted Average Discount Rate, Percent Operating Lease, Weighted Average Discount Rate, Percent Operating Lease, Weighted Average Remaining Lease Term Operating Lease, Weighted Average Remaining Lease Term Operating Leases, Future Minimum Payments, Due in Two Years Operating Leases, Future Minimum Payments Due, Next Twelve Months Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] 2017 Lessee, Operating Lease, Liability, Payments, Due Next Twelve Months 2018 Lessee, Operating Lease, Liability, Payments, Due Year Two 2019 Lessee, Operating Lease, Liability, Payments, Due Year Three 2020 Lessee, Operating Lease, Liability, Payments, Due Year Four 2021 Lessee, Operating Lease, Liability, Payments, Due Year Five 2022 and beyond Lessee, Operating Lease, Liability, Payments, Due after Year Five Total minimum lease payments Operating Lease, Liability Lessee, Operating Lease, Liability, Payments, Due Lessee, Operating Lease, Liability, Payments, Due lessee, operating lease, interest due lessee, operating lease, interest due lessee, operating lease, interest due Operating Lease, Liability, Current Operating Lease, Liability, Current Operating Lease, Liability, Noncurrent Operating Lease, Liability, Noncurrent Operating Leases, Future Minimum Payments, Due in Two Years Operating Leases, Future Minimum Payments, Due in Two Years Operating Leases, Future Minimum Payments, Due in Three Years Operating Leases, Future Minimum Payments, Due in Three Years Operating Leases, Future Minimum Payments, Due in Four Years Operating Leases, Future Minimum Payments, Due in Four Years Operating Leases, Future Minimum Payments, Due in Five Years Operating Leases, Future Minimum Payments, Due in Five Years Operating Leases, Future Minimum Payments, Due Thereafter Operating Leases, Future Minimum Payments, Due Thereafter Operating Leases, Future Minimum Payments Due Operating Leases, Future Minimum Payments Due Operating Lease, Payments Operating Lease, Payments Income Taxes Income Tax Disclosure [Text Block] Fair Value, Recurring and Nonrecurring [Table] Fair Value, Recurring and Nonrecurring [Table] Measurement Input Type [Axis] Measurement Input Type [Axis] Measurement Input Type [Domain] Measurement Input Type [Domain] Measurement Input, Risk Free Interest Rate [Member] Measurement Input, Risk Free Interest Rate [Member] Measurement Input, Price Volatility [Member] Measurement Input, Price Volatility [Member] Debt Conversion Description [Axis] Debt Conversion Description [Axis] Debt Conversion, Name [Domain] Debt Conversion, Name [Domain] Convertible Debt [Member] Convertible Debt [Member] Measurement Frequency [Axis] Measurement Frequency [Axis] Measurement Frequency [Domain] Measurement Frequency [Domain] Fair Value, Recurring [Member] Fair Value, Recurring [Member] Carrying (Reported) Amount, Fair Value Disclosure [Member] Reported Value Measurement [Member] Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate Fair Value, Assets and Liabilities Measured on Recurring Basis [Abstract] Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract] Assets, Fair Value Disclosure [Abstract] Assets, Fair Value Disclosure [Abstract] Cash equivalents - money market Cash and Cash Equivalents, Fair Value Disclosure Derivative Asset Derivative Asset Convertible note hedge fair value Convertible note hedge fair value Convertible note hedge fair value Total Assets Assets, Fair Value Disclosure Liabilities, Fair Value Disclosure [Abstract] Liabilities, Fair Value Disclosure [Abstract] Interest rate swap Derivative Liability Note conversion obligation fair value Note conversion obligation fair value Note conversion obligation fair value Total Liabilities Financial and Nonfinancial Liabilities, Fair Value Disclosure Difference between fair value and carrying value, debt Debt Instrument, Fair Value Disclosure, Difference between Fair Value and Carrying Value Debt Instrument, Fair Value Disclosure, Difference between Fair Value and Carrying Value Carrying value, debt Debt Instrument, Fair Value Disclosure Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table] Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table] Antidilutive Securities [Axis] Antidilutive Securities [Axis] Antidilutive Securities, Name [Domain] Antidilutive Securities, Name [Domain] Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] Stock Repurchased During Period, Shares Shares repurchased from related party Shares repurchased from related party shares repurchased from related party, price paid shares repurchased from related party, price paid shares repurchased from related party, price paid purchase price per shares, repurchased shares purchase price per shares, repurchased shares purchase price per shares, repurchased shares Earnings Per Share Reconciliation [Abstract] Earnings Per Share Reconciliation [Abstract] Earnings from continuing operations Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent fair value adjustment to warrants, net of tax fair value adjustment to warrants, net of tax fair value adjustment to warrant liability, net of tax Undistributed Earnings (Loss) from Continuing Operations Available to Common Shareholders, Diluted Undistributed Earnings (Loss) from Continuing Operations Available to Common Shareholders, Diluted Weighted-average shares outstanding for basic earnings per share (in shares) Weighted Average Number of Shares Outstanding, Basic Restricted stock (in shares) Weighted Average Number of Shares, Restricted Stock Anti-dilutive securities excluded from computation of earnings per share (in shares) Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount Class of Warrant or Right, Number of Securities Called by Warrants or Rights Class of Warrant or Right, Number of Securities Called by Warrants or Rights Common equivalent shares: Incremental Weighted Average Shares Attributable to Dilutive Effect [Abstract] Effect of stock-based compensation awards (in shares) Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements Weighted-average shares outstanding assuming dilution (in shares) Weighted Average Number of Shares Outstanding, Diluted Basic earnings per share from continuing operations (in dollars per share) Income (Loss) from Continuing Operations, Per Basic Share Diluted earnings per share from continuing operations (in dollars per share) Income (Loss) from Continuing Operations, Per Diluted Share Equivalent shares not included in weighted average shares outstanding because they would be anti-dilutive Equivalent shares not included in weighted average shares outstanding because they would be anti-dilutive Equivalent shares not included in weighted average shares outstanding because they would be anti-dilutive Schedule of Net Funded Status Schedule of Net Funded Status [Table Text Block] Schedule of Net Benefit Costs Schedule of Net Benefit Costs [Table Text Block] Schedule of Net Periodic Benefit Cost Not yet Recognized Schedule of Net Periodic Benefit Cost Not yet Recognized [Table Text Block] Schedule of Amounts in Accumulated Other Comprehensive Income (Loss) to be Recognized over Next Fiscal Year Schedule of Amounts in Accumulated Other Comprehensive Income (Loss) to be Recognized over Next Fiscal Year [Table Text Block] Schedule of Assumptions Used Defined Benefit Plan, Assumptions [Table Text Block] Schedule of Allocation of Plan Assets Schedule of Allocation of Plan Assets [Table Text Block] Schedule of Expected Benefit Payments Schedule of Expected Benefit Payments [Table Text Block] Schedule of Level Three Defined Benefit Plan Assets Roll Forward Schedule of Effect of Significant Unobservable Inputs, Changes in Plan Assets [Table Text Block] Derivative Instruments and Hedging Activities Disclosure [Abstract] Derivative [Table] Derivative [Table] Derivative, by Expiration Date [Axis] Derivative, by Expiration Date [Axis] Derivative, by Expiration Date [Axis] Derivative, Expiration Date [Domain] Derivative, Expiration Date [Domain] Derivative, Expiration Date [Domain] June 30, 2017 [Member] [Member] December 31, 2021 [Member] [Member] December 31, 2021 [Member] May 5, 2021 [Member] [Member] [Member] May 5, 2021 [Member] [Member] [Member] May 5, 2021 [Member] [Member] [Member] May 30, 2021 [Member] May 30, 2021 [Member] May 30, 2021 [Member] March 31, 2022 One [Member] [Member] March 31, 2022 One [Member] [Member] March 31, 2022 One [Member] [Member] March 31, 2022 Two [Member] [Member] [Member] March 31, 2022 Two [Member] [Member] [Member] March 31, 2022 Two [Member] [Member] [Member] March 31, 2023 [Member] March 31, 2023 [Member] March 31, 2023 [Member] Derivative, by Nature [Axis] Derivative Instrument [Axis] Derivative, Name [Domain] Derivative Contract [Domain] Swap [Member] Swap [Member] Derivative [Line Items] Derivative [Line Items] Stated Interest Rate Derivative, Fixed Interest Rate Pre-tax (charge) on derivative instruments Gain (Loss) on Derivative Instruments, Net, Pretax Net (gain) loss on financial instruments Unrealized Gain (Loss) on Derivatives Market Value (Liability) Interest Rate Derivative Liabilities, at Fair Value Derivative Liability, Notional Amount Derivative Liability, Notional Amount Convertible note hedge shares Convertible note hedge shares Convertible note hedge shares gain/loss convertible debt hedge asset and note obligation valuation gain/loss convertible debt hedge asset and note obligation valuation gain/loss convertible debt hedge asset and note obligation valuation Stock-Based Compensation Share-based Payment Arrangement [Text Block] Adjustments for New Accounting Pronouncements [Axis] Adjustments for New Accounting Pronouncements [Axis] Type of Adoption [Domain] Type of Adoption [Domain] Accounting Standards Update 2014-09 [Member] Accounting Standards Update 2014-09 [Member] Calculated under Revenue Guidance in Effect before Topic 606 [Member] Calculated under Revenue Guidance in Effect before Topic 606 [Member] Difference between Revenue Guidance in Effect before and after Topic 606 [Member] Difference between Revenue Guidance in Effect before and after Topic 606 [Member] Ground Services [Member] MRO Services [Member] [Member] MRO Services [Member] [Member] All other [Member] Discontinued operations [Member] Discontinued Operations [Member] Significant Reconciling Items [Member] Segment Reconciling Items [Member] Eliminate inter-segment revenues [Member] Intersegment Eliminations [Member] Ground Services [Member] Ground Services [Member] Ground Services [Member] All Other non MRO or Ground Services [Member] All Other non MRO or Ground Services [Member] All Other non MRO or Ground Services [Member] Revenue Type [Axis] Revenue Type [Axis] Revenue Type [Axis] Revenue Type [Domain] Revenue Type [Domain] Revenue Type [Domain] Customer Revenues [Member] Customer Revenues [Member] Customer Revenues [Member] Operating Expenses Operating Expenses Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest Customer revenues Depreciation and amortization expense Depreciation, Depletion and Amortization, Nonproduction Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement Impairment of goodwill Goodwill, Impairment Loss Segment earnings (loss) Operating Income (Loss), After Interest Income (Expense) Operating Income (Loss), After Interest Income (Expense) Net unallocated interest expense Interest Expense Net gain (loss) on financial instruments Non-operating charges from a non-consolidating affiliate Non-operating charges from a non-consolidating affiliate Non-operating charges from a non-consolidating affiliate Pre-tax earnings from continuing operations Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest Assets Assets Income Tax Expense (Benefit) Income Tax Expense (Benefit) Net Income (Loss) from Continuing Operations Available to Common Shareholders, Basic Net Income (Loss) from Continuing Operations Available to Common Shareholders, Basic Business Combination, Acquisition Related Costs Business Combination, Acquisition Related Costs Net Periodic Defined Benefits Expense (Reversal of Expense), Excluding Service Cost Component Net Periodic Defined Benefits Expense (Reversal of Expense), Excluding Service Cost Component Net earnings from continuing operations Commitments and Contingencies Commitments Contingencies and Guarantees [Text Block] Loss Contingencies [Table] Loss Contingencies [Table] Litigation by Party Involved [Axis] Litigation by Party Involved [Axis] Litigation by Party Involved [Axis] Litigation by Party Involved [Domain] Litigation by Party Involved [Domain] Litigation by Party Involved [Domain] Litigation Case [Axis] Litigation Case [Axis] Litigation Case Type [Domain] Litigation Case [Domain] Loss Contingencies [Line Items] Loss Contingencies [Line Items] Crewmembers [Member] Crewmember [Member] Crewmember [Member] Non-crewmembers [Member] Non Crewmember [Member] Non Crewmember [Member] Pilots [Member] Pilot [Member] Pilot [Member] Non-pilots [Member] Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract] Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract] Discount rate Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate Expected return on plan assets Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Expected Return on Plan Assets Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Expected Return on Plan Assets Operating Activities [Axis] Operating Activities [Axis] Operating Activities [Domain] Operating Activities [Domain] Continuing Operations [Member] Continuing Operations [Member] Discontinued Operations [Member] Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement Unrecognized prior service cost Defined Benefit Plan, Accumulated Other Comprehensive (Income) Loss, Prior Service Cost (Credit), before Tax Unrecognized net actuarial loss Defined Benefit Plan, Accumulated Other Comprehensive Income (Loss), Gain (Loss), before Tax Accumulated other comprehensive loss Defined Benefit Plan, Accumulated Other Comprehensive (Income) Loss, before Tax Statement of Stockholders' Equity [Abstract] Statement [Table] Statement [Table] Accounting Standards Update 2016-02 [Member] Accounting Standards Update 2016-02 [Member] Adjustments for Change in Accounting Principle [Axis] Adjustments for Change in Accounting Principle [Axis] Adjustments for Change in Accounting Principle [Domain] Adjustments for Change in Accounting Principle [Domain] Common Stock [Member] Common Stock [Member] Additional Paid-in Capital [Member] Additional Paid-in Capital [Member] Accumulated Deficit [Member] Retained Earnings [Member] Accumulated Other Comprehensive Income (Loss) [Member] AOCI Attributable to Parent [Member] Statement [Line Items] Statement [Line Items] Increase (Decrease) in Stockholders' Equity [Roll Forward] Increase (Decrease) in Stockholders' Equity [Roll Forward] Balance at Stockholders' Equity Attributable to Parent Balance at (in shares) Common Stock, Shares, Outstanding Stock-based compensation plans Share-based Payment Arrangement, Noncash Expense [Abstract] Grant of restricted stock Stock Issued During Period, Value, Restricted Stock Award, Gross Grant of restricted stock (in shares) Stock Issued During Period, Shares, Restricted Stock Award, Gross Issuance of common shares, net of withholdings Stock Issued During Period, Value, Share-based Compensation, Net of Withholdings Stock Issued During Period, Value, Share-based Compensation, Net of Withholdings Issuance of common shares, net of withholdings (in shares) Stock Issued During Period, Shares, Share-based Compensation, Net of Withholdings Stock Issued During Period, Shares, Share-based Compensation, Net of Withholdings Issuance of common shares, net of withholdings Stock Issued During Period, Value, Share-based Compensation, Withholdings of Common Shares, Net of Issuances Stock Issued During Period, Value, Share-based Compensation, Withholdings of Common Shares, Net of Issuances Withholdings of common shares, net of issuances (in shares) Stock Issued During Period, Shares, Share-based Compensation, Withholdings of Common Shares, Net of Issuances Stock Issued During Period, Shares, Share-based Compensation, Withholdings of Common Shares, Net of Issuances Forfeited restricted stock Stock Issued During Period, Value, Restricted Stock Award, Forfeitures Stock Repurchased and Retired During Period, Shares Stock Repurchased and Retired During Period, Shares Stock Repurchased and Retired During Period, Value Stock Repurchased and Retired During Period, Value Adjustments to Additional Paid in Capital, Income Tax Benefit from Share-based Compensation Adjustments to Additional Paid in Capital, Income Tax Benefit from Share-based Compensation Bond hedge reclassification Bond hedge reclassification Bond hedge reclassification from liability to equity, net of taxes Note conversion obligation reclassification Note conversion obligation reclassification Note conversion obligation reclassification from liability to equity, net of taxes New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification Adjustments to Additional Paid in Capital, Warrant Issued Adjustments to Additional Paid in Capital, Warrant Issued Forfeited restricted stock (in shares) Stock Issued During Period, Shares, Restricted Stock Award, Forfeited Amortization of stock awards and restricted stock APIC, Share-based Payment Arrangement, Increase for Cost Recognition Balance at Balance at (in shares) Pension and Other Post-Retirement Benefit Plans Pension and Other Postretirement Benefits Disclosure [Text Block] Operating Loss Carryforwards [Table] Operating Loss Carryforwards [Table] Income Tax Authority, Name [Axis] Income Tax Authority, Name [Axis] Income Tax Authority, Name [Domain] Income Tax Authority, Name [Domain] Tax Period [Axis] Tax Period [Axis] Tax Period [Domain] Tax Period [Domain] Operating Loss Carryforwards [Line Items] Operating Loss Carryforwards [Line Items] deferred tax asset, warrant remeasurement deferred tax asset, warrant remeasurement deferred tax asset, warrant remeasurement Deferred tax assets: Deferred Tax Assets, Gross [Abstract] Net operating loss carryforward and federal credits Deferred Tax Assets, Operating Loss Carryforward and Federal Tax Credits Deferred Tax Assets, Operating Loss Carryforward and Federal Tax Credits Post-retirement employee benefits Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Postretirement Benefits Employee benefits other than post-retirement Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Other Inventory reserve Deferred Tax Assets, Inventory Deferred revenue Deferred Tax Assets, Deferred Income Other Deferred Tax Assets, Other Deferred tax assets Deferred Tax Assets, Gross Deferred Tax Assets, Capital and Operating Leases Deferred Tax Assets, Capital and Operating Leases Deferred Tax Assets, Capital and Operating Leases Deferred tax liabilities: Deferred Tax Liabilities, Gross [Abstract] Accelerated depreciation Deferred Tax Liabilities, Property, Plant and Equipment Partnership items Deferred Tax Liabilities, Partnership Items Deferred Tax Liabilities, Partnership Items State taxes Deferred Tax Liabilities, State Taxes Deferred Tax Liabilities, State Taxes Valuation allowance against deferred tax assets Deferred Tax Assets, Valuation Allowance Deferred tax liabilities Deferred Tax Liabilities, Net of Valuation Allowance Deferred Tax Liabilities, Net of Valuation Allowance Net deferred tax (liability) Deferred Tax Liabilities, Net Deferred Tax Liabilities, Leasing Arrangements Deferred Tax Liabilities, Leasing Arrangements Deferred Tax Liabilities, Goodwill Deferred Tax Liabilities, Goodwill Schedule of Earnings Per Share, Basic and Diluted Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] Obligation with Joint and Several Liability Arrangement [Table] Obligation with Joint and Several Liability Arrangement [Table] Obligation with Joint and Several Liability Arrangement [Line Items] Obligation with Joint and Several Liability Arrangement [Line Items] Long-term Debt, Fiscal Year Maturity [Abstract] Long-term Debt, Fiscal Year Maturity [Abstract] 2017 Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months 2018 Long-term Debt, Maturities, Repayments of Principal in Year Two 2019 Long-term Debt, Maturities, Repayments of Principal in Year Three 2020 Long-term Debt, Maturities, Repayments of Principal in Year Four 2021 Long-term Debt, Maturities, Repayments of Principal in Year Five 2022 and beyond Long-term Debt, Maturities, Repayments of Principal after Year Five Long Term Debt excluding issuance costs and discounts Long Term Debt excluding issuance costs and discounts Long Term Debt excluding issuance costs and discounts Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net Statement of Financial Position [Abstract] Scenario [Axis] Scenario [Axis] Scenario [Domain] Scenario [Domain] ASSETS Assets [Abstract] CURRENT ASSETS: Assets, Current [Abstract] Cash, cash equivalents and restricted cash Cash, Cash Equivalents, and Short-term Investments Accounts receivable, net of allowance of $975 in 2019 and $1,444 in 2018 Inventory Inventory, Net Prepaid supplies and other Prepaid Expense and Other Assets, Current TOTAL CURRENT ASSETS Property and equipment, net Property, Plant and Equipment, Net Lease incentive Lease Incentive Receivable, Noncurrent Other assets Other Assets, Noncurrent Goodwill and acquired intangibles Intangible Assets, Net (Including Goodwill) Operating lease assets Operating Lease, Right-of-Use Asset Convertible note hedges Intangibles Intangible Assets, Net (Excluding Goodwill) Goodwill TOTAL ASSETS LIABILITIES AND STOCKHOLDERS’ EQUITY Liabilities and Equity [Abstract] CURRENT LIABILITIES: Liabilities, Current [Abstract] Accounts payable Accounts Payable and Other Accrued Liabilities, Current Accrued salaries, wages and benefits Employee-related Liabilities, Current Accrued expenses Accrued Liabilities, Current Current portion of debt obligations Long-term Debt and Lease Obligation, Current Current portion of lease obligations Unearned revenue Deferred Revenue, Current TOTAL CURRENT LIABILITIES Long term debt Long-term Debt and Lease Obligation Convertible note obligations Post-retirement obligations Liability, Defined Benefit Plan, Noncurrent Long term lease obligations Other liabilities Other Liabilities, Noncurrent Stock Warrants Deferred income taxes Deferred Tax Liabilities, Net, Noncurrent TOTAL LIABILITIES Commitments and contingencies (Note I) Commitments and Contingencies STOCKHOLDERS’ EQUITY: Stockholders' Equity Attributable to Parent [Abstract] Preferred stock, 20,000,000 shares authorized, including 75,000 Series A Junior Participating Preferred Stock Preferred Stock, Value, Issued Common stock, par value $0.01 per share; 150,000,000 shares authorized; 59,329,431 and 59,134,173 shares issued and outstanding in 2019 and 2018, respectively Common Stock, Value, Outstanding Additional paid-in capital Additional Paid in Capital Retained earnings Retained Earnings (Accumulated Deficit) Accumulated other comprehensive loss TOTAL STOCKHOLDERS’ EQUITY TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY Liabilities and Equity Schedule of Deferred Tax Assets and Liabilities Schedule of Deferred Tax Assets and Liabilities [Table Text Block] Schedule of Components of Income Tax Expense (Benefit) Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] Schedule of Effective Income Tax Rate Reconciliation Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] Schedule of Effective Income Tax Rate Reconciliation, Discontinued Operations Schedule of Effective Income Tax Rate Reconciliation, Discontinued Operations [Table Text Block] Schedule of Effective Income Tax Rate Reconciliation, Discontinued Operations [Table Text Block] Significant Customers Concentration Risk Disclosure [Text Block] Financial Information non-controlling affiliate, statement of operations [Table Text Block] Financial Information non-controlling affiliate, statement of operations [Table Text Block] Financial Information non-controlling affiliate, statement of operations [Table Text Block] Financial Information non-controlling affiliate [Table Text Block] Financial Information non-controlling affiliate [Table Text Block] Financial Information non-controlling affiliate, assets, liabilities and equity [Table Text Block] Schedule of Defined Contribution Plans [Table] Schedule of Defined Contribution Plans [Table] Schedule of Defined Contribution Plans [Table] Defined Contribution Plans [Axis] Defined Contribution Plans [Axis] Defined Contribution Plans [Axis] Defined Contribution Plans [Domain] Defined Contribution Plans [Domain] Defined Contribution Plans [Domain] Capital accumulation plans [Member] Capital Accumulation Plans [Member] Capital Accumulation Plans [Member] Schedule of Defined Contribution Plans [Line Items] Schedule of Defined Contribution Plans [Line Items] Schedule of Defined Contribution Plans [Line Items] Defined contribution plan expense Defined Contribution Plan, Cost Income Statement [Abstract] OPERATING EXPENSES Operating Expenses [Abstract] Salaries, wages and benefits Labor and Related Expense Fuel Fuel Costs Maintenance, materials and repairs Cost of Property Repairs and Maintenance Depreciation and amortization Travel Travel and Entertainment Expense Contracted ground and aviation services Contracted ground and aviation services Contracted ground and aviation services Rent Operating Leases, Rent Expense Landing and ramp Landing Fees and Other Rentals Insurance General Insurance Expense Transaction fees Pension settlement cost Other operating expenses Other Cost and Expense, Operating Operating Expenses OPERATING INCOME Operating Income (Loss) OTHER INCOME (EXPENSE) Other Income and Expenses [Abstract] Interest income Investment Income, Interest Non-service component of retiree benefit costs Non-service component of retiree benefit (costs) gains Loss from non-consolidated affiliates Other Nonoperating Income (Expense) Other Nonoperating Income (Expense) EARNINGS (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES INCOME TAX BENEFIT (EXPENSE) EARNINGS FROM CONTINUING OPERATIONS EARNINGS (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAXES Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent NET EARNINGS BASIC EARNINGS (LOSS) PER SHARE Earnings Per Share, Basic [Abstract] Discontinued operations (in dollars per share) Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Basic Share TOTAL BASIC EARNINGS PER SHARE (in dollars per share) Earnings Per Share, Basic DILUTED EARNINGS (LOSS) PER SHARE Earnings Per Share, Diluted [Abstract] Discontinued operations (in dollars per share) Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Diluted Share TOTAL DILUTED NET EARNINGS PER SHARE (in dollars per share) Earnings Per Share, Diluted WEIGHTED AVERAGE SHARES WEIGHTED AVERAGE SHARES [Abstract] WEIGHTED AVERAGE SHARES [Abstract] Basic (in shares) Diluted (in shares) Business Combinations [Abstract] Business Combination Disclosure [Text Block] Business Combination Disclosure [Text Block] 2017 Tax Cuts and Jobs Act [Member] 2017 Tax Cuts and Jobs Act [Member] 2017 Tax Cuts and Jobs Act [Member] Statutory federal tax rate Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Discontinued Operations Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Discontinued Operations State income taxes, net of federal tax benefit Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Discontinued Operations Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Discontinued Operations Effective income tax rate Effective Income Tax Rate, Discontinued Operations Effective Income Tax Rate, Discontinued Operations Property, Plant and Equipment [Abstract] Schedule of Property, Plant and Equipment [Table] Property, Plant and Equipment [Table] Property, Plant and Equipment [Line Items] Property, Plant and Equipment [Line Items] Leased aircraft, carrying value Property Subject to or Available for Operating Lease, Net Operating Leases, Future Minimum Payments Receivable [Abstract] Operating Leases, Future Minimum Payments Receivable [Abstract] Minimum future lease payments, Due within next 12 months Operating Leases, Future Minimum Payments Receivable, Current Minimum future lease payments, Due within next 2 years Operating Leases, Future Minimum Payments Receivable, in Two Years Minimum future lease payments, Due within next 3 years Operating Leases, Future Minimum Payments Receivable, in Three Years Minimum future lease payments, Due within next 4 years Operating Leases, Future Minimum Payments Receivable, in Four Years Minimum future lease payments, Due within next 5 years Operating Leases, Future Minimum Payments Receivable, in Five Years Statement of Cash Flows [Abstract] Write off of Deferred Debt Issuance Cost Write off of Deferred Debt Issuance Cost Purchase of common stock Payments for Repurchase of Common Stock Withholding taxes paid for conversion of employee stock awards Payment, Tax Withholding, Share-based Payment Arrangement OPERATING ACTIVITIES: Net Cash Provided by (Used in) Operating Activities [Abstract] Net earnings (loss) from discontinued operations Adjustments to reconcile net earnings to net cash provided by operating activities: Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] Depreciation and amortization Depreciation, Depletion and Amortization Pension and post-retirement Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss), Reclassification Adjustment from AOCI, Tax Pension settlement costs Deferred income taxes Deferred Income Tax Expense (Benefit) Amortization of stock-based compensation Share-based Payment Arrangement, Noncash Expense Amortization of DHL promissory note Amortization of debt Reduction of debt in exchange for services. Changes in assets and liabilities: Increase (Decrease) in Operating Capital [Abstract] Accounts receivable Increase (Decrease) in Accounts Receivable Inventory and prepaid supplies Increase (Decrease) in Prepaid Expense and Other Assets Accounts payable Increase (Decrease) in Accounts Payable and Accrued Liabilities Unearned revenue Increase (Decrease) in Deferred Revenue Accrued expenses, salaries, wages, benefits and other liabilities Increase (Decrease) in Accrued Liabilities Pension and post-retirement assets Increase (Decrease) in Obligation, Pension and Other Postretirement Benefits Other Increase (Decrease) in Other Operating Assets and Liabilities, Net NET CASH PROVIDED BY OPERATING ACTIVITIES Net Cash Provided by (Used in) Operating Activities INVESTING ACTIVITIES: Net Cash Provided by (Used in) Investing Activities [Abstract] Expenditures for property and equipment Payments to Acquire Property, Plant, and Equipment Proceeds from property and equipment Proceeds from Sale of Property, Plant, and Equipment Investment in nonconsolidated affiliate Payments to Acquire Interest in Subsidiaries and Affiliates Redemption of long term deposits Redemption of long term deposits Redemption of long term deposits NET CASH (USED IN) INVESTING ACTIVITIES Net Cash Provided by (Used in) Investing Activities FINANCING ACTIVITIES: Net Cash Provided by (Used in) Financing Activities [Abstract] Principal payments on long term obligations Repayment of Long-term Debt, Long-term Lease Obligation, and Capital Security Proceeds from borrowings Proceeds from Issuance of Long-term Debt Proceeds from convertible notes Proceeds from Convertible Debt Payments for financing costs Payments of Financing Costs Purchase convertible note hedges Purchase convertible note hedges Purchase convertible note hedges Funding for hangar construction funding for hangar construction, financing activity funding for hangar construction, financing activity NET CASH PROVIDED BY FINANCING ACTIVITIES Net Cash Provided by (Used in) Financing Activities Proceeds from issuance of warrants Proceeds from Issuance of Warrants NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS Cash and Cash Equivalents, Period Increase (Decrease) CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR CASH AND CASH EQUIVALENTS AT END OF YEAR SUPPLEMENTAL CASH FLOW INFORMATION: Supplemental Cash Flow Information [Abstract] Interest paid, net of amount capitalized Interest Paid, Excluding Capitalized Interest, Operating Activities Federal alternative minimum and state income taxes paid Income Taxes Paid SUPPLEMENTAL NON-CASH INFORMATION: Cash Flow, Noncash Investing and Financing Activities Disclosure [Abstract] Debt extinguished Extinguishment of Debt, Amount Accrued expenditures for property and equipment Capital Expenditures Incurred but Not yet Paid Net (gain) loss on financial instruments Increase (Decrease) in Other Financial Instruments Used in Operating Activities Accrued consideration for acquisition Payment for Contingent Consideration Liability, Investing Activities Goodwill and Other Intangibles Goodwill, Intangible assets and Equity Investment [Text Block] Goodwill, Intangible assets and Equity Investment [Text Block] Disclosure of accounting policy for indefinite-lived intangible assets (that is, those intangible assets not subject to amortization). This accounting policy also may address how the entity assesses whether events and circumstances continue to support an indefinite useful life and how the entity assesses and measures impairment of such assets. Also includes any investments the company has measured under the equity investment method. Cover page. Document Type Document Type Document Annual Report Document Annual Report Document Period End Date Document Period End Date Document Transition Report Document Transition Report Entity File Number Entity File Number Entity Registrant Name Entity Registrant Name Entity Central Index Key Entity Central Index Key Current Fiscal Year End Date Current Fiscal Year End Date Amendment Flag Amendment Flag Document Fiscal Year Focus Document Fiscal Year Focus Document Fiscal Period Focus Document Fiscal Period Focus Entity Incorporation, State or Country Code Entity Incorporation, State or Country Code Entity Tax Identification Number Entity Tax Identification Number Entity Address, Address Line One Entity Address, Address Line One Entity Address, City or Town Entity Address, City or Town Entity Address, State or Province Entity Address, State or Province Entity Address, Postal Zip Code Entity Address, Postal Zip Code City Area Code City Area Code Security Exchange Name Security Exchange Name Entity Well-known Seasoned Issuer Entity Well-known Seasoned Issuer Entity Voluntary Filers Entity Voluntary Filers Entity Current Reporting Status Entity Current Reporting Status Entity Interactive Data Current Entity Interactive Data Current Entity Filer Category Entity Filer Category Entity Small Business Entity Small Business Entity Emerging Growth Company Entity Emerging Growth Company Entity Shell Company Entity Shell Company Local Phone Number Local Phone Number Title of 12(b) Security Title of 12(b) Security Trading Symbol Trading Symbol Entity Public Float Entity Public Float Entity Common Stock, Shares Outstanding Entity Common Stock, Shares Outstanding Documents Incorporated by Reference [Text Block] Documents Incorporated by Reference [Text Block] return to income tax provision adjustment [Member] return to income tax provision adjustment [Member] return to income tax provision adjustment [Member] Effective Income Tax Rate, Continuing Operations, Tax Rate Reconciliation [Abstract] Effective Income Tax Rate Reconciliation, Percent [Abstract] Statutory federal tax rate Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Percent Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Percent State income taxes, net of federal tax benefit Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Percent effective tax rate reconciliation, non-deductible expense, warrant remeasurement, percent effective tax rate reconciliation, non-deductible expense, warrant remeasurement, percent effective tax rate reconciliation, non-deductible expense, warrant remeasurement, percent Effective Income Tax Rate Reconciliation, Deduction, Employee Stock Ownership Plan Dividend, Percent Effective Income Tax Rate Reconciliation, Deduction, Employee Stock Ownership Plan Dividend, Percent Tax effect of other non-deductible expenses Effective Income Tax Rate Reconciliation, Nondeductible Expense, Other, Percent Effective income tax rate reconciliation, provision to return Effective income tax rate reconciliation, provision to return Effective income tax rate reconciliation, provision to return Other Effective Income Tax Rate Reconciliation, Other Adjustments, Percent Effective income tax rate Effective Income Tax Rate Reconciliation, Percent Deferred Revenue Arrangement Type [Axis] Deferred Revenue Arrangement Type [Axis] Deferred Revenue [Domain] Deferred Revenue [Domain] Award Type [Domain] Title of Individual [Domain] Aircraft [Domain] Geographical [Axis] Geographical [Axis] Geographical [Domain] Geographical [Domain] Geographic Distribution, Foreign [Member] Geographic Distribution, Foreign [Member] MRO Services [Member] [Member] Operating Leases, Future Minimum Payments Receivable, Current Deferred Revenue, Revenue Recognized Deferred Revenue, Revenue Recognized Deferred Revenue Deferred Revenue Number of reportable segments (in segments) Number of Reportable Segments Interest expense Property, Plant and Equipment, Additions Property, Plant and Equipment, Additions Impairment of goodwill Operating Leases, Future Minimum Payments Receivable, in Two Years Operating Leases, Future Minimum Payments Receivable, in Three Years Operating Leases, Future Minimum Payments Receivable, in Four Years Operating Leases, Future Minimum Payments Receivable, in Five Years Operating Leases, Future Minimum Payments Receivable, Thereafter Operating Leases, Future Minimum Payments Receivable, Thereafter Fair Value of Acquisition [Abstract] Fair Value of Acquisition [Abstract] Schedule of Business Acquisitions, by Acquisition [Table] Schedule of Business Acquisitions, by Acquisition [Table] Business Acquisition [Axis] Business Acquisition [Axis] Business Acquisition, Acquiree [Domain] Business Acquisition, Acquiree [Domain] Class of Stock [Axis] Class of Stock [Axis] Class of Stock [Domain] Class of Stock [Domain] Business Acquisition [Line Items] Business Acquisition [Line Items] Business Combination, Segment Allocation [Table Text Block] Business Combination, Segment Allocation [Table Text Block] Business Acquisition, Pro Forma Information [Table Text Block] Business Acquisition, Pro Forma Information [Table Text Block] Fair Value Hierarchy and NAV [Domain] Fair Value, Inputs, Level 2 [Member] Bonds [Member] Bonds [Member] Long term obligations Accordion feature amount Increased borrowing capacity Line of Credit Facility, Increased Borrowing Capacity Line of Credit Facility, Increased Borrowing Capacity Additional Indebtedness Long-Term Debt Additional Indebtedness Long-Term Debt Additional Indebtedness Long-Term Debt Debt Issuance Costs, Line of Credit Arrangements, Net Debt Issuance Costs, Line of Credit Arrangements, Net Variable interest rate Debt Instrument, Interest Rate During Period Credit facility, revolving credit loan, remaining borrowing capacity Line of Credit Facility, Remaining Borrowing Capacity Letters of credit outstanding Letters of Credit Outstanding, Amount Collateralized property (in aircrafts) Collateralized Property Units Collateralized Property Units Balloon payment percentage Debt Instrument, Periodic Payment Terms, Balloon Payment Percentage Debt Instrument, Periodic Payment Terms, Balloon Payment Percentage Debt Instrument, Interest Rate, Basis for Effective Rate Debt Instrument, Interest Rate, Basis for Effective Rate Collateral coverage percentage Maximum amount of common stock authorized for repurchase Debt Instrument, Covenant Limitation on Common Stock Repurchase Amount Debt Instrument, Covenant Limitation on Common Stock Repurchase Amount Unsecured Debt Unsecured Debt Debt Instrument, Interest Rate, Stated Percentage Debt Instrument, Interest Rate, Stated Percentage Proceeds from Issuance of Unsecured Debt Proceeds from Issuance of Unsecured Debt Debt Conversion, Converted Instrument, Rate Debt Conversion, Converted Instrument, Rate Debt Instrument, Interest Rate, Effective Percentage Debt Instrument, Interest Rate, Effective Percentage Note conversion obligation fair value Gain/loss on fair value of note conversion obligation Gain/loss on fair value of note conversion obligation Gain/loss on fair value of note conversion obligation Proceeds from Convertible Debt Gain/Loss on fair value of convertible hedge asset Gain/Loss on fair value of convertible hedge asset Gain/Loss on fair value of convertible hedge asset Warrants and Rights Outstanding Warrants and Rights Outstanding Unamortized Debt Issuance Expense Unamortized Debt Issuance Expense Debt Instrument, Unamortized Discount Debt Instrument, Unamortized Discount Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures Disposal Groups, Including Discontinued Operations [Table Text Block] Statement of Comprehensive Income [Abstract] OTHER COMPREHENSIVE INCOME (LOSS): Other Comprehensive Income (Loss), Net of Tax [Abstract] Income tax (expense) or benefit Income tax (expense) or benefit TOTAL COMPREHENSIVE INCOME, net of tax Defined Benefit Plan, Benefit Obligation, (Increase) Decrease for Settlement Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] Expected return on plan assets Defined Benefit Plan, Expected Return (Loss) on Plan Assets Amortization of prior service cost Defined Benefit Plan, Amortization of Prior Service Cost (Credit) Amortization of net (gain) loss Defined Benefit Plan, Amortization of Gain (Loss) Net periodic benefit cost (income) Defined Benefit Plan, Net Periodic Benefit Cost (Credit) Schedule of Interest Rate Derivatives Schedule of Interest Rate Derivatives [Table Text Block] Preferred Stock [Member] Preferred Stock [Member] Series A Junior Participating Preferred Stock [Member] Series A Preferred Stock [Member] Assets, Current [Abstract] Allowance for doubtful accounts Accounts Receivable, Allowance for Credit Loss, Current Stockholders' Equity Attributable to Parent [Abstract] Preferred stock, shares authorized (in shares) Preferred Stock, Shares Authorized Common stock, par value (in dollars per share) Common Stock, Par or Stated Value Per Share Common stock, shares authorized (in shares) Common Stock, Shares Authorized Common stock, shares issued (in shares) Common Stock, Shares, Issued Common stock, shares outstanding (in shares) Disposal Groups, Including Discontinued Operations [Table] Disposal Groups, Including Discontinued Operations [Table] Asset Class [Axis] Asset Class [Axis] Asset Class [Domain] Asset Class [Domain] Discontinued Operations, Disposed of by Means Other than Sale [Member] Discontinued Operations, Disposed of by Means Other than Sale [Member] Disposal Group Name [Axis] Disposal Group Name [Axis] Disposal Group Name [Domain] Disposal Group Name [Domain] Disposal Group Classification [Axis] Disposal Group Classification [Axis] Disposal Group Classification [Domain] Disposal Group Classification [Domain] Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] Disposal Group, Including Discontinued Operation, Assets Disposal Group, Including Discontinued Operation, Assets Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax Liabilities Disposal Group, Including Discontinued Operation, Liabilities [Abstract] Employee compensation and benefits Disposal Group, Including Discontinued Operation, Accrued Liabilities Post-retirement Disposal Group, Including Discontinued Operation, Postretirement Plan Benefit Obligation Total Liabilities Disposal Group, Including Discontinued Operation, Liabilities Schedule of Finite and Indefinite-lived Intangible Assets by Major Class [Table] Schedule of Finite and Indefinite-lived Intangible Assets by Major Class [Table] Schedule of Finite and Indefinite-lived Intangible Assets by Major Class [Table] Pemco [Member] Pemco [Member] Pemco [Member] Finite and Infinite-Lived Intangible Assets by Major Class [Axis] Finite and Infinite-Lived Intangible Assets by Major Class [Axis] Finite and Infinite-Lived Intangible Assets by Major Class [Axis] Finite and Infinite-Lived Intangible Assets by Major Class [Domain] Finite and Infinite-Lived Intangible Assets by Major Class [Domain] Finite and Infinite-Lived Intangible Assets by Major Class [Domain] Customer Relationships [Member] Customer Relationships [Member] Airline Certificates [Member] Airline Certificates [Member] Airline Certificates [Member] Finite and Indefinite-lived Intangible Assets by Major Class [Line Items] Finite and Indefinite-lived Intangible Assets by Major Class [Line Items] Finite and Indefinite-lived Intangible Assets by Major Class [Line Items] Indefinite-lived Intangible Assets Acquired Indefinite-lived Intangible Assets Acquired Finite-lived Intangible Assets Acquired Finite-lived Intangible Assets Acquired intangible assets acquired intangible assets acquired Amount of both finite & indefinite lived intangible assets acquired during period Below Market Lease, Amortization Income, Next Twelve Months Below Market Lease, Amortization Income, Next Twelve Months Incentive to Lessee Incentive to Lessee Warranted granted adding to lease incentive intangible Warranted granted adding to lease incentive intangible Warranted granted adding to lease incentive intangible Amortization of Lease Incentives Amortization of Lease Incentives Finite and Indefinite-lived Intangible Assets [Roll Forward] Finite and Indefinite-lived Intangible Assets [Roll Forward] Finite and Indefinite-lived Intangible Assets [Roll Forward] Carrying value at beginning of period Finite-Lived Intangible Assets, Net Carrying value at beginning of period Amortization expense Amortization of Intangible Assets Carrying value at end of period Carrying value at end of period Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months Finite-Lived Intangible Assets, Amortization Expense, Year Two Finite-Lived Intangible Assets, Amortization Expense, Year Two Finite-Lived Intangible Assets, Amortization Expense, Year Three Finite-Lived Intangible Assets, Amortization Expense, Year Three Finite-Lived Intangible Assets, Amortization Expense, Year Four Finite-Lived Intangible Assets, Amortization Expense, Year Four Finite-Lived Intangible Assets, Amortization Expense, Year Five Finite-Lived Intangible Assets, Amortization Expense, Year Five Below Market Lease, Amortization Income, Year Two Below Market Lease, Amortization Income, Year Two Below Market Lease, Amortization Income, Year Three Below Market Lease, Amortization Income, Year Three Below Market Lease, Amortization Income, Year Four Below Market Lease, Amortization Income, Year Four Below Market Lease, Amortization Income, Year Five Below Market Lease, Amortization Income, Year Five lease intangible asset reclass lease intangible asset reclass lease intangible asset reclass, reclass of an intangible asset for an operating lease out of intangible asset over to right of use asset Lease Incentive Intangible [Table Text Block] Lease Incentive Intangible [Table Text Block] Lease Incentive Intangible [Table Text Block] Schedule of Goodwill Schedule of Goodwill [Table Text Block] Schedule Intangible Assets by Major Class Schedule of Finite and Indefinite-Lived Intangible Assets by Major Class [Table Text Block] Schedule of Finite and Indefinite-Lived Intangible Assets by Major Class [Table Text Block] Pension and Other Postretirement Benefit Plans, Amounts that Will be Amortized from Accumulated Other Comprehensive Income (Loss) in Next Fiscal Year [Abstract] Defined Benefit Plan, Expected Amortization, Next Fiscal Year [Abstract] Amortization of actuarial loss Prior Service Cost Defined Benefit Plan, Expected Amortization of Prior Service Cost (Credit), Next Fiscal Year Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] Lessee, Operating Lease, Liability, Maturity [Table Text Block] Lessee, Operating Lease, Liability, Maturity [Table Text Block] Schedule of Future Minimum Rental Payments for Operating Leases Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] Schedules of Concentration of Risk, by Risk Factor Schedules of Concentration of Risk, by Risk Factor [Table Text Block] Investments, Debt and Equity Securities [Abstract] Payments to Acquire Interest in Joint Venture Payments to Acquire Interest 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modification costs to complete aircraft modification aircraft purchase deposit aircraft purchase deposit Deposit made for the future purchase of aircraft Long-term Purchase Commitment, Amount Long-term Purchase Commitment, Amount Estimated future employer contributions Defined Benefit Plan, Expected Future Employer Contributions, Remainder of Fiscal Year Defined Benefit Plan, Expected Future Benefit Payment [Abstract] Defined Benefit Plan, Expected Future Benefit Payment [Abstract] 2017 Defined Benefit Plan, Expected Future Benefit Payment, Next Twelve Months 2018 Defined Benefit Plan, Expected Future Benefit Payment, Year Two 2019 Defined Benefit Plan, Expected Future Benefit Payment, Year Three 2020 Defined Benefit Plan, Expected Future Benefit Payment, Year Four 2021 Defined Benefit Plan, Expected Future Benefit Payment, Year Five Years 2022 to 2026 Defined Benefit Plan, Expected Future Benefit Payment, Five Fiscal Years Thereafter Investment Type [Axis] Investment Type [Axis] 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Property and Equipment
 12 Months Ended
Dec. 31, 2019
Property, Plant and Equipment [Abstract]  
Property and Equipment PROPERTY AND EQUIPMENT
The Company's property and equipment consists primarily of cargo aircraft, aircraft engines and other flight equipment. Property and equipment, to be held and used, is summarized as follows (in thousands):
 
 
December 31,
2019
 
December 31,
2018
Flight equipment
$
2,598,113

 
$
2,340,840

Ground equipment
59,628

 
57,455

Leasehold improvements, facilities and office equipment
33,649

 
28,745

Aircraft modifications and projects in progress
220,827

 
74,449

 
2,912,217

 
2,501,489

Accumulated depreciation
(1,146,197
)
 
(946,484
)
Property and equipment, net
$
1,766,020

 
$
1,555,005


CAM owned aircraft with a carrying value of $889.3 million and $803.7 million that were under leases to external customers as of December 31, 2019 and 2018, respectively.
XML 16 R16.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes
 12 Months Ended
Dec. 31, 2019
Income Tax Disclosure [Abstract]  
Income Taxes INCOME TAXES
The Company's deferred income taxes reflect the value of its net operating loss carryforwards and the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their amounts used for income tax calculations. Federal legislation known as The Tax Cuts and Jobs Acts ("Tax Act") was enacted on December 22, 2017. The Tax Act reduces the U.S. federal corporate tax rate from the previous rate of 35% to 21% effective January 1, 2018. The Tax Act also made broad and complex changes to the U.S. tax code, including, but not limited to a onetime tax on earnings of certain foreign subsidiaries, limitations of net operating loss carryforwards created in tax years beginning after December 31, 2017, bonus depreciation for full expensing of qualified property, and limitations on the deductibility of certain executive compensation. At December 31, 2017, the Company calculated the effects of the enactment of the Tax Act as written, and made an estimate of the effects on the existing deferred tax balances. The re-measurement of deferred tax balances in 2017 using the lower federal rates enacted by the Tax Act, resulted in a reduction in the Company's net deferred tax liability and the recognition of a deferred tax benefit as depicted by the change in the federal statutory tax rate included below. The Company continues to analyze and monitor the effects of the Tax Act on its operations.
At December 31, 2019, the Company had cumulative net operating loss carryforwards (“NOL CFs”) for federal income tax purposes of approximately $172.5 million, which do not expire but whose use is limited to 80% of taxable income in any given year. The deferred tax asset balance includes $3.4 million net of a $0.3 million valuation allowance related to state NOL CFs, which have remaining lives ranging from one to twenty years. These NOL CFs are attributable to excess tax deductions related primarily to the accelerated tax depreciation of fixed assets and cash contributions for its defined benefit pension plans. At December 31, 2019 and 2018, the Company determined that, based upon projections of taxable income, it was more likely than not that the NOL CF’s will be, accordingly, no allowance against these deferred tax assets was recorded. The Company had alternative minimum tax credits of $3.1 million which will be recovered over the next three years.
The significant components of the deferred income tax assets and liabilities as of December 31, 2019 and 2018 are as follows (in thousands):
 
December 31
 
2019
 
2018
Deferred tax assets:
 
 
 
Net operating loss carryforward and federal credits
$
40,467

 
$
55,760

Lease Obligation
9,070

 
—

Warrants
17,174

 
7,314

Post-retirement employee benefits
6,355

 
13,777

Employee benefits other than post-retirement
9,435

 
8,751

Inventory reserve
2,055

 
2,374

Deferred revenue
5,132

 
4,389

Other
9,309

 
5,333

Deferred tax assets
98,997

 
97,698

Deferred tax liabilities:
 
 
 
Accelerated depreciation
(192,651
)
 
(189,719
)
Partnership items
(6,088
)
 
(5,850
)
Operating lease assets
(9,051
)
 
—

Goodwill
(4,916
)
 
(620
)
State taxes
(12,355
)
 
(14,474
)
Valuation allowance against deferred tax assets
(1,412
)
 
(278
)
Deferred tax liabilities
(226,473
)
 
(210,941
)
Net deferred tax (liability)
$
(127,476
)
 
$
(113,243
)

The following summarizes the Company’s income tax provisions (benefits) (in thousands):
 
Years Ended December 31
 
2019
 
2018
 
2017
Current taxes:
 
 
 
 
 
Federal
$
1,332

 
$
—

 
$
9

Foreign
1

 
—

 
48

State
138

 
1,043

 
590

Deferred taxes:
 
 
 
 
 
Federal
14,155

 
15,642

 
27,625

Foreign
—

 
(63
)
 
—

State
(3,677
)
 
2,973

 
3,396

Change in federal statutory tax rates
—

 
—

 
(59,944
)
Total deferred tax expense
10,478

 
18,552

 
(28,923
)
Total income tax expense (benefit) from continuing operations
$
11,589

 
$
19,595

 
$
(28,276
)
Income tax expense (benefit) from discontinued operations
$
360

 
$
434

 
$
(1,848
)

The reconciliation of income tax from continuing operations computed at the U.S. statutory federal income tax rates to effective income tax rates is as follows:
 
Years Ended December 31
 
2019
 
2018
 
2017
Statutory federal tax rate
21.0
 %
 
21.0
 %
 
35.0
 %
Foreign income taxes
—
 %
 
(0.1
)%
 
(0.5
)%
State income taxes, net of federal tax benefit
1.4
 %
 
(0.2
)%
 
(39.7
)%
Tax effect of non-deductible warrant expense
(2.9
)%
 
(1.5
)%
 
(485.0
)%
Tax effect of stock compensation
—
 %
 
(0.8
)%
 
21.7
 %
Tax effect of other non-deductible expenses
1.7
 %
 
0.8
 %
 
(19.6
)%
Change in federal and state tax laws
—
 %
 
—
 %
 
917.2
 %
Change to state statutory tax rates
(5.4
)%
 
3.8
 %
 
—
 %
Other
0.4
 %
 
(0.6
)%
 
3.5
 %
Effective income tax rate
16.2
 %
 
22.4
 %
 
432.6
 %

The income tax deductibility of the warrant expense is less than the expense required by GAAP because for tax purposes, the warrants are valued at a different time and under a different valuation method.
The reconciliation of income tax from discontinued operations computed at the U.S. statutory federal income tax rates to effective income tax rates is as follows:
 
Years Ended December 31
 
2019
 
2018
 
2017
Statutory federal tax rate
21.0
%
 
21.0
%
 
35.0
%
State income taxes, net of federal tax benefit
1.8
%
 
2.6
%
 
1.3
%
Change in federal statutory tax rates
—
%
 
—
%
 
—
%
Effective income tax rate
22.8
%
 
23.6
%
 
36.3
%

The Company files income tax returns in the U.S. federal jurisdiction and various international, state and local jurisdictions. The returns may be subject to audit by the Internal Revenue Service (“IRS”) and other jurisdictional authorities. International returns consist primarily of disclosure returns where the Company is covered by the sourcing rules of U.S. international treaties. The Company recognizes the impact of an uncertain income tax position in the financial statements if that position is more likely than not of being sustained on audit, based on the technical merits of the position. At December 31, 2019, 2018 and 2017, the Company's unrecognized tax benefits were $0.0 million, $0.0 million and $0.0 million respectively. Accrued interest and penalties on tax positions are recorded as a component of interest expense. Interest and penalties expense was immaterial for 2019, 2018 and 2017.
The Company began to file, effective in 2008, federal tax returns under a common parent of the consolidated group that includes ABX and all the wholly-owned subsidiaries. The returns for 2018, 2017 and 2016 related to the consolidated group remain open to examination. The consolidated federal tax returns prior to 2016 remain open to federal examination only to the extent of net operating loss carryforwards carried over from or utilized in those years. Pemco and Omni filed returns on their own behalf prior to their acquisition by the Company. State and local returns filed for 2005 through 2018 are generally also open to examination by their respective jurisdictions, either in full or limited to net operating losses. The Company files tax returns with the Republic of Ireland for its leasing operations based in Ireland.
XML 17 R35.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Derivative Instruments (Tables)
 12 Months Ended
Dec. 31, 2019
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Schedule of Interest Rate Derivatives The table below provides information about the Company’s interest rate swaps (in thousands):
 
 
 
December 31, 2019
 
December 31, 2018
Expiration Date
Stated
Interest
Rate
 
Notional
Amount
 
Market
Value
(Liability)
 
Notional
Amount
 
Market
Value
(Liability)
May 5, 2021
1.090
%
 
20,625

 
111

 
28,125

 
650

May 30, 2021
1.703
%
 
20,625

 
(25
)
 
28,125

 
366

December 31, 2021
2.706
%
 
146,250

 
(3,242
)
 
150,000

 
(1,138
)
March 31, 2022
1.900
%
 
50,000

 
(408
)
 
50,000

 
829

March 31, 2022
1.950
%
 
75,000

 
(696
)
 
75,000

 
1,126

March 31, 2023
2.425
%
 
148,125

 
(3,866
)
 
—

 
—
XML 18 R31.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Debt Obligations (Tables)
 12 Months Ended
Dec. 31, 2019
Debt Disclosure [Abstract]  
Convertible Debt [Table Text Block] The carrying value of the Company's convertible debt is shown below.
 
 
December 31,
 
December 31,
 
 
2019
 
2018
Principal value, Convertible Senior Notes, due 2024
 
258,750

 
258,750

Unamortized issuance costs
 
(4,864
)
 
(5,799
)
Unamortized discount
 
(40,425
)
 
(48,105
)
Convertible debt
 
213,461

 
204,846
Schedule of Long-term Debt Instruments
Debt obligations consisted of the following (in thousands):
 
December 31,
 
December 31,
 
2019
 
2018
Unsubordinated term loans
$
626,277

 
$
721,406

Revolving credit facility
632,900

 
475,000

Convertible debt
213,461

 
204,846

Other financing arrangements
11,746

 
—

Total debt obligations
1,484,384

 
1,401,252

Less: current portion
(14,707
)
 
(29,654
)
Total long term obligations, net
$
1,469,677

 
$
1,371,598
Schedule of Maturities of Long-term Debt
The scheduled cash principal payments for the Company's debt obligations, as of December 31, 2019, for the next five years are as follows (in thousands):
 
Principal
Payments
2020
$
16,481

2021
16,491

2022
32,378

2023
32,389

2024
1,432,050

2025 and beyond
8,607

Total principal cash payments
1,538,396

Less: unamortized issuance costs and discounts
(54,012
)
Total debt obligations
$
1,484,384
XML 19 R39.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Segment Information (Tables)
 12 Months Ended
Dec. 31, 2019
Segment Reporting Information [Line Items]  
Segment Reporting, Additional Information about Entity's Reportable Segments
The Company's other segment information from continuing operations is presented below (in thousands):
 
Year Ended December 31,
 
2019
 
2018
 
2017
Depreciation and amortization expense:
 
 
 
 
 
CAM
$
158,470

 
$
126,856

 
$
108,106

ACMI Services
96,191

 
49,068

 
41,929

All other
2,871

 
2,971

 
4,521

Total
$
257,532

 
$
178,895

 
$
154,556

Interest expense
 
 
 
 
 
CAM
38,300

 
21,819

 
15,585

ACMI Services
24,950

 
6,269

 
810

Segment earnings (loss):
 
 
 
 
 
CAM
$
68,643

 
$
65,576

 
$
61,510

ACMI Services
32,055

 
11,448

 
7,747

     All other
13,422

 
11,170

 
13,748

Net unallocated interest expense
(3,024
)
 
(460
)
 
(512
)
Net gain (loss) on financial instruments
(12,302
)
 
7,296

 
(79,789
)
Transaction fees
(373
)
 
(5,264
)
 
—

Other non-service components of retiree benefit costs, net
(9,404
)
 
8,180

 
(6,105
)
Loss from non-consolidated affiliate
(17,445
)
 
(10,468
)
 
(3,135
)
Pre-tax earnings from continuing operations
$
71,572

 
$
87,478

 
$
(6,536
)
Schedule of Segment Reporting Information, by Segment The effects of Topic 606 on the Company's customer revenues and earnings are summarized below for the year of adoption:
 
 
For the year ended December 31, 2018
 
 
As Reported
 
Without Topic 606
 
Increase (decrease)
Revenue
 
 
 
 
 
 
CAM
 
$
156,516

 
$
156,516

 
$
—

ACMI Services
 
548,804

 
743,112

 
(194,308
)
All other
 
187,025

 
350,012

 
(162,987
)
Total Revenue
 
892,345

 
1,249,640

 
(357,295
)
Operating Expense
 
781,327

 
1,138,462

 
(357,135
)
Earnings (Loss) from Continuing Operations before Income Taxes
 
87,478

 
87,638

 
(160
)
Income Tax Benefit (Expense)
 
(19,595
)
 
(19,559
)
 
(36
)
Income from Continuing Operations
 
$
67,883

 
$
68,079

 
$
(196
)

The Company's segment information from continuing operations is presented below (in thousands):
 
Year Ended December 31
 
2019
 
2018
 
2017
Total revenues:
 
 
 
 
 
CAM
$
285,276

 
$
228,956

 
$
209,213

ACMI Services
1,078,288

 
548,839

 
614,741

All other
314,014

 
286,579

 
433,208

Eliminate inter-segment revenues
(225,395
)
 
(172,029
)
 
(188,962
)
Total
$
1,452,183

 
$
892,345

 
$
1,068,200

Customer revenues:
 
 
 
 
 
CAM
$
168,106

 
$
156,516

 
$
140,434

ACMI Services
1,078,143

 
548,804

 
614,721

All other
205,934

 
187,025

 
313,045

Total
$
1,452,183

 
$
892,345

 
$
1,068,200
Reconciliation of Assets from Segment to Consolidated
The Company's assets are presented below by segment (in thousands). Cash and cash equivalents are reflected in Assets - All other.
 
December 31
 
2019
 
2018
 
2017
Assets:
 
 
 
 
 
CAM
$
1,857,687

 
$
1,577,182

 
$
1,192,890

ACMI Services
830,620

 
759,131

 
189,379

Discontinued operations
1,499

 
—

 
—

All other
130,372

 
134,272

 
166,575

Total
$
2,820,178

 
$
2,470,585

 
$
1,548,844
Revenue from External Customers by Products and Services
The Company's external customer revenues from other activities for the years ending December 31, 2019, 2018 and 2017 are presented below (in thousands):
 
 
Year Ended December 31,
 
 
2019
 
2018
 
2017
Aircraft maintenance, modifications and part sales
 
$
117,772

 
$
117,832

 
$
106,767

Ground services
 
69,596

 
66,567

 
204,151

Other, including aviation fuel sales
 
18,566

 
2,626

 
2,127

Total customer revenues
 
$
205,934

 
$
187,025

 
$
313,045
XML 20 R58.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Commitments and Contingencies (Labor Unions) (Details) - Workforce Subject to Collective Bargaining Arrangements [Member] - Labor Unions [Member]
 12 Months Ended
Dec. 31, 2019
ABX [Member]  
Concentration Risk [Line Items]  
Percentage of the Company's Employees 5.30%
ATI [Member]  
Concentration Risk [Line Items]  
Percentage of the Company's Employees 8.30%
Omni Air International [Member]  
Concentration Risk [Line Items]  
Percentage of the Company's Employees 7.10%
Air Transport International, Flight Attendants [Member]  
Concentration Risk [Line Items]  
Percentage of the Company's Employees 0.90%
Omni Air International, Flight Attendants [Member] [Member]  
Concentration Risk [Line Items]  
Percentage of the Company's Employees 7.30%
XML 21 R50.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Fair Value Measurements (Details) - USD ($)
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
May 10, 2018
Sep. 25, 2017
Liabilities, Fair Value Disclosure [Abstract]        
Warrant liability $ 383,073,000 $ 203,782,000    
Fair Value, Recurring [Member]        
Assets, Fair Value Disclosure [Abstract]        
Cash equivalents - money market 1,129,000 17,986,000    
Derivative Asset 111,000 2,971,000    
Total Assets 1,240,000 20,957,000    
Liabilities, Fair Value Disclosure [Abstract]        
Interest rate swap   (1,138,000)    
Warrant liability (383,073,000) (203,782,000)    
Total Liabilities (391,310,000) (204,920,000)    
Carrying value, debt 1,484,400,000 1,401,300,000    
Fair Value, Recurring [Member] | Level 1 [Member]        
Assets, Fair Value Disclosure [Abstract]        
Cash equivalents - money market 0 0    
Derivative Asset 0 0    
Total Assets 0 0    
Liabilities, Fair Value Disclosure [Abstract]        
Interest rate swap 0 0    
Warrant liability 0 0    
Total Liabilities 0 0    
Fair Value, Recurring [Member] | Level 2 [Member]        
Assets, Fair Value Disclosure [Abstract]        
Cash equivalents - money market 1,129,000 17,986,000    
Derivative Asset 111,000 2,971,000    
Convertible note hedge fair value   50,000,000.0 $ 50,600,000 $ 56,100,000
Total Assets 1,240,000 20,957,000    
Liabilities, Fair Value Disclosure [Abstract]        
Interest rate swap (8,237,000) (1,138,000)    
Note conversion obligation fair value   50,800,000 $ 51,300,000 $ 57,400,000
Warrant liability (340,767,000) (203,782,000)    
Total Liabilities (349,004,000) (204,920,000)    
Difference between fair value and carrying value, debt (2,700,000) (6,000,000.0)    
Fair Value, Recurring [Member] | Level 3 [Member]        
Assets, Fair Value Disclosure [Abstract]        
Cash equivalents - money market 0 0    
Derivative Asset 0 0    
Total Assets 0 0    
Liabilities, Fair Value Disclosure [Abstract]        
Interest rate swap 0 0    
Warrant liability (42,306,000) 0    
Total Liabilities (42,306,000) 0    
Fair Value, Recurring [Member] | Total [Member]        
Liabilities, Fair Value Disclosure [Abstract]        
Interest rate swap (8,237,000)      
Amazon Warrant AB [Member]        
Liabilities, Fair Value Disclosure [Abstract]        
Warrant liability (206,600,000)      
Fair value warrants issued $ 13.93 $ 13.76    
Amazon Warrant AB [Member] | Measurement Input, Risk Free Interest Rate [Member]        
Liabilities, Fair Value Disclosure [Abstract]        
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate 1.60% 2.50%    
Amazon Warrant AB [Member] | Measurement Input, Price Volatility [Member]        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate 35.00% 37.50%    
Amazon Warrant C [Member] [Member]        
Liabilities, Fair Value Disclosure [Abstract]        
Warrant liability $ (176,500,000)      
Fair value warrants issued $ 9.30      
Amazon Warrant C [Member] [Member] | Measurement Input, Risk Free Interest Rate [Member]        
Liabilities, Fair Value Disclosure [Abstract]        
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate 1.80%      
Amazon Warrant C [Member] [Member] | Measurement Input, Price Volatility [Member]        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate 35.00%      
XML 22 R54.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Debt Obligations (Schedule of Long Term Debt Maturities) (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Long-term Debt, Fiscal Year Maturity [Abstract]    
2017 $ 16,481  
2018 16,491  
2019 32,378  
2020 32,389  
2021 1,432,050  
2022 and beyond 8,607  
Total long term obligations 1,484,384 $ 1,401,252
Long Term Debt excluding issuance costs and discounts 1,538,396  
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net $ (54,012)  
XML 23 R77.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Stock-Based Compensation (Details) - USD ($)
$ / shares in Units, $ in Millions
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]      
Outstanding at beginning of period (in shares) 969,928 873,849 1,040,569
Granted (in shares) 302,596 304,795 243,940
Converted (in shares) (291,064) (205,616) (320,810)
Expired (in shares) (7,900) (500) (82,050)
Forfeited (in shares) (9,728) (2,600) (7,800)
Outstanding at end of period (in shares) 963,832 969,928 873,849
Vested (in shares) 476,389 463,422 441,424
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]      
Outstanding at beginning of period, Weighted average grant-date fair value (in dollars per share) $ 15.89 $ 12.30 $ 9.97
Granted, Weighted average grant-date fair value (in dollars per share) 23.22 24.18 17.52
Converted, Weighted average grant-date fair value (in dollars per share) 17.14 12.74 9.47
Expired, Weighted average grant-date fair value (in dollars per share) 23.78 28.38 9.22
Forfeited, Weighted average grant-date fair value (in dollars per share) 23.37 26.76 13.55
Outstanding at end of period, Weighted average grant-date fair value (in dollars per share) 17.67 15.89 12.30
Vested (in dollars per share) $ 11.11 $ 10.25 $ 7.61
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract]      
Share-based compensation expense $ 7.0 $ 5.0 $ 3.6
Unrecognized share-based compensation expense $ 6.7    
Unrecognized share-based compensation, weighted average recognition period 1 year 6 months    
Restricted Stock [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Requisite service period   3 years  
Stock Units [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Requisite service period   3 years  
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract]      
Historical volatility period 3 years 3 years  
Risk-free interest rate 2.50% 2.40% 1.70%
Expected volatility rate 35.60% 33.80% 34.70%
Market Condition Award [Member]      
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]      
Granted, Weighted average grant-date fair value (in dollars per share) $ 24.75 $ 31.60 $ 20.18
Performance Condition Award [Member]      
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]      
Granted, Weighted average grant-date fair value (in dollars per share) $ 22.80 $ 25.15 $ 16.72
Time-Based Awards [Member] | Maximum [Member]      
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract]      
Number of additional outstanding shares issued (in shares) 1,198,507    
Director [Member] | Time-Based Awards [Member]      
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]      
Vested (in shares) 337,060    
Director [Member] | Time-Based Awards [Member] | Minimum [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Requisite service period   6 months  
Director [Member] | Time-Based Awards [Member] | Maximum [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Requisite service period   12 months  
XML 24 R83.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Quarterly Results (Unaudited) (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Fair Value Adjustment of Warrants $ (72,900) $ 92,000 $ (35,900) $ 4,500 $ (21,400) $ 17,900 $ 11,700 $ (900) $ (2,300) $ 7,400 $ (81,800)
Deferred Federal Income Tax Expense (Benefit)                 14,155 15,642 27,625
REVENUES 403,351 366,073 334,576 348,183 280,779 204,919 203,607 203,040 1,452,183 892,345 1,068,200
Income (Loss) from Continuing Operations before Interest Expense, Interest Income, Income Taxes, Extraordinary Items, Noncontrolling Interests, Net 52,221 40,766 37,482 46,528 32,650 26,827 23,898 27,643      
Net earnings from continuing operations (41,104) 105,085 (26,632) 22,634 (5,196) 32,933 24,464 15,682 59,983 67,883 21,740
EARNINGS (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAXES $ 914 $ 243 $ 31 $ 31 $ 866 $ 170 $ 170 $ 196 $ 1,219 $ 1,402 $ (3,245)
Weighted average shares:                      
Basic (in shares) 58,929 58,919 58,909 58,838 58,740 58,739 58,739 58,840 58,899 58,765 58,907
Diluted (in shares) 58,929 68,718 58,909 60,437 58,740 68,323 68,363 59,558 69,348 68,356 59,686
Earnings (loss) per share from continuing operations                      
Basic (in dollars per share) $ (0.70) $ 1.78 $ (0.45) $ 0.38 $ (0.09) $ 0.56 $ 0.42 $ 0.27 $ 1.02 $ 1.16 $ 0.37
Diluted (in dollars per share) $ (0.70) $ 0.19 $ (0.45) $ 0.25 $ (0.09) $ 0.24 $ 0.21 $ 0.26 $ 0.78 $ 0.89 $ 0.36
Pension Plans [Member]                      
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement                 $ 0 $ 0 $ (12,923)
Pension Plans [Member] | Continuing Operations [Member]                      
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement                     5,300
Pension Plans [Member] | Discontinued Operations [Member]                      
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement                     7,600
ACMI Services [Member]                      
REVENUES                 1,078,288 548,839 614,741
2017 Tax Cuts and Jobs Act [Member]                      
Deferred Federal Income Tax Expense (Benefit)                 $ 0 $ 0 $ (59,944)
XML 25 R73.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes (Tax Rate Reconciliation - Discontinued Operations) (Details)
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Operating Loss Carryforwards [Line Items]      
Statutory federal tax rate (21.00%) (21.00%) (35.00%)
State income taxes, net of federal tax benefit 1.80% 2.60% 1.30%
Effective income tax rate 22.80% 23.60% 36.30%
2017 Tax Cuts and Jobs Act [Member]      
Operating Loss Carryforwards [Line Items]      
Statutory federal tax rate 0.00% 0.00% 0.00%
XML 26 R45.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Significant Customers (Details) - USD ($)
shares in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Concentration Risk [Line Items]                      
Accounts receivable $ 162,870,000       $ 147,755,000       $ 162,870,000 $ 147,755,000  
Fair Value Adjustment of Warrants (72,900,000) $ 92,000,000.0 $ (35,900,000) $ 4,500,000 (21,400,000) $ 17,900,000 $ 11,700,000 $ (900,000) (2,300,000) 7,400,000 $ (81,800,000)
Warrant liability 383,073,000       203,782,000       $ 383,073,000 $ 203,782,000  
DHL [Member] | Revenues from Leases and Contracted Services [Member] | Customer Concentration Risk [Member]                      
Concentration Risk [Line Items]                      
Percentage of consolidated revenues                 14.00% 26.00% 24.00%
DHL [Member] | Revenue from customers excluding revenue from reimbursed expenses [Member] | Customer Concentration Risk [Member]                      
Concentration Risk [Line Items]                      
Percentage of consolidated revenues                     30.00%
DHL [Member] | Accounts Receivable [Member]                      
Concentration Risk [Line Items]                      
Accounts receivable 12,700,000       13,400,000       $ 12,700,000 $ 13,400,000  
Amazon [Member] | Revenues from Leases and Contracted Services [Member] | Customer Concentration Risk [Member]                      
Concentration Risk [Line Items]                      
Percentage of consolidated revenues                 23.00% 27.00% 44.00%
Amazon [Member] | Revenue from customers excluding revenue from reimbursed expenses [Member] | Customer Concentration Risk [Member]                      
Concentration Risk [Line Items]                      
Percentage of consolidated revenues                     27.00%
Amazon [Member] | Accounts Receivable [Member]                      
Concentration Risk [Line Items]                      
Accounts receivable 50,100,000       29,200,000       $ 50,100,000 $ 29,200,000  
US Military [Member] | Revenues from Leases and Contracted Services [Member] | Customer Concentration Risk [Member]                      
Concentration Risk [Line Items]                      
Percentage of consolidated revenues                 34.00% 15.00% 7.00%
US Military [Member] | Revenue from customers excluding revenue from reimbursed expenses [Member] | Customer Concentration Risk [Member]                      
Concentration Risk [Line Items]                      
Percentage of consolidated revenues                     10.00%
US Military [Member] | Accounts Receivable [Member]                      
Concentration Risk [Line Items]                      
Accounts receivable 44,500,000       50,500,000       $ 44,500,000 $ 50,500,000  
Amazon Warrant AB [Member]                      
Concentration Risk [Line Items]                      
Fair value warrants issued $ 13.93       $ 13.76       $ 13.93 $ 13.76  
Class of Warrant or Right, Outstanding 14,830               14,830    
Warrant liability $ (206,600,000)               $ (206,600,000)    
Amazon Warrant C [Member] [Member]                      
Concentration Risk [Line Items]                      
Fair value warrants issued $ 9.30               $ 9.30    
Class of Warrant or Right, Outstanding 24,700               24,700    
Warrant liability $ (176,500,000)               $ (176,500,000)    
XML 27 R41.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Quarterly Results (Unaudited) (Tables)
 12 Months Ended
Dec. 31, 2019
Selected Quarterly Financial Information [Abstract]  
Schedule of Quarterly Financial Information
The following is a summary of quarterly results of operations (in thousands, except per share amounts):
 
1st
Quarter
 
2nd
Quarter
 
3rd
Quarter
 
4th
Quarter
2019 (1)
 
 
 
 
 
 
 
Revenues from continuing operations
$
348,183

 
$
334,576

 
$
366,073

 
$
403,351

Operating income from continuing operations
46,528

 
37,482

 
40,766

 
52,221

Net earnings (loss) from continuing operations
22,634

 
(26,632
)
 
105,085

 
(41,104
)
Net earnings from discontinued operations
31

 
31

 
243

 
914

Weighted average shares:
 
 
 
 
 
 
 
Basic
58,838

 
58,909

 
58,919

 
58,929

Diluted
60,437

 
58,909

 
68,718

 
58,929

Earnings (loss) per share from continuing operations
 
 
 
 
 
 
 
Basic
$
0.38

 
$
(0.45
)
 
$
1.78

 
$
(0.70
)
Diluted
$
0.25

 
$
(0.45
)
 
$
0.19

 
$
(0.70
)
2018 (2)
 
 
 
 
 
 
 
Revenues from continuing operations
$
203,040

 
$
203,607

 
$
204,919

 
$
280,779

Operating income from continuing operations
27,643

 
23,898

 
26,827

 
32,650

Net earnings (loss) from continuing operations
15,682

 
24,464

 
32,933

 
(5,196
)
Net earnings (loss) from discontinued operations
196

 
170

 
170

 
866

Weighted average shares:
 
 
 
 
 
 
 
Basic
58,840

 
58,739

 
58,739

 
58,740

Diluted
59,558

 
68,363

 
68,323

 
58,740

Earnings (loss) per share from continuing operations
 
 
 
 
 
 
 
Basic
$
0.27

 
$
0.42

 
$
0.56

 
$
(0.09
)
Diluted
$
0.26

 
$
0.21

 
$
0.24

 
$
(0.09
)
XML 28 R49.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Goodwill and Other Intangibles Investment A321 (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Investments, Debt and Equity Securities [Abstract]      
Payments to Acquire Interest in Joint Venture $ 12.3 $ 11.4 $ 8.7
XML 29 R7.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Consolidated Statements of Stockholders' Equity - USD ($)
$ in Thousands
Total
Common Stock [Member]
Additional Paid-in Capital [Member]
Accumulated Deficit [Member]
Accumulated Other Comprehensive Income (Loss) [Member]
Balance at at Dec. 31, 2016 $ 331,902 $ 595 $ 443,416 $ (32,243) $ (79,866)
Balance at (in shares) at Dec. 31, 2016   59,461,291      
Stock-based compensation plans          
Grant of restricted stock 0 $ 1 (1)    
Grant of restricted stock (in shares)   113,000      
Issuance of common shares, net of withholdings (2,914) $ 0 (2,914)    
Withholdings of common shares, net of issuances (in shares)   17,441      
Forfeited restricted stock 0 $ 0 0    
Stock Repurchased and Retired During Period, Shares   (530,637)      
Stock Repurchased and Retired During Period, Value (11,184) $ (5) (11,179)    
Adjustments to Additional Paid in Capital, Warrant Issued 38,502   (38,502)    
Forfeited restricted stock (in shares)   (3,900)      
Amortization of stock awards and restricted stock 3,632   3,632    
Total comprehensive income (loss) 35,341     18,495 16,846
Balance at at Dec. 31, 2017 395,279 $ 591 471,456 (13,748) (63,020)
Balance at (in shares) at Dec. 31, 2017   59,057,195      
Stock-based compensation plans          
Grant of restricted stock 0 $ 2 (2)    
Grant of restricted stock (in shares)   198,900      
Issuance of common shares, net of withholdings (2,329) $ 0 (2,329)    
Issuance of common shares, net of withholdings (in shares)   36,378      
Forfeited restricted stock 0 $ 0 0    
Stock Repurchased and Retired During Period, Shares   (157,000)      
Stock Repurchased and Retired During Period, Value (3,580) $ (2) (3,578)    
Bond hedge reclassification 50,435   (50,435)    
Note conversion obligation reclassification 50,999   50,999    
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | Accounting Standards Update 2014-09 [Member] 514     514  
Forfeited restricted stock (in shares)   (1,300)      
Amortization of stock awards and restricted stock 5,047   5,047    
Total comprehensive income (loss) 40,943     69,285 (28,342)
Balance at at Dec. 31, 2018 $ 436,438 $ 591 471,158 56,051 (91,362)
Balance at (in shares) at Dec. 31, 2018 59,134,173 59,134,173      
Stock-based compensation plans          
Grant of restricted stock $ 0 $ 2 (2)    
Grant of restricted stock (in shares)   151,300      
Issuance of common shares, net of withholdings (2,438) $ 0 (2,438)    
Withholdings of common shares, net of issuances (in shares)   46,958      
Forfeited restricted stock 0 $ 0 0    
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | Accounting Standards Update 2016-02 [Member] (71,358)     (71,358)  
Forfeited restricted stock (in shares)   (3,000)      
Amortization of stock awards and restricted stock 7,002   7,002    
Total comprehensive income (loss) 90,698     61,202 29,496
Balance at at Dec. 31, 2019 $ 460,342 $ 593 $ 475,720 $ 45,895 $ (61,866)
Balance at (in shares) at Dec. 31, 2019 59,329,431 59,329,431      
XML 30 R3.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Assets, Current [Abstract]    
Allowance for doubtful accounts $ 975 $ 1,444
Stockholders' Equity Attributable to Parent [Abstract]    
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
Common stock, shares authorized (in shares) 150,000,000 110,000,000
Common stock, shares issued (in shares) 59,329,431 59,134,173
Common stock, shares outstanding (in shares) 59,329,431 59,134,173
Preferred Stock [Member]    
Stockholders' Equity Attributable to Parent [Abstract]    
Preferred stock, shares authorized (in shares) 20,000,000 20,000,000
Series A Junior Participating Preferred Stock [Member]    
Stockholders' Equity Attributable to Parent [Abstract]    
Preferred stock, shares authorized (in shares) 75,000 75,000
XML 31 R62.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Pension and Other Post-Retirement Benefit Plans (Accumulated Other Comprehensive Income (Loss) to be Recognized within 12 Months) (Details)
$ in Thousands
Dec. 31, 2019
USD ($)
Pension Plans [Member]  
Pension and Other Postretirement Benefit Plans, Amounts that Will be Amortized from Accumulated Other Comprehensive Income (Loss) in Next Fiscal Year [Abstract]  
Amortization of actuarial loss $ 3,800
Post-Retirement Healthcare Plans [Member]  
Pension and Other Postretirement Benefit Plans, Amounts that Will be Amortized from Accumulated Other Comprehensive Income (Loss) in Next Fiscal Year [Abstract]  
Amortization of actuarial loss $ 100
XML 32 R66.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Pension and Other Post-Retirement Benefit Plans (Fair Value of Plan Assets) (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Hedge funds and private equity [Member] | Measured at net asset value [Domain]      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets $ 2,083 $ 4,599  
Pension Plans [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets 746,763 625,646 $ 681,573
Defined Benefit Plan Assets fair value hierarchy 744,680 621,047  
Pension Plans [Member] | Level 1 [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets 74,263 63,852  
Pension Plans [Member] | Level 2 [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets 670,417 557,195  
Pension Plans [Member] | Measured at net asset value [Domain]      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets 2,083 4,599  
Pension Plans [Member] | Common trust funds [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets 3,467 3,961  
Pension Plans [Member] | Common trust funds [Member] | Level 1 [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets 0 0  
Pension Plans [Member] | Common trust funds [Member] | Level 2 [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets 3,467 3,961  
Pension Plans [Member] | Corporate stock [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets 14,995 13,142  
Pension Plans [Member] | Corporate stock [Member] | Level 1 [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets 14,553 13,142  
Pension Plans [Member] | Corporate stock [Member] | Level 2 [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets 442 0  
Pension Plans [Member] | Mutual funds [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets 176,777 139,730  
Pension Plans [Member] | Mutual funds [Member] | Level 1 [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets 59,710 48,645  
Pension Plans [Member] | Mutual funds [Member] | Level 2 [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets 117,067 91,085  
Pension Plans [Member] | Fixed income investments [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets 549,441 464,214  
Pension Plans [Member] | Fixed income investments [Member] | Level 1 [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets 0 2,065  
Pension Plans [Member] | Fixed income investments [Member] | Level 2 [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets $ 549,441 $ 462,149  
XML 33 R28.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Goodwill and Other Intangibles (Tables)
 12 Months Ended
Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]  
Lease Incentive Intangible [Table Text Block] The Company's lease incentive granted to the lessee was as follows (in thousands):
 
 
Lease
 
 
Incentive
Carrying value as of December 31, 2017
 
$
80,684

Amortization
 
(16,904
)
Carrying value as of December 31, 2018
 
$
63,780

Adoption of ASU 2018-07
 
100,076

Amortization
 
(17,178
)
Carrying value as of December 31, 2019
 
$
146,678
Schedule of Goodwill The carrying amounts of goodwill are as follows (in thousands):
 
 
CAM
 
ACMI Services
 
All Other
 
Total
Carrying value as of December 31, 2017
 
$
34,395

 
$
—

 
$
2,884

 
$
37,279

Acquisition of Omni
 
118,895

 
234,571

 
—

 
353,466

Carrying value as of December 31, 2018
 
$
153,290

 
$
234,571

 
$
2,884

 
$
390,745

Acquisition of TriFactor
 
—

 
—

 
5,229

 
5,229

Carrying value as of December 31, 2019
 
$
153,290

 
$
234,571

 
$
8,113

 
$
395,974
Schedule Intangible Assets by Major Class
The Company's acquired intangible assets are as follows (in thousands):
 
 
Airline
 
Amortizing
 
 
 
 
Certificates
 
Intangibles
 
Total
Carrying value as of December 31, 2017
 
$
3,000

 
$
4,298

 
$
7,298

Acquisition of Omni
 
6,000

 
134,000

 
140,000

Amortization
 
—

 
(2,684
)
 
(2,684
)
Carrying value as of December 31, 2018
 
$
9,000

 
$
135,614

 
$
144,614

Amortization
 
—

 
(11,434
)
 
(11,434
)
Right of use asset
 
—

 
(1,500
)
 
(1,500
)
Carrying value as of December 31, 2019
 
$
9,000

 
$
122,680

 
$
131,680
XML 34 R20.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Earnings Per Share
 12 Months Ended
Dec. 31, 2019
Earnings Per Share [Abstract]  
Earnings Per Share COMMON STOCK AND EARNINGS PER SHARE
Earnings per Share
The calculation of basic and diluted earnings per common share are as follows (in thousands, except per share amounts):
 
December 31
 
2019
 
2018
 
2017
Numerator:
 
 
 
 
 
Earnings from continuing operations - basic
$
59,983

 
$
67,883

 
$
21,740

Gain from stock warrants revaluation, net of tax
(6,219
)
 
(7,118
)
 
—

Earnings from continuing operations - diluted
$
53,764

 
$
60,765

 
$
21,740

 
 
 
 
 
 
Denominator:
 
 
 
 
 
Weighted-average shares outstanding for basic earnings per share
58,899

 
58,765

 
58,907

Common equivalent shares:
 
 
 
 
 
Effect of stock-based compensation awards and warrants
10,449

 
9,591

 
779

Weighted-average shares outstanding assuming dilution
69,348

 
68,356

 
59,686

Basic earnings per share from continuing operations
$
1.02

 
$
1.16

 
$
0.37

Diluted earnings per share from continuing operations
$
0.78

 
0.89

 
$
0.36


Basic weighted average shares outstanding for purposes of basic earnings per share are less than the shares outstanding due to 317,600 shares, 329,600 shares and 241,000 shares of restricted stock for 2019, 2018 and 2017, respectively, which are accounted for as part of diluted weighted average shares outstanding in diluted earnings per share.
The determination of diluted earnings per share requires the exclusion of the fair value re-measurement of the stock warrants recorded as a liability (see Note D), if such warrants have an anti-dilutive effect on earnings per share. The dilutive effect of the weighted-average diluted shares outstanding is calculated using the treasury method for periods in which equivalent shares have a dilutive effect on earnings per share. Under this method, the number of diluted shares is determined by dividing the assumed proceeds of the warrants recorded as a liability by the average stock price during the period and comparing that amount with the number of corresponding warrants outstanding.
The underlying warrants recorded as a liability as of December 31, 2019 and 2018 would have resulted in 39.5 million and 14.8 million additional shares of the Company's common stock, respectively, if the warrants were settled by tendering cash.
The number of equivalent shares that were not included in weighted average shares outstanding assuming dilution because their effect would have been anti-dilutive, were 7.8 million for the year ended December 31, 2017.
Purchase of Common Stock
The Company's Board of Directors has authorized management to repurchase outstanding common stock of the Company from time to time on the open market or in privately negotiated transactions. The authorization does not require the Company to repurchase a specific number of shares and the Company may terminate the repurchase program at any time. Upon the retirement of common stock repurchased, the excess purchase price over the par value for retired shares of common stock is recorded to additional paid-in-capital.
The Company repurchased common stock during 2017, including 380,637 shares on June 6, 2017 from an underwriter in conjunction with an underwritten secondary offering by its largest shareholder, Red Mountain Partners, L.P., a fund that is affiliated with Red Mountain Capital Partners, LLC (“Red Mountain”), a related party, for an aggregate purchase price of $8.5 million. The share price of $22.42 was equal to the price per share paid by the underwriter to Red Mountain.
XML 35 R24.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Acquisition of Business (Notes)
 12 Months Ended
Dec. 31, 2019
Business Combinations [Abstract]  
Business Combination Disclosure [Text Block] ACQUISITION OF OMNI
On November 9, 2018, the Company acquired Omni including OAI and its aircraft fleet. The Company acquired Omni for cash consideration of $867.7 million. The Company funded the all-cash acquisition by amending its senior credit agreement to issue a new term loan for $675.0 million, drawing $180.0 million from its revolving credit facility and using its available cash.
The acquisition of Omni by the Company is reported in accordance with Accounting Standards Codification 805, Business Combinations, in which the total purchase price is allocated to Omni’s tangible and intangible assets acquired and liabilities assumed based on their estimated fair values as of the date of the acquisition. The excess of the purchase price over the estimated fair value of net assets acquired was recorded as goodwill. The purchase price exceeded the fair value of the net assets acquired due to the strategic opportunities and expected benefits associated with adding Omni's capabilities to the Company's existing offerings in the market. The benefits of adding Omni include the following:
•
Additional passenger transportation capabilities
•
FAA operating authority for the Boeing 777 aircraft
•
Increased revenues, cash flows and customer diversification
•
Passenger aircraft life cycle leading to potential freighter conversion
The allocation of the purchase price to specific assets and liabilities is based, in part, upon internal estimates of assets and liabilities and independent appraisals. Based on the valuations, the following table summarizes estimated fair values of the assets acquired and liabilities assumed (in thousands) for the consideration paid:
Cash
$
4,693

Accounts receivable
63,041

Other current assets
8,366

Other assets
7,836

Intangibles
140,000

Goodwill
353,466

Property and equipment
328,869

Current liabilities
(32,646
)
Customer deposits
(5,950
)
Net assets acquired
$
867,675


Property and equipment acquired includes the engines and airframes of eight Boeing 767 and three Boeing 777 passenger aircraft owned by Omni and leasehold improvements for two Boeing 767 aircraft under operating leases. The fair values assigned to the acquired aircraft were derived from market comparisons with the assistance of an independent appraiser. Depreciation expense of property and equipment is provided on a straight-line basis over the lesser of the asset’s remaining useful life or lease term. The estimated remaining life of these airframes range between seven and eighteen years. The estimated life of the airframes and engines include the Company's intent to convert a portion of Omni's passenger aircraft to freighter aircraft after the aircraft are no longer used for passengers. The value of major airframe maintenance and engine overhauls are depreciated over the useful life of the overhaul. Intangible assets consisted of $134.0 million for customer relationships and $6.0 million for airline certificates. The value assigned to Omni's customer relationships was determined by discounting the estimated cash flows associated with the existing customers as of the acquisition date, taking into consideration expected attrition of the existing customer base. The estimated cash flows were based on revenues for those existing customers, net of operating expenses and net contributory asset charges associated with servicing those customers. The estimated revenues were based on revenue growth rates and customer renewal rates. Operating expenses were estimated based on the supporting infrastructure expected to sustain the assumed revenue levels. The customer relationship intangibles are estimated to amortize over seven to twenty years on a straight-line basis and airline certificates have indefinite lives and therefore are not amortized. The goodwill is deductible for U.S. income tax purposes over 15 years.
The following table provides unaudited pro forma financial results (in thousands) for the Company after giving effect to the acquisition of Omni and adjustments described below. This information is based on adjustments to the historical consolidated financial statements of Omni using the purchase method of accounting for business combinations as if the acquisition had taken place on January 1, 2017. The unaudited pro forma adjustments do not include any of the cost savings and other synergies which may result from the acquisition. These unaudited pro forma financial results are based on assumptions considered appropriate by management and include all material adjustments as considered necessary. These unaudited pro forma results have been prepared for comparative purposes only and do not purport to be indicative of results that would have actually been reported as of the date or for the year presented had the acquisition taken place on such date or at the beginning of the year indicated, or to project the Company’s financial position or results of operations which may be reported in the future (in thousands).
 
 
Year Ended December 31,
 
 
2018
 
2017
Pro forma revenues
 
1,320,234

 
1,425,823

Pro forma net earnings from continuing operations
 
88,454

 
13,660

 
 
 
 
 

Revenues for 2018 reflect the adoption of Topic 606 on January 1, 2018, as described in Note O. Under this new revenue standard, such reimbursed amounts are reported net of the corresponding expenses beginning in 2018. Pro
forma revenues for 2017 included $289.4 million of reimbursed expenses. The following adjustments were made to the historical financial records to create the unaudited pro forma information in the table above:
•
Adjustments to eliminate transactions between the Company and Omni during the years ended December 31, 2017 and the ten and one half months ended November 9, 2018 respectively.
•
Adjustment to reflect estimated additional depreciation and amortization expense of $10.6 million and $10.0 million for the year ended December 31, 2017 and the ten and one half months ended November 9, 2018, respectively, resulting primarily from the fair value adjustments to Omni’s intangible assets. Pro forma combined depreciation expense for the periods presented reflect the increased fair values of the aircraft acquired and longer useful lives of the aircraft, indicative of the Company's polices and intent to modify certain aircraft to freighters as an aircraft is removed from passenger service.
•
Adjustment to reflect additional interest expense and amortization of debt issuance costs for the year ended December 31, 2017 and the ten and one half months ended November 9, 2018, related to the combined $855 million from an unsubordinated term loan and revolving facility draws using the prevailing rates of 4.57%.
•
Adjustment to apply the statutory tax rate of the Company to the pre-tax earnings of Omni and the pro forma adjustments for the year ended December 31, 2017 and the ten and one half months ended November 9, 2018. Omni had historically elected to be treated as pass-through entities for income tax purposes. Accordingly, no provision for income taxes had been made in Omni's consolidated statements of earnings. The adjustments reflect tax rates of 35% for 2017 and 22.58% for the first ten and one half months ended November 9, 2018.
•
Adjustment to remove acquisition related expenses of $5.3 million for professional fees and classified as "Transaction fees " within the consolidated statement of operations for 2018.
XML 36 R48.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Goodwill and Other Intangibles Investment in West Atlantic (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Schedule of Equity Method Investments [Line Items]      
Payments to Acquire Interest in Joint Venture $ 12,300 $ 11,400 $ 8,700
Equity Method Investments 10,900 12,500  
Goodwill $ 395,974 $ 390,745 $ 37,279
XML 37 R6.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Write off of Deferred Debt Issuance Cost $ 17,445 $ 10,468 $ 3,135
Purchase of common stock 0 (3,581) (11,184)
Withholding taxes paid for conversion of employee stock awards 2,438 2,325 2,914
OPERATING ACTIVITIES:      
Net earnings from continuing operations 59,983 67,883 21,740
Net earnings (loss) from discontinued operations 1,219 1,402 (3,245)
Adjustments to reconcile net earnings to net cash provided by operating activities:      
Depreciation and amortization 285,353 204,559 170,751
Pension and post-retirement 15,700 3,766 20,933
Deferred income taxes 10,478 18,986 (30,771)
Amortization of stock-based compensation 7,002 5,047 3,632
Net (gain) loss on financial instruments 10,000 8 (1,400)
Changes in assets and liabilities:      
Accounts receivable (14,551) 25,380 (31,313)
Inventory and prepaid supplies (6,493) (3,273) (4,107)
Accounts payable 3,340 10,724 23,500
Unearned revenue 1,446 (3,824) (7,331)
Accrued expenses, salaries, wages, benefits and other liabilities 13,390 3,605 780
Pension and post-retirement assets (12,132) (35,293) (13,083)
Other 2,456 (4,109) 582
NET CASH PROVIDED BY OPERATING ACTIVITIES 396,938 298,025 234,992
INVESTING ACTIVITIES:      
Expenditures for property and equipment (453,502) (292,915) (296,939)
Proceeds from property and equipment 10,804 17,570 381
Investment in nonconsolidated affiliate (24,360) (866,558) (11,792)
Redemption of long term deposits 0 0 9,975
NET CASH (USED IN) INVESTING ACTIVITIES (467,058) (1,141,903) (298,375)
FINANCING ACTIVITIES:      
Principal payments on long term obligations (39,500) (58,640) (254,446)
Proceeds from borrowings 100,018 945,000 115,000
Proceeds from convertible notes 0 0 258,750
Payments for financing costs (1,081) (9,953) (7,887)
Purchase convertible note hedges 0 0 (56,097)
NET CASH PROVIDED BY FINANCING ACTIVITIES 56,999 870,501 79,724
Proceeds from issuance of warrants 0 0 38,502
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (13,121) 26,623 16,341
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 59,322 32,699 16,358
CASH AND CASH EQUIVALENTS AT END OF YEAR 46,201 59,322 32,699
SUPPLEMENTAL CASH FLOW INFORMATION:      
Interest paid, net of amount capitalized 57,546 17,278 13,693
Federal alternative minimum and state income taxes paid 1,294 1,213 1,938
SUPPLEMENTAL NON-CASH INFORMATION:      
Accrued expenditures for property and equipment 38,396 11,234 25,142
Net (gain) loss on financial instruments (12,302) 7,296 (79,789)
Accrued consideration for acquisition $ 0 $ 7,845 $ 0
XML 38 R2.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
CURRENT ASSETS:    
Cash, cash equivalents and restricted cash $ 46,201 $ 59,322
Accounts receivable, net of allowance of $975 in 2019 and $1,444 in 2018 162,870 147,755
Inventory 37,397 33,536
Prepaid supplies and other 20,323 18,608
TOTAL CURRENT ASSETS 266,791 259,221
Property and equipment, net 1,766,020 1,555,005
Lease incentive 146,678 63,780
Other assets 68,733 57,220
Goodwill and acquired intangibles 527,654 535,359
Operating lease assets 44,302 0
Intangibles 131,680 144,614
Goodwill 395,974 390,745
TOTAL ASSETS 2,820,178 2,470,585
CURRENT LIABILITIES:    
Accounts payable 141,094 109,843
Accrued salaries, wages and benefits 59,429 50,932
Accrued expenses 17,586 19,623
Current portion of debt obligations 14,707 29,654
Current portion of lease obligations 12,857 0
Unearned revenue 17,566 19,082
TOTAL CURRENT LIABILITIES 263,239 229,134
Long term debt 1,469,677 1,371,598
Post-retirement obligations 36,744 64,485
Long term lease obligations 30,334 0
Other liabilities 49,293 51,905
Stock Warrants 383,073 203,782
Deferred income taxes 127,476 113,243
TOTAL LIABILITIES 2,359,836 2,034,147
Commitments and contingencies (Note I)
STOCKHOLDERS’ EQUITY:    
Preferred stock, 20,000,000 shares authorized, including 75,000 Series A Junior Participating Preferred Stock 0 0
Common stock, par value $0.01 per share; 150,000,000 shares authorized; 59,329,431 and 59,134,173 shares issued and outstanding in 2019 and 2018, respectively 593 591
Additional paid-in capital 475,720 471,158
Retained earnings 45,895 56,051
Accumulated other comprehensive loss (61,866) (91,362)
TOTAL STOCKHOLDERS’ EQUITY 460,342 436,438
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 2,820,178 $ 2,470,585
XML 39 R44.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Summary of Financial Statement Preparation and Significant Accounting Policies (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items]      
Restricted Cash $ 10.6 $ 5.3  
Capitalized interest 3.7 1.8 $ 1.8
Other liabilities for self-insured reserves $ 16.1 $ 17.6  
Minimum [Member] | Ground equipment [Member]      
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items]      
Property, plant and equipment, useful life 3 years    
Minimum [Member] | facilities, leasehold improvements and office equipment [Member]      
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items]      
Property, plant and equipment, useful life 3 years    
Maximum [Member] | Ground equipment [Member]      
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items]      
Property, plant and equipment, useful life 10 years    
Maximum [Member] | facilities, leasehold improvements and office equipment [Member]      
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items]      
Property, plant and equipment, useful life 25 years    
Boeing 767 and 757 aircraft and flight equipment [Member] | Minimum [Member] | Flight Equipment [Member]      
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items]      
Property, plant and equipment, useful life 7 years    
Boeing 767 and 757 aircraft and flight equipment [Member] | Maximum [Member] | Flight Equipment [Member]      
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items]      
Property, plant and equipment, useful life 18 years    
XML 40 R40.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Discontinued Operations (Tables)
 12 Months Ended
Dec. 31, 2019
Discontinued Operations and Disposal Groups [Abstract]  
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures Carrying amounts of significant assets and liabilities of the discontinued operations are below (in thousands):
 
December 31
 
2019
 
2018
Assets
 
 
 
Pension assets, net of obligations
1,499

 
—

Total Assets
1,499

 
—

 
 
 
 
Liabilities
 
 
 
Employee compensation and benefits
$
15,189

 
$
16,807

Post-retirement
—

 
846

Total Liabilities
$
15,189

 
$
17,653
XML 41 R63.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Pension and Other Post-Retirement Benefit Plans (Schedule of Assumptions) (Details)
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Pension Plans [Member]      
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract]      
Expected return on plan assets 6.10% 6.20% 6.25%
Crewmembers [Member] | Pension Plans [Member]      
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract]      
Discount rate 3.65% 4.65% 4.00%
Non-crewmembers [Member] | Pension Plans [Member]      
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract]      
Discount rate 3.70% 4.65% 4.05%
Pilots [Member] | Post-Retirement Healthcare Plans [Member]      
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract]      
Discount rate 2.60% 4.10% 3.30%
XML 43 R67.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Pension and Other Post-Retirement Benefit Plans (Fair Value Measurements Using Significant Level 3 Unobservable Inputs) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Hedge Funds & Private Equity [Member] | Measured at net asset value [Domain]    
Schedule of Level Three Defined Benefit Plan Assets [Roll Forward]    
Plan assets, beginning balance $ 4,599  
Plan assets, ending balance 2,083 $ 4,599
Real Estate Investments [Member] | Measured at net asset value [Domain]    
Schedule of Level Three Defined Benefit Plan Assets [Roll Forward]    
Purchases & settlements 0 0
Pension Plan [Member]    
Schedule of Level Three Defined Benefit Plan Assets [Roll Forward]    
Plan assets, beginning balance 625,646 681,573
Unrealized gains 3,800  
Plan assets, ending balance 746,763 625,646
Pension Plan [Member] | Measured at net asset value [Domain]    
Schedule of Level Three Defined Benefit Plan Assets [Roll Forward]    
Plan assets, beginning balance 4,599  
Plan assets, ending balance $ 2,083 $ 4,599
XML 44 R21.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Segment Information
 12 Months Ended
Dec. 31, 2019
Segment Reporting [Abstract]  
Segment Information SEGMENT AND REVENUE INFORMATION
The Company operates in two reportable segments. The CAM segment consists of the Company's aircraft leasing operations. The ACMI Services segment consists of the Company's airline operations, including CMI agreements as well as ACMI, charter service and passenger service agreements that the Company has with its customers. The Company's aircraft maintenance services, aircraft modification services, ground services and other services, are not large enough to constitute reportable segments and are combined in All other. Intersegment revenues are valued at arms-length market rates.
The Company's segment information from continuing operations is presented below (in thousands):
 
Year Ended December 31
 
2019
 
2018
 
2017
Total revenues:
 
 
 
 
 
CAM
$
285,276

 
$
228,956

 
$
209,213

ACMI Services
1,078,288

 
548,839

 
614,741

All other
314,014

 
286,579

 
433,208

Eliminate inter-segment revenues
(225,395
)
 
(172,029
)
 
(188,962
)
Total
$
1,452,183

 
$
892,345

 
$
1,068,200

Customer revenues:
 
 
 
 
 
CAM
$
168,106

 
$
156,516

 
$
140,434

ACMI Services
1,078,143

 
548,804

 
614,721

All other
205,934

 
187,025

 
313,045

Total
$
1,452,183

 
$
892,345

 
$
1,068,200


ACMI Services revenues are generated from airline service agreements and are typically based on hours flown, the amount of aircraft operated and crew resources provided during a month. ACMI Services revenues are recognized over time using the invoice practical expedient as flight hours are performed for the customer. Certain agreements include provisions for incentive payments based upon on-time reliability. These incentives are measured on a monthly basis and recorded to revenue in the corresponding month earned. Under CMI agreements, the Company's airlines have an obligation to provide integrated services including flight crews, aircraft maintenance and insurance for the customer's cargo network. Under ACMI agreements, the Company's airlines are also obligated to provide aircraft. Under CMI and ACMI agreements, customers are generally responsible for aviation fuel, landing fees, navigation fees and certain other flight expenses. When functioning as the customers' agent for arranging such services, the Company records amounts reimbursable from the customer as revenues net of the related expenses as the costs are incurred. Under charter agreements, the Company's airline is obligated to provide full services for one or more flights having specific origins and destinations. Under charter agreements in which the Company's airline is responsible for fuel, airport fees and all flight services, the related costs are recorded in operating expenses. Any sales commissions paid for charter agreements are generally expensed when incurred because the amortization period is less than one year. ACMI Services are invoiced monthly or more frequently. (There are no customer rewards programs associated with services offered by the Company nor does the Company sell passenger tickets or issue freight bills.)
The Company's revenues for customer contracts for airframe maintenance and aircraft modification services that do not have an alternative use and for which the Company has an enforceable right to payment are generally recognized over time based on the percentage of costs completed. Services for airframe maintenance and aircraft modifications typically have project durations lasting a few weeks to a few months. Other revenues for aircraft part sales, component repairs and line service are recognized at a point in time typically when the parts are delivered to the customer and the services are completed. For airframe maintenance, aircraft modifications and aircraft component repairs, contracts include assurance warranties that are not sold separately.
The Company records revenues and estimated earnings over time for its airframe maintenance and aircraft modification contracts using the costs to costs input method. For such services, the Company estimates the earnings on a contract as the difference between the expected revenue and estimated costs to complete a contract and recognizes
revenues and earnings based on the proportion of costs incurred compared to the total estimated costs. Unexpected or abnormal costs that are not reflected in the price of a contract are excluded from calculations of progress toward contract obligations. The Company's estimates consider the timing and extent of the services, including the amount and rates of labor, materials and other resources required to perform the services. These production costs are specifically planned and monitored for regulatory compliance. The expenditure of these costs closely reflect the progress made toward completion of an airframe maintenance and aircraft modification project. The Company recognizes adjustments in estimated earnings on a contract under the cumulative catch-up method in which the impact of the adjustment on estimated earnings of a contract is recognized in the period the adjustment is identified.
The Company's ground services revenues include load transfer and sorting services, facility and equipment maintenance services. These revenues are recognized as the services are performed for the customer over time. Revenues from related facility and equipment maintenance services are recognized over time and at a point in time depending on the nature of the customer contracts.
The Company's external customer revenues from other activities for the years ending December 31, 2019, 2018 and 2017 are presented below (in thousands):
 
 
Year Ended December 31,
 
 
2019
 
2018
 
2017
Aircraft maintenance, modifications and part sales
 
$
117,772

 
$
117,832

 
$
106,767

Ground services
 
69,596

 
66,567

 
204,151

Other, including aviation fuel sales
 
18,566

 
2,626

 
2,127

Total customer revenues
 
$
205,934

 
$
187,025

 
$
313,045


CAM's aircraft lease revenues are recognized as operating lease revenues on a straight-line basis over the term of the applicable lease agreements. Customer payments for leased aircraft and equipment are typically paid monthly in advance. CAM's leases do not contain residual guarantees. Approximately 10% of CAM's leases to external customers contain purchase options at projected market values. As of December 31, 2019, minimum future payments from external customers for leased aircraft and equipment were scheduled to be $186.8 million, $178.2 million, $152.0 million, $110.1 million and $75.5 million, respectively, for each of the next 5 years ending December 31, 2024 and $186.2 million thereafter.
For customers that are not a governmental agency or department, the Company generally receives partial payment in advance of services, otherwise customer balances are typically paid within 30 to 60 days of service. The Company recognized $2.8 million of non lease revenue that was reported in deferred revenue at the beginning of the year, compared to $9.3 million in 2018. Deferred revenue was $3.0 million and $3.1 million at December 31, 2019 and 2018, respectively, for contracts with customers.
The Company had revenues of approximately $716.9 million, $231.8 million and $170.1 million for 2019, 2018 and 2017, respectively, derived primarily from aircraft leases in foreign countries, routes with flights departing from or arriving in foreign countries or aircraft maintenance and modification services performed in foreign countries. All revenues from the CMI agreement with DHL and the ATSA agreement with ASI are attributed to U.S. operations. As of December 31, 2019 and 2018, the Company had 20 and 23 aircraft, respectively, deployed outside of the United States.
Effective January 1, 2018, the Company adopted Topic 606 for revenue recognition using a modified retrospective approach, under which financial statements are prepared under the revised guidance for the year of adoption, but not for prior years. The effects of Topic 606 on the Company's customer revenues and earnings are summarized below for the year of adoption:
 
 
For the year ended December 31, 2018
 
 
As Reported
 
Without Topic 606
 
Increase (decrease)
Revenue
 
 
 
 
 
 
CAM
 
$
156,516

 
$
156,516

 
$
—

ACMI Services
 
548,804

 
743,112

 
(194,308
)
All other
 
187,025

 
350,012

 
(162,987
)
Total Revenue
 
892,345

 
1,249,640

 
(357,295
)
Operating Expense
 
781,327

 
1,138,462

 
(357,135
)
Earnings (Loss) from Continuing Operations before Income Taxes
 
87,478

 
87,638

 
(160
)
Income Tax Benefit (Expense)
 
(19,595
)
 
(19,559
)
 
(36
)
Income from Continuing Operations
 
$
67,883

 
$
68,079

 
$
(196
)

The Company's other segment information from continuing operations is presented below (in thousands):
 
Year Ended December 31,
 
2019
 
2018
 
2017
Depreciation and amortization expense:
 
 
 
 
 
CAM
$
158,470

 
$
126,856

 
$
108,106

ACMI Services
96,191

 
49,068

 
41,929

All other
2,871

 
2,971

 
4,521

Total
$
257,532

 
$
178,895

 
$
154,556

Interest expense
 
 
 
 
 
CAM
38,300

 
21,819

 
15,585

ACMI Services
24,950

 
6,269

 
810

Segment earnings (loss):
 
 
 
 
 
CAM
$
68,643

 
$
65,576

 
$
61,510

ACMI Services
32,055

 
11,448

 
7,747

     All other
13,422

 
11,170

 
13,748

Net unallocated interest expense
(3,024
)
 
(460
)
 
(512
)
Net gain (loss) on financial instruments
(12,302
)
 
7,296

 
(79,789
)
Transaction fees
(373
)
 
(5,264
)
 
—

Other non-service components of retiree benefit costs, net
(9,404
)
 
8,180

 
(6,105
)
Loss from non-consolidated affiliate
(17,445
)
 
(10,468
)
 
(3,135
)
Pre-tax earnings from continuing operations
$
71,572

 
$
87,478

 
$
(6,536
)

In previous years, the Company disclosed reportable segments for "Ground Services" and "MRO Services" which included aircraft maintenance and modification businesses. Due to the relative size of these business units and organizational changes, Ground Services and MRO Services and no longer reportable segments.
The Company's assets are presented below by segment (in thousands). Cash and cash equivalents are reflected in Assets - All other.
 
December 31
 
2019
 
2018
 
2017
Assets:
 
 
 
 
 
CAM
$
1,857,687

 
$
1,577,182

 
$
1,192,890

ACMI Services
830,620

 
759,131

 
189,379

Discontinued operations
1,499

 
—

 
—

All other
130,372

 
134,272

 
166,575

Total
$
2,820,178

 
$
2,470,585

 
$
1,548,844


During 2019, the Company had capital expenditures for property and equipment of $87.2 million and $368.8 million for the ACMI Services and CAM, respectively.
XML 45 R25.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Investments in Non-Consolidated Affiliates (Unaudited) (Notes)
 12 Months Ended
Dec. 31, 2019
Noncontrolling Interest [Abstract]  
Investment Holdings [Text Block] INVESTMENTS IN NON-CONSOLIDATED AFFILIATES (Unaudited)
As described in Note C, the Company had investments in two non-consolidated affiliates. While management considers the Company's participation in these non-consolidated affiliates as potentially beneficial to future operating results, such participation is not essential to the Company. The following table presents combined condensed information from the statements of operations of the Company's non-consolidated affiliates (in thousands):
 
 
Year Ended December 31,
 
 
2019
 
2018
 
2017
Revenues
 
$
114,265

 
$
202,028

 
$
172,526

Expenses
 
(143,775
)
 
(228,169
)
 
(196,334
)
Income (Loss)
 
$
(29,510
)
 
$
(26,141
)
 
$
(23,808
)
 
 
 
 
 
 
 

The following table presents combined condensed balance sheet information for our unconsolidated affiliates (in thousands):
 
 
December 31,
 
 
2019
 
2018
Current assets
 
$
64,392

 
$
64,262

Non current assets
 
213,940

 
80,724

Current liabilities
 
(155,451
)
 
(38,938
)
Non current liabilities
 
(123,837
)
 
(102,657
)
Equity
 
$
956

 
$
(3,391
)
 
 
 
 
 
XML 46 R29.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Fair Value Measurements (Tables)
 12 Months Ended
Dec. 31, 2019
Fair Value Disclosures [Abstract]  
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis
The following table reflects assets and liabilities that are measured at fair value on a recurring basis (in thousands):
As of December 31, 2019
Fair Value Measurement Using
 
Total
 
Level 1
 
Level 2
 
Level 3
 
Assets
 
 
 
 
 
 
 
Cash equivalents—money market
$
—

 
$
1,129

 
$
—

 
$
1,129

Interest rate swap
—

 
111

 
—

 
111

Total Assets
$
—

 
$
1,240

 
$
—

 
$
1,240

Liabilities
 
 
 
 
 
 
 
Interest rate swap
$
—

 
$
(8,237
)
 
$
—

 
$
(8,237
)
Stock warrant obligations
—

 
(340,767
)
 
(42,306
)
 
(383,073
)
Total Liabilities
$
—

 
$
(349,004
)
 
$
(42,306
)
 
$
(391,310
)
As of December 31, 2018
Fair Value Measurement Using
 
Total
 
Level 1
 
Level 2
 
Level 3
 
Assets
 
 
 
 
 
 
 
Cash equivalents—money market
$
—

 
$
17,986

 
$
—

 
$
17,986

Interest rate swap
—

 
2,971

 
—

 
2,971

Total Assets
$
—

 
$
20,957

 
$
—

 
$
20,957

Liabilities
 
 
 
 
 
 
 
Interest rate swap
$
—

 
$
(1,138
)
 
$
—

 
$
(1,138
)
Stock warrant obligation
—

 
(203,782
)
 
—

 
(203,782
)
Total Liabilities
$
—

 
$
(204,920
)
 
$
—

 
$
(204,920
)
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"http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" } }, "version": "2.1" } XML 48 R13.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Debt Obligations
 12 Months Ended
Dec. 31, 2019
Debt Disclosure [Abstract]  
Debt Obligations DEBT OBLIGATIONS
Debt obligations consisted of the following (in thousands):
 
December 31,
 
December 31,
 
2019
 
2018
Unsubordinated term loans
$
626,277

 
$
721,406

Revolving credit facility
632,900

 
475,000

Convertible debt
213,461

 
204,846

Other financing arrangements
11,746

 
—

Total debt obligations
1,484,384

 
1,401,252

Less: current portion
(14,707
)
 
(29,654
)
Total long term obligations, net
$
1,469,677

 
$
1,371,598


The Company utilizes a syndicated credit agreement ("Senior Credit Agreement") which includes unsubordinated term loans and a revolving credit facility. In November 2019, the Senior Credit Agreement was amended to increase the maximum revolver capacity from $645.0 million to $750.0 million, combine two terms loans into one loan and reduce the interest rate spread of the LIBOR based financing at various debt-to-EBITDA levels. This amendment also
extended the agreement to November 2024 provided certain liquidity measures are maintained during 2024 and added incremental accordion capacity based on debt ratios. As of December 31, 2019, the unused revolving credit facility totaled $103.9 million, net of draws of $632.9 million and outstanding letters of credit of $13.2 million. The Senior Credit Agreement permitted additional indebtedness of up to $750.0 million, excluding the unsecured convertible notes outstanding of $258.8 million as of December 31, 2019.
The balance of the unsubordinated term loan is net of debt issuance costs of $8.7 million and $9.8 million for the years ended December 31, 2019 and 2018, respectively. Under the terms of the Senior Credit Agreement, interest rates are adjusted at least quarterly based on the Company's EBITDA, its outstanding debt level and prevailing LIBOR or prime rates. At the Company's current debt-to-EBITDA ratio, the LIBOR based financing for the unsubordinated term loan and revolving credit facility bear variable interest rates of 3.675% and 3.649%, respectively.
The Senior Credit Agreement is collateralized by certain of the Company's Boeing 777, 767 and 757 aircraft. Under the terms of the Senior Credit Agreement, the Company is required to maintain collateral coverage equal to 115% of the outstanding balance of the term loan and the total funded revolving credit facility. The minimum collateral coverage which must be maintained is 50% of the outstanding balance of the term loan plus the revolving credit facility commitment of $750.0 million.
The Senior Credit Agreement limits the amount of dividends the Company can pay and the amount of common stock it can repurchase to $100.0 million during any calendar year, provided the Company's total debt to earnings before interest, taxes, depreciation and amortization expenses ("EBITDA") ratio is under 3.00 times, after giving effect to the dividend or repurchase. The Senior Credit Agreement contains covenants, including a maximum permitted total EBITDA to debt ratio, a fixed charge covenant ratio requirement, limitations on certain additional indebtedness, and on guarantees of indebtedness. The Senior Credit Agreement stipulates events of default, including unspecified events that may have material adverse effects on the Company. If an event of default occurs, the Company may be forced to repay, renegotiate or replace the Senior Credit Agreement.
On January 28, 2020, the Company, through a subsidiary, completed a debt offering of $500.0 million in senior unsecured notes (the “Senior Notes”). The Senior Notes were sold only to qualified institutional buyers in the United States pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and certain investors pursuant to Regulation S under the Securities Act. The Senior Notes are senior unsecured obligations that bear interest at a rate of 4.75% per year, payable semiannually in arrears on February 1 and August 1 of each year, beginning on August 1, 2020. The Senior Notes will mature on February 1, 2028. The Senior Notes contain customary events of default and certain covenants which are generally no more restrictive than those set forth in the Senior Credit Agreement. The net proceeds of $495.0 million from the Senior Notes were used to pay down the revolving credit facility. The Senior Notes do not require principal payments in 2020.
In September 2017, the Company issued $258.8 million aggregate principal amount of 1.125% Convertible Senior Notes due 2024 (" Convertible Notes") in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act. The Convertible Notes bear interest at a rate of 1.125% per year payable semi-annually in arrears on April 15 and October 15 each year, beginning April 15, 2018. The Convertible Notes mature on October 15, 2024, unless repurchased or converted in accordance with their terms prior to such date. The Convertible Notes are unsecured indebtedness, subordinated to the Company's existing and future secured indebtedness and other liabilities, including trade payables. Conversion of the Convertible Notes can only occur upon satisfaction of certain conditions and during certain periods, beginning any calendar quarter commencing after December 31, 2017 and thereafter, until the close of business on the second scheduled trading day immediately preceding the maturity date. Upon the occurrence of certain fundamental changes, holders of the Convertible Notes can require the Company to repurchase their notes at the cash repurchase price equal to the principal amount of the notes, plus any accrued and unpaid interest.
The Convertible Notes may be settled in cash, the Company’s common shares or a combination of cash and the Company’s common shares, at the Company’s election. The initial conversion rate is 31.3475 common shares per $1,000 principal amount of Convertible Notes (equivalent to an initial conversion price of approximately $31.90 per common share). If a “make-whole fundamental change” (as defined in the offering circular with the Convertible Notes) occurs, the Company will, in certain circumstances, increase the conversion rate for a specified period of time.
In conjunction with the Convertible Notes, the Company purchased convertible note hedges under privately negotiated transactions for $56.1 million, having the same number of the Company's common shares, 8.1 million shares and same strike price of $31.90, that underlie the Convertible Notes. The convertible note hedges are expected to
reduce the potential equity dilution with respect to the Company's common stock, and/or offset any cash payments in excess of the principal amount due, as the case may be, upon conversion of the Convertible Notes. The Company's current intent and policy is to settle all Note conversions through a combination settlement which satisfies the principal amount of the Convertible Notes outstanding with cash. The Convertible Notes could have a dilutive effect on the computation of earnings per share in accordance with accounting principles to the extent that the average traded market price of the Company’s common shares for a reporting period exceeds the conversion price.
The conversion feature of the Convertible Notes required bifurcation from the principal amount under the applicable accounting guidance. Settlement provisions of the Convertible Notes and the convertible note hedges required cash settlement of these instruments until the Company's shareholders increased the number of authorized shares of common stock to cover the full number of shares underlying the Convertible Notes. As a result, the conversion feature of the Convertible Notes and the convertible note hedges were initially accounted for as liabilities and assets, respectively, and marked to market at the end of each period. The fair value of the note conversion obligation at issuance was $57.4 million.
On May 10, 2018, the Company's shareholders increased the number of authorized shares of common stock to cover the full number of shares underlying the Convertible Notes. The Company reevaluated the Convertible Notes and convertible note hedges under the applicable accounting guidance including ASC 815, "Derivatives and Hedging," and determined that the instruments, which meet the definition of derivative and are indexed to the Company's own stock, should be classified in shareholder's equity. On May 10, 2018, the fair value of the conversion feature of the Convertible Notes and the convertible note hedges of $51.3 million and $50.6 million, respectively, were reclassified to paid-in capital and are no longer remeasured to fair value.
The net proceeds from the issuance of the Convertible Notes was approximately $252.3 million, after deducting initial issuance costs. These unamortized issuance costs and discount are being amortized to interest expense through October 2024, using an effective interest rate of approximately 5.15%. The carrying value of the Company's convertible debt is shown below.
 
 
December 31,
 
December 31,
 
 
2019
 
2018
Principal value, Convertible Senior Notes, due 2024
 
258,750

 
258,750

Unamortized issuance costs
 
(4,864
)
 
(5,799
)
Unamortized discount
 
(40,425
)
 
(48,105
)
Convertible debt
 
213,461

 
204,846


In conjunction with the offering of the Convertible Notes, the Company also sold warrants to the convertible note hedge counterparties in separate, privately negotiated warrant transactions at a higher strike price and for the same number of the Company’s common shares, subject to customary anti-dilution adjustments. The amount received for these warrants and recorded in Stockholders' Equity in the Company’s consolidated balance sheets was $38.5 million. These warrants could result in 8.1 million additional shares of the Company's common stock, if the Company's traded market price exceeds the strike price which is $41.35 per share and is subject to certain adjustments under the terms of the warrant transactions. The warrants could have a dilutive effect on the computation of earnings per share to the extent that the average traded market price of the Company's common shares for a reporting periods exceed the strike price.
The scheduled cash principal payments for the Company's debt obligations, as of December 31, 2019, for the next five years are as follows (in thousands):
 
Principal
Payments
2020
$
16,481

2021
16,491

2022
32,378

2023
32,389

2024
1,432,050

2025 and beyond
8,607

Total principal cash payments
1,538,396

Less: unamortized issuance costs and discounts
(54,012
)
Total debt obligations
$
1,484,384
XML 49 R17.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Derivative Instruments
 12 Months Ended
Dec. 31, 2019
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivative Instruments DERIVATIVE INSTRUMENTS
The Company's Senior Credit Agreement requires the Company to maintain derivative instruments for protection from fluctuating interest rates, for at least twenty-five percent of the outstanding balance of the term loan issued in November 2018. Accordingly, the Company entered into additional interest rate swaps in December 2018 and January 2019 having initial values of $150.0 million and $150.0 million, respectively, and forward start dates of December 31, 2018 and June 28, 2019. The table below provides information about the Company’s interest rate swaps (in thousands):
 
 
 
December 31, 2019
 
December 31, 2018
Expiration Date
Stated
Interest
Rate
 
Notional
Amount
 
Market
Value
(Liability)
 
Notional
Amount
 
Market
Value
(Liability)
May 5, 2021
1.090
%
 
20,625

 
111

 
28,125

 
650

May 30, 2021
1.703
%
 
20,625

 
(25
)
 
28,125

 
366

December 31, 2021
2.706
%
 
146,250

 
(3,242
)
 
150,000

 
(1,138
)
March 31, 2022
1.900
%
 
50,000

 
(408
)
 
50,000

 
829

March 31, 2022
1.950
%
 
75,000

 
(696
)
 
75,000

 
1,126

March 31, 2023
2.425
%
 
148,125

 
(3,866
)
 
—

 
—


The outstanding interest rate swaps are not designated as hedges for accounting purposes. The effects of future fluctuations in LIBOR interest rates on derivatives held by the Company will result in the recording of unrealized gains and losses into the statement of operations. The Company recorded a net loss on derivatives of $10.0 million and $8.0 thousand and net gains of $1.4 million for the years ending December 31, 2019, 2018 and 2017, respectively. The liability for outstanding derivatives is recorded in other liabilities and in accrued expenses.
The Company recorded a net loss before the effects of income taxes of $0.1 million and a net gain before the effects of income taxes of $0.6 million during the years ended December 31, 2018 and 2017, respectively, for the revaluation of the convertible note hedges and the note conversion obligations to fair value before these instruments were reclassified to paid-in-capital.
XML 50 R38.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Earnings Per Share (Tables)
 12 Months Ended
Dec. 31, 2019
Earnings Per Share [Abstract]  
Schedule of Earnings Per Share, Basic and Diluted
The calculation of basic and diluted earnings per common share are as follows (in thousands, except per share amounts):
 
December 31
 
2019
 
2018
 
2017
Numerator:
 
 
 
 
 
Earnings from continuing operations - basic
$
59,983

 
$
67,883

 
$
21,740

Gain from stock warrants revaluation, net of tax
(6,219
)
 
(7,118
)
 
—

Earnings from continuing operations - diluted
$
53,764

 
$
60,765

 
$
21,740

 
 
 
 
 
 
Denominator:
 
 
 
 
 
Weighted-average shares outstanding for basic earnings per share
58,899

 
58,765

 
58,907

Common equivalent shares:
 
 
 
 
 
Effect of stock-based compensation awards and warrants
10,449

 
9,591

 
779

Weighted-average shares outstanding assuming dilution
69,348

 
68,356

 
59,686

Basic earnings per share from continuing operations
$
1.02

 
$
1.16

 
$
0.37

Diluted earnings per share from continuing operations
$
0.78

 
0.89

 
$
0.36
XML 51 R34.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes (Tables)
 12 Months Ended
Dec. 31, 2019
Income Tax Disclosure [Abstract]  
Schedule of Deferred Tax Assets and Liabilities
The significant components of the deferred income tax assets and liabilities as of December 31, 2019 and 2018 are as follows (in thousands):
 
December 31
 
2019
 
2018
Deferred tax assets:
 
 
 
Net operating loss carryforward and federal credits
$
40,467

 
$
55,760

Lease Obligation
9,070

 
—

Warrants
17,174

 
7,314

Post-retirement employee benefits
6,355

 
13,777

Employee benefits other than post-retirement
9,435

 
8,751

Inventory reserve
2,055

 
2,374

Deferred revenue
5,132

 
4,389

Other
9,309

 
5,333

Deferred tax assets
98,997

 
97,698

Deferred tax liabilities:
 
 
 
Accelerated depreciation
(192,651
)
 
(189,719
)
Partnership items
(6,088
)
 
(5,850
)
Operating lease assets
(9,051
)
 
—

Goodwill
(4,916
)
 
(620
)
State taxes
(12,355
)
 
(14,474
)
Valuation allowance against deferred tax assets
(1,412
)
 
(278
)
Deferred tax liabilities
(226,473
)
 
(210,941
)
Net deferred tax (liability)
$
(127,476
)
 
$
(113,243
)
Schedule of Components of Income Tax Expense (Benefit)
The following summarizes the Company’s income tax provisions (benefits) (in thousands):
 
Years Ended December 31
 
2019
 
2018
 
2017
Current taxes:
 
 
 
 
 
Federal
$
1,332

 
$
—

 
$
9

Foreign
1

 
—

 
48

State
138

 
1,043

 
590

Deferred taxes:
 
 
 
 
 
Federal
14,155

 
15,642

 
27,625

Foreign
—

 
(63
)
 
—

State
(3,677
)
 
2,973

 
3,396

Change in federal statutory tax rates
—

 
—

 
(59,944
)
Total deferred tax expense
10,478

 
18,552

 
(28,923
)
Total income tax expense (benefit) from continuing operations
$
11,589

 
$
19,595

 
$
(28,276
)
Income tax expense (benefit) from discontinued operations
$
360

 
$
434

 
$
(1,848
)
Schedule of Effective Income Tax Rate Reconciliation
The reconciliation of income tax from continuing operations computed at the U.S. statutory federal income tax rates to effective income tax rates is as follows:
 
Years Ended December 31
 
2019
 
2018
 
2017
Statutory federal tax rate
21.0
 %
 
21.0
 %
 
35.0
 %
Foreign income taxes
—
 %
 
(0.1
)%
 
(0.5
)%
State income taxes, net of federal tax benefit
1.4
 %
 
(0.2
)%
 
(39.7
)%
Tax effect of non-deductible warrant expense
(2.9
)%
 
(1.5
)%
 
(485.0
)%
Tax effect of stock compensation
—
 %
 
(0.8
)%
 
21.7
 %
Tax effect of other non-deductible expenses
1.7
 %
 
0.8
 %
 
(19.6
)%
Change in federal and state tax laws
—
 %
 
—
 %
 
917.2
 %
Change to state statutory tax rates
(5.4
)%
 
3.8
 %
 
—
 %
Other
0.4
 %
 
(0.6
)%
 
3.5
 %
Effective income tax rate
16.2
 %
 
22.4
 %
 
432.6
 %
Schedule of Effective Income Tax Rate Reconciliation, Discontinued Operations
The reconciliation of income tax from discontinued operations computed at the U.S. statutory federal income tax rates to effective income tax rates is as follows:
 
Years Ended December 31
 
2019
 
2018
 
2017
Statutory federal tax rate
21.0
%
 
21.0
%
 
35.0
%
State income taxes, net of federal tax benefit
1.8
%
 
2.6
%
 
1.3
%
Change in federal statutory tax rates
—
%
 
—
%
 
—
%
Effective income tax rate
22.8
%
 
23.6
%
 
36.3
%
XML 52 R30.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Property and Equipment (Tables)
 12 Months Ended
Dec. 31, 2019
Property, Plant and Equipment [Abstract]  
Property, Plant and Equipment Depreciable lives are summarized as follows:
Boeing 777, 767, 757 and 737 aircraft and flight equipment
7 to 18 years
Ground equipment
3 to 10 years
Leasehold improvements, facilities and office equipment
3 to 25 years
Property and equipment, to be held and used, is summarized as follows (in thousands):
 
 
December 31,
2019
 
December 31,
2018
Flight equipment
$
2,598,113

 
$
2,340,840

Ground equipment
59,628

 
57,455

Leasehold improvements, facilities and office equipment
33,649

 
28,745

Aircraft modifications and projects in progress
220,827

 
74,449

 
2,912,217

 
2,501,489

Accumulated depreciation
(1,146,197
)
 
(946,484
)
Property and equipment, net
$
1,766,020

 
$
1,555,005
XML 53 R51.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Property and Equipment (Schedule of Property and Equipment) (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Property, Plant and Equipment, Net, by Type [Abstract]    
Property and equipment, gross $ 2,912,217 $ 2,501,489
Accumulated depreciation (1,146,197) (946,484)
Property and equipment, net 1,766,020 1,555,005
Flight Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Operating Leases, Future Minimum Payments Receivable, Current 186,800  
Property, Plant and Equipment, Net, by Type [Abstract]    
Property and equipment, gross 2,598,113 2,340,840
Operating Leases, Future Minimum Payments Receivable, in Two Years 178,200  
Operating Leases, Future Minimum Payments Receivable, in Three Years 152,000  
Operating Leases, Future Minimum Payments Receivable, in Four Years 110,100  
Operating Leases, Future Minimum Payments Receivable, in Five Years 75,500  
Ground equipment [Member]    
Property, Plant and Equipment, Net, by Type [Abstract]    
Property and equipment, gross 59,628 57,455
facilities, leasehold improvements and office equipment [Member]    
Property, Plant and Equipment, Net, by Type [Abstract]    
Property and equipment, gross 33,649 28,745
Construction in Progress [Member]    
Property, Plant and Equipment, Net, by Type [Abstract]    
Property and equipment, gross $ 220,827 $ 74,449
XML 54 R55.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Debt Obligations (Narrative) (Details) - USD ($)
shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Jan. 28, 2020
May 28, 2019
Nov. 09, 2018
May 10, 2018
Sep. 25, 2017
Debt Instrument [Line Items]                
Long term obligations $ 1,484,384 $ 1,401,252            
Debt Issuance Costs, Line of Credit Arrangements, Net 8,700 9,800            
Convertible Debt 213,461 204,846            
Proceeds from Convertible Debt 0 $ 0 $ 258,750          
Senior Notes 2nd Term Loan [Member]                
Debt Instrument [Line Items]                
Long term obligations           $ 675,000    
Unsubordinated term loan and Revolving credit facility [Member]                
Debt Instrument [Line Items]                
Collateral coverage percentage   115.00%            
Maximum amount of common stock authorized for repurchase 100,000              
Unsubordinated term loan [Member]                
Debt Instrument [Line Items]                
Long term obligations $ 626,277 $ 721,406            
Variable interest rate 3.675%              
Revolving credit facility [Member]                
Debt Instrument [Line Items]                
Long term obligations $ 632,900 475,000            
Line of Credit Facility, Maximum Borrowing Capacity $ 750,000       $ 645,000      
Variable interest rate 3.649%              
Credit facility, revolving credit loan, remaining borrowing capacity $ 103,900              
Letters of credit outstanding 13,200              
Bonds [Member]                
Debt Instrument [Line Items]                
Unsecured Debt       $ 500,000        
Debt Instrument, Interest Rate, Stated Percentage       4.75%        
Proceeds from Issuance of Unsecured Debt $ 495,000              
Minimum [Member] | Unsubordinated term loan and Revolving credit facility [Member]                
Debt Instrument [Line Items]                
Collateral coverage percentage 50.00%              
Convertible Debt [Member]                
Debt Instrument [Line Items]                
Convertible Debt $ 258,750 258,750           $ 258,800
Debt Conversion, Converted Instrument, Rate 1.125%              
Debt Instrument, Interest Rate, Effective Percentage 5.15%              
Proceeds from Convertible Debt     $ 252,300          
Convertible note hedge shares               8,100
Warrants and Rights Outstanding $ 38,500              
Unamortized Debt Issuance Expense (4,864) (5,799)            
Debt Instrument, Unamortized Discount $ (40,425) (48,105)            
Fair Value, Inputs, Level 2 [Member] | Fair Value, Recurring [Member]                
Debt Instrument [Line Items]                
Note conversion obligation fair value   (50,800)         $ (51,300) $ (57,400)
Convertible note hedge fair value   $ 50,000         $ 50,600 $ 56,100
XML 55 R59.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Pension and Other Post-Retirement Benefit Plans (Funded Status) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Pension Plans [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Defined Benefit Plan, Funded (Unfunded) Status of Plan $ 4,996 $ 0  
Change in benefit obligation [Roll Forward]      
Obligation, beginning balance 690,729 740,783  
Service cost 0 0 $ 0
Interest cost 31,299 29,135 33,585
Plan transfers 3,313 1,603  
Defined Benefit Plan, Benefit Obligation, Benefits Paid 31,718 29,439  
Actuarial (gain) loss 85,408 (51,353)  
Obligation, ending balance 779,031 690,729 740,783
Defined benefit plan, plan assets, return of excess premiums 0 963  
Change in plan assets [Roll Forward]      
Plan assets, beginning balance 625,646 681,573  
Actual gain on plan assets 144,108 (51,274)  
Employer contributions 5,414 22,220  
Plan assets, ending balance 746,763 625,646 681,573
Post-Retirement Healthcare Plans [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Defined Benefit Plan, Funded (Unfunded) Status of Plan 0 0  
Change in benefit obligation [Roll Forward]      
Obligation, beginning balance 3,824 4,056  
Service cost 107 123 158
Interest cost 148 127 142
Plan transfers 0 0  
Defined Benefit Plan, Benefit Obligation, Benefits Paid 365 365  
Actuarial (gain) loss (7) (117)  
Obligation, ending balance 3,707 3,824 4,056
Defined benefit plan, plan assets, return of excess premiums 0 0  
Change in plan assets [Roll Forward]      
Plan assets, beginning balance 0 0  
Actual gain on plan assets 0 0  
Employer contributions 365 365  
Plan assets, ending balance 0 0 $ 0
Other Current Liabilities [Member] | Pension Plans [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Defined Benefit Plan, Funded (Unfunded) Status of Plan (3,796) (3,971)  
Other Current Liabilities [Member] | Post-Retirement Healthcare Plans [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Defined Benefit Plan, Funded (Unfunded) Status of Plan (431) (451)  
Other Noncurrent Liabilities [Member] | Pension Plans [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Defined Benefit Plan, Funded (Unfunded) Status of Plan (33,468) (61,112)  
Other Noncurrent Liabilities [Member] | Post-Retirement Healthcare Plans [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Defined Benefit Plan, Funded (Unfunded) Status of Plan $ (3,276) $ (3,373)  
XML 57 R76.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Schedule of Accumulated Other Comprehensive Income [Line Items]        
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax $ (12) $ (1,479) $ (1,348) $ (1,477)
Accumulated other comprehensive income (loss), beginning balance (91,362) (63,020) (79,866)  
Other comprehensive income (loss) before reclassifications:        
Actuarial gain (loss) for retiree liabilities 20,800 (40,934) 3,179  
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss), before Reclassification and Tax (18) (171) 195  
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Reclassification Adjustment from AOCI, Realized upon Sale or Liquidation, before Tax 2,253      
Other comprehensive income (loss), reclassification from AOCI, Pension and Other Postretirement Benefit Plans, plan curtailment, before tax     12,923  
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax (768) 40 (66)  
Amounts reclassified from accumulated other comprehensive income:        
Actuarial costs (reclassified to salaries, wages and benefits) 15,700 3,766 8,061  
Negative prior service cost (reclassified to salaries, wages and benefits)     (51)  
Income Tax (Expense) or Benefit (9,239) 8,997 (7,461)  
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax 1,467 (131) 129  
Other comprehensive income (loss), net of tax   (28,342) 16,846  
Accumulated other comprehensive income (loss), ending balance (61,866) (91,362) (63,020)  
Total comprehensive income (loss) 90,698 40,943 35,341  
Pension Plans [Member]        
Schedule of Accumulated Other Comprehensive Income [Line Items]        
Accumulated other comprehensive income (loss), beginning balance (89,042) (60,575) (77,088)  
Other comprehensive income (loss) before reclassifications:        
Actuarial gain (loss) for retiree liabilities 20,793 (41,051) 3,116  
Other comprehensive income (loss), reclassification from AOCI, Pension and Other Postretirement Benefit Plans, plan curtailment, before tax     12,923  
Amounts reclassified from accumulated other comprehensive income:        
Actuarial costs (reclassified to salaries, wages and benefits) 15,528 3,547 7,778  
Income Tax (Expense) or Benefit (8,431) 9,037 (7,304)  
Other comprehensive income (loss), net of tax 27,890 (28,467) 16,513  
Accumulated other comprehensive income (loss), ending balance (61,152) (89,042) (60,575)  
Post-Retirement Plans [Member]        
Schedule of Accumulated Other Comprehensive Income [Line Items]        
Accumulated other comprehensive income (loss), beginning balance (841) (1,097) (1,301)  
Other comprehensive income (loss) before reclassifications:        
Actuarial gain (loss) for retiree liabilities 7 117 63  
Amounts reclassified from accumulated other comprehensive income:        
Actuarial costs (reclassified to salaries, wages and benefits) 172 219 283  
Negative prior service cost (reclassified to salaries, wages and benefits)     (51)  
Income Tax (Expense) or Benefit (40) (80) (91)  
Other comprehensive income (loss), net of tax 139 256 204  
Accumulated other comprehensive income (loss), ending balance $ (702) $ (841) $ (1,097)  
XML 58 R82.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Discontinued Operations (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Disposal Group, Including Discontinued Operation, Assets $ 1,499 $ 0  
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax 1,600 1,800 $ (5,100)
Liabilities      
Employee compensation and benefits 15,189 16,807  
Total Liabilities 15,189 17,653  
Discontinued Operations, Disposed of by Means Other than Sale [Member]      
Liabilities      
Post-retirement 0 846  
Discontinued Operations, Disposed of by Means Other than Sale [Member]      
Liabilities      
Post-retirement $ 1,499 $ 0  
XML 59 R72.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes (Tax Rate Reconciliation) (Details)
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Effective Income Tax Rate, Continuing Operations, Tax Rate Reconciliation [Abstract]      
Statutory federal tax rate 21.00% 21.00% 35.00%
Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Percent 0.00% (0.10%) (0.50%)
State income taxes, net of federal tax benefit 1.40% (0.20%) (39.70%)
effective tax rate reconciliation, non-deductible expense, warrant remeasurement, percent (2.90%) (1.50%) (485.00%)
Effective Income Tax Rate Reconciliation, Deduction, Employee Stock Ownership Plan Dividend, Percent 0.00% (0.80%) (21.70%)
Tax effect of other non-deductible expenses 1.70% 0.80% (19.60%)
Other 0.40% (0.60%) 3.50%
Effective income tax rate 16.20% 22.40% 432.60%
2017 Tax Cuts and Jobs Act [Member]      
Effective Income Tax Rate, Continuing Operations, Tax Rate Reconciliation [Abstract]      
Statutory federal tax rate 0.00% 0.00% 917.20%
return to income tax provision adjustment [Member]      
Effective Income Tax Rate, Continuing Operations, Tax Rate Reconciliation [Abstract]      
Other (5.40%) 3.80% 0.00%
XML 60 R69.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes (Narrative) (Details)
$ in Millions
 12 Months Ended
Dec. 31, 2019
USD ($)
Income Tax Disclosure [Line Items]  
Deferred tax asset, operating loss carryforwards $ 3.4
Federal [Member]  
Income Tax Disclosure [Line Items]  
Net operating loss carryforwards 172.5
State and Local Jurisdiction [Member]  
Income Tax Disclosure [Line Items]  
Valuation allowance, operating loss carryforwards $ 0.3
Maximum [Member] | State and Local Jurisdiction [Member]  
Income Tax Disclosure [Line Items]  
Operating loss carryforwards, remaining life 20 years
Alternative minimum tax [Member]  
Income Tax Disclosure [Line Items]  
Tax Credit Carryforward, Amount $ 3.1
XML 61 R61.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Pension and Other Post-Retirement Benefit Plans (Unrecognized Net Periodic Benefit Expense) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Pension Plans [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement $ 0 $ 0 $ 12,923
Unrecognized prior service cost 0 0  
Unrecognized net actuarial loss 89,871 126,192  
Accumulated other comprehensive loss 89,871 126,192  
Post-Retirement Healthcare Plans [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement 0 0 0
Unrecognized prior service cost 0 0  
Unrecognized net actuarial loss 1,031 1,210  
Accumulated other comprehensive loss $ 1,031 $ 1,210  
Continuing Operations [Member] | Pension Plans [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement     (5,300)
Discontinued Operations [Member] | Pension Plans [Member]      
Defined Benefit Plan Disclosure [Line Items]      
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement     $ (7,600)
XML 62 R65.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Pension and Other Post-Retirement Benefit Plans (Cash Flows) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Pension Plans [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Employer contributions $ 5,414 $ 22,220
Estimated future employer contributions 10,900  
Defined Benefit Plan, Expected Future Benefit Payment [Abstract]    
2017 37,829  
2018 38,583  
2019 41,350  
2020 43,759  
2021 45,496  
Years 2022 to 2026 239,019  
Post-Retirement Healthcare Plans [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Employer contributions 365 $ 365
Estimated future employer contributions 400  
Defined Benefit Plan, Expected Future Benefit Payment [Abstract]    
2017 431  
2018 483  
2019 511  
2020 545  
2021 520  
Years 2022 to 2026 $ 1,724  
XML 63 R4.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
REVENUES $ 1,452,183 $ 892,345 $ 1,068,200
OPERATING EXPENSES      
Salaries, wages and benefits 433,518 300,514 276,106
Fuel 155,033 39,293 149,579
Maintenance, materials and repairs 170,151 146,692 141,575
Depreciation and amortization 257,532 178,895 154,556
Travel 90,993 34,443 27,390
Contracted ground and aviation services 64,076 16,640 147,092
Rent 16,006 13,899 13,629
Landing and ramp 11,184 5,968 22,271
Insurance 7,342 6,112 4,820
Transaction fees 373 5,264 0
Other operating expenses 68,978 33,607 31,782
Operating Expenses 1,275,186 781,327 968,800
OPERATING INCOME 176,997 111,018 99,400
OTHER INCOME (EXPENSE)      
Interest income 370 251 116
Non-service component of retiree benefit costs (9,404) 8,180 (6,105)
Non-service component of retiree benefit (costs) gains (66,644) (28,799) (17,023)
Net gain (loss) on financial instruments (12,302) 7,296 (79,789)
Other Nonoperating Income (Expense) (105,425) (23,540) (105,936)
EARNINGS (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES 71,572 87,478 (6,536)
INCOME TAX BENEFIT (EXPENSE) (11,589) (19,595) 28,276
EARNINGS FROM CONTINUING OPERATIONS 59,983 67,883 21,740
EARNINGS (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAXES 1,219 1,402 (3,245)
NET EARNINGS $ 61,202 $ 69,285 $ 18,495
BASIC EARNINGS (LOSS) PER SHARE      
Basic earnings per share from continuing operations (in dollars per share) $ 1.02 $ 1.16 $ 0.37
Discontinued operations (in dollars per share) 0.02 0.02 (0.06)
TOTAL BASIC EARNINGS PER SHARE (in dollars per share) 1.04 1.18 0.31
DILUTED EARNINGS (LOSS) PER SHARE      
Diluted earnings per share from continuing operations (in dollars per share) 0.78 0.89 0.36
Discontinued operations (in dollars per share) 0.01 0.02 (0.05)
TOTAL DILUTED NET EARNINGS PER SHARE (in dollars per share) $ 0.79 $ 0.91 $ 0.31
WEIGHTED AVERAGE SHARES      
Basic (in shares) 58,899 58,765 58,907
Diluted (in shares) 69,348 68,356 59,686
XML 64 R46.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Goodwill and Other Intangibles (Schedule of Goodwill) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Goodwill [Line Items]      
Goodwill, Acquired During Period $ 5,229    
Goodwill [Roll Forward]      
Carrying value, beginning balance 395,974 $ 390,745 $ 37,279
Purchase Price Adjustment to Goodwill   353,466  
Carrying value, ending balance 395,974 390,745  
ACMI Services [Member]      
Goodwill [Line Items]      
Goodwill, Acquired During Period 0 234,571  
Goodwill [Roll Forward]      
Carrying value, beginning balance 234,571 234,571 0
Carrying value, ending balance 234,571 234,571  
CAM [Member]      
Goodwill [Line Items]      
Goodwill, Acquired During Period 0 118,895  
Goodwill [Roll Forward]      
Carrying value, beginning balance 153,290 153,290 34,395
Carrying value, ending balance 153,290 153,290  
MRO Services [Member] [Member]      
Goodwill [Line Items]      
Goodwill, Acquired During Period 5,229    
Goodwill [Roll Forward]      
Carrying value, beginning balance 8,113 2,884 $ 2,884
Purchase Price Adjustment to Goodwill   0  
Carrying value, ending balance $ 8,113 $ 2,884  
XML 65 R8.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Summary of Financial Statement Preparation and Significant Accounting Policies
 12 Months Ended
Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Summary of Financial Statement Preparation and Significant Accounting Policies SUMMARY OF FINANCIAL STATEMENT PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations
Air Transport Services Group, Inc. is a holding company whose subsidiaries lease aircraft, provide contracted airline operations, ground services, aircraft modification and maintenance services and other support services mainly to the air transportation, e-commerce and package delivery industries. The Company's subsidiaries offer a range of complementary services to delivery companies, freight forwarders, airlines and government customers.
The Company's leasing subsidiary, Cargo Aircraft Management, Inc. (“CAM”), leases aircraft to each of the Company's airlines as well as to non-affiliated airlines and other lessees. The Company's airlines, ABX Air, Inc. (“ABX”), Air Transport International, Inc. (“ATI”) and Omni Air International, LLC ("OAI" ) each have the authority, through their separate U.S. Department of Transportation ("DOT") and Federal Aviation Administration ("FAA") certificates, to transport cargo worldwide. The Company provides air transportation services to a concentrated base of customers. The Company provides a combination of aircraft, crews, maintenance and insurance services for a customer's transportation network through customer "CMI" and "ACMI" agreements and through charter contracts in which aircraft fuel is also included. In addition to its aircraft leasing and airline services, the Company sells aircraft parts, provides aircraft maintenance and modification services, equipment maintenance services and arranges load transfer and package sorting services for customers.
Basis of Presentation
The accompanying consolidated financial statements include the accounts of Air Transport Services Group, Inc. and its wholly-owned subsidiaries. Inter-company balances and transactions are eliminated. The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP").
Investments in affiliates in which the Company has significant influence but does not exercise control are accounted for using the equity method of accounting. Under the equity method, the Company’s share of the nonconsolidated affiliate's income or loss is recognized in the consolidated statement of earnings and cumulative post-acquisition changes in the investment are adjusted against the carrying amount of the investment. Investments in affiliates in which the Company does not exercise control or have significant influence are reflected at cost less impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer.
On November 9, 2018, the Company acquired OAI, a passenger airline, along with related entities Advanced Flight Services, LLC; Omni Aviation Leasing, LLC; and T7 Aviation Leasing, LLC (referred to collectively herein as "Omni"). OAI is a leading provider of contracted passenger airlift for the U.S. Department of Defense ("DoD") via the Civil Reserve Air Fleet ("CRAF") program, and a provider of full-service passenger charter and ACMI services. OAI carries passengers worldwide for a variety of private sector customers and other government services agencies. Revenues and operating expenses include the activities of Omni for periods since their acquisition by the Company on November 9, 2018.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in the consolidated financial statements. Estimates and assumptions are used to record allowances for uncollectible amounts, self-insurance reserves, spare parts inventory, depreciation and impairments of property, equipment, goodwill and intangibles, stock warrants and other financial instruments, post-retirement obligations, income taxes, contingencies and litigation. Changes in estimates and assumptions may have a material impact on the consolidated financial statements.

Cash and Cash Equivalents
The Company classifies short-term, highly liquid investments with maturities of three months or less at the time of purchase as cash and cash equivalents. These investments, consisting of money market funds, are recorded at cost, which approximates fair value. Substantially all deposits of the Company’s cash are held in accounts that exceed federally insured limits. The Company deposits cash in common financial institutions which management believes are financially sound.
Cash includes restricted cash of $10.6 million as of December 31, 2019 and $5.3 million as of December 31, 2018. Restricted cash consists of customers’ deposits held in an escrow account as required by DOT regulations. The cash is restricted to the extent of customers’ deposits on flights not yet flown. Restricted cash is released from escrow upon completion of specific flights, which are scheduled to occur within the twelve months.
Accounts Receivable and Allowance for Uncollectible Accounts
The Company's accounts receivable is primarily due from its significant customers (see Note D), other airlines, delivery companies and freight forwarders. The Company performs a quarterly evaluation of the accounts receivable and the allowance for uncollectible accounts by reviewing specific customers' recent payment history, growth prospects, financial condition and other factors that may impact a customer's ability to pay. The Company establishes allowances for uncollectible accounts for probable losses due to a customer's potential inability or unwillingness to make contractual payments. Account balances are written off against the allowances when the Company ceases collection efforts.
Inventory
The Company’s inventory is comprised primarily of expendable aircraft parts and supplies used for aircraft maintenance. Inventory is generally charged to expense when issued for use on a Company aircraft. The Company values its inventory of aircraft parts and supplies at weighted-average cost and maintains a related obsolescence reserve. The Company records an obsolescence reserve on a base stock of inventory. The Company monitors the usage rates of inventory parts and segregates parts that are technologically outdated or no longer used in its fleet types. Slow moving and segregated items are actively marketed and written down to their estimated net realizable values based on market conditions.
Management analyzes the inventory reserve for reasonableness at the end of each quarter. That analysis includes consideration of the expected fleet life, amounts expected to be on hand at the end of a fleet life, and recent events and conditions that may impact the usability or value of inventory. Events or conditions that may impact the expected life, usability or net realizable value of inventory include additional aircraft maintenance directives from the FAA, changes in DOT regulations, new environmental laws and technological advances.
Goodwill and Intangible Assets
The Company assesses, during the fourth quarter of each year, the carrying value of goodwill. The assessment requires an estimation of fair value of each reporting unit that has goodwill. The goodwill impairment test requires a comparison of the fair value of the reporting unit to its respective carrying value. If the carrying value of a reporting unit is less than its fair value no impairment exists. If the carrying amount of a reporting unit is higher than its fair value an impairment loss is recorded for the difference and charged to operations.
The Company assesses, during the fourth quarter of each year, whether it is more likely than not that an indefinite-lived intangible asset is impaired by considering all relevant events and circumstances that could affect the significant inputs used to determine the fair value of the indefinite-lived intangible asset.
The Company also conducts impairment assessments of goodwill, indefinite-lived intangible assets and finite-lived intangible assets whenever events or changes in circumstance indicate an impairment may have occurred. Finite-lived intangible assets are amortized over their estimated useful economic lives.
Property and Equipment
Property and equipment held for use is stated at cost, net of any impairment recorded. The cost and accumulated depreciation of disposed property and equipment are removed from the accounts with any related gain or loss reflected in earnings from operations.
Depreciation of property and equipment is provided on a straight-line basis over the lesser of the asset’s useful life or lease term. Depreciable lives are summarized as follows:
Boeing 777, 767, 757 and 737 aircraft and flight equipment
7 to 18 years
Ground equipment
3 to 10 years
Leasehold improvements, facilities and office equipment
3 to 25 years
The Company periodically evaluates the useful lives, salvage values and fair values of property and equipment. Acceleration of depreciation expense or the recording of significant impairment losses could result from changes in the estimated useful lives of assets due to a number of reasons, such as excess aircraft capacity or changes in regulations governing the use of aircraft.
Aircraft and other long-lived assets are tested for impairment when circumstances indicate the carrying value of the assets may not be recoverable. To conduct impairment testing, the Company groups assets and liabilities at the lowest level for which identifiable cash flows are largely independent of cash flows of other assets and liabilities. For assets that are to be held and used, impairment is recognized when the estimated undiscounted cash flows associated with the asset group are less than the carrying value. If impairment exists, an adjustment is recorded to write the assets down to fair value, and a loss is recorded as the difference between the carrying value and fair value. Fair values are determined considering quoted market values, discounted cash flows or internal and external appraisals, as applicable. For assets held for sale, impairment is recognized when the fair value less the cost to sell the asset is less than the carrying value.
The Company’s accounting policy for major airframe and engine maintenance varies by subsidiary and aircraft type. The costs of airframe maintenance for Boeing 767-200 aircraft operated by ABX are expensed as they are incurred. The costs of major airframe maintenance for the Company's other aircraft are capitalized and amortized over the useful life of the overhaul. Many of the Company's General Electric CF6 engines that power the Boeing 767-200 aircraft are maintained under a "power by the cycle" agreement with an engine maintenance provider. Further, in May 2017, the Company entered into similar maintenance agreements for certain General Electric CF6 engines that power many of the Company's Boeing 767-300 aircraft. Under these agreements, the engines are maintained by the service provider for a fixed fee per cycle. As a result, the cost of maintenance for these engines is generally expensed as flights occur. Maintenance for the airlines’ other aircraft engines, including Boeing 777 and Boeing 757 aircraft, are typically contracted to service providers on a time and material basis and the costs of those engine overhauls are capitalized and amortized over the useful life of the overhaul.
For aircraft leased from external lessors, the Company may be required to make periodic payments to the lessor under certain aircraft leases for future maintenance events such as engine overhauls and major airframe maintenance. Such payments are recorded as deposits until drawn for qualifying maintenance costs. The maintenance costs are expensed or capitalized in accordance with the airline's accounting policy for major airframe and engine maintenance. The Company evaluates at the balance sheet date, whether it is probable that an amount on deposit will be returned by the lessor to reimburse the costs of the maintenance activities. When it is less than probable that a deposit will be returned, it is recognized as additional maintenance expense. 
Capitalized Interest
Interest costs incurred while aircraft are being modified are capitalized as an additional cost of the aircraft until the date the asset is placed in service. Capitalized interest was $3.7 million, $1.8 million and $1.8 million for the years ended December 31, 2019, 2018 and 2017, respectively.
Discontinued Operations
A business component whose operations are discontinued is reported as discontinued operations if the cash flows of the component have been eliminated from the ongoing operations of the Company and represents a strategic shift
that had a major impact on the Company. The results of discontinued operations are aggregated and presented separately in the consolidated statements of operations.
Self-Insurance
The Company is self-insured for certain workers’ compensation, employee healthcare, automobile, aircraft, and general liability claims. The Company maintains excess claim coverage with common insurance carriers to mitigate its exposure to large claim losses. The Company records a liability for reported claims and an estimate for incurred claims that have not yet been reported. Accruals for these claims are estimated utilizing historical paid claims data and recent claims trends. Other liabilities included $16.1 million and $17.6 million at December 31, 2019 and December 31, 2018, respectively, for self-insured reserves. Changes in claim severity and frequency could result in actual claims being materially different than the costs accrued.
Pension and Post-Retirement Benefits
The funded status of any of the Company's defined benefit pension or post-retirement health care plans is the difference between the fair value of plan assets and the accumulated benefit obligations to plan participants. The over funded or underfunded status of a plan is reflected in the consolidated balance sheet as an asset for over funded plans, or as a liability for underfunded plans.
The funded status is ordinarily re-measured annually at year end using the fair value of plans assets, market based discount rates and actuarial assumptions. Changes in the funded status of the plans as a result of re-measuring plan assets and benefit obligations, are recorded to accumulated comprehensive loss and amortized into expense using a corridor approach. The Company's corridor approach amortizes into earnings variances in plan assets and benefit obligations that are a result of the previous measurement assumptions when the net deferred variances exceed 10% of the greater of the market value of plan assets or the benefit obligation at the beginning of the year. The amount in excess of the corridor is amortized over the average remaining service period to retirement date of active plan participants. Cost adjustments for plan amendments are also deferred and amortized over the expected working life or the life expectancy of plan participants. Irrevocable settlement transactions that relieve the Company from responsibilities of providing retiree benefits and significantly eliminate the Company's related risk may result in recognition of gains or losses from accumulated other comprehensive loss.
Customer Security and Maintenance Deposits
The Company's customer leases typically obligate the lessee to maintain the Company's aircraft in compliance with regulatory standards for flight and aircraft maintenance. The Company may require an aircraft lessee to pay a security deposit or provide a letter of credit until the expiration of the lease. Additionally, the Company's leases may require a lessee to make monthly payments toward future expenditures for scheduled heavy maintenance events. The Company records security and maintenance deposits in other liabilities. If a lease requires monthly maintenance payments, the Company is typically required to reimburse the lessee for costs they incur for scheduled heavy maintenance events after completion of the work and receipt of qualifying documentation. Reimbursements to the lessee are recorded against the previously paid maintenance deposits.
Income Taxes
Income taxes have been computed using the asset and liability method, under which deferred income taxes are provided for the temporary differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities. Deferred taxes are measured using provisions of currently enacted tax laws. A valuation allowance against net deferred tax assets is recorded when it is more likely than not that such assets will not be fully realized. Tax credits are accounted for as a reduction of income taxes in the year in which the credit originates. All deferred income taxes are classified as noncurrent in the statement of financial position.
The Company recognizes the benefit of a tax position taken on a tax return, if that position is more likely than not of being sustained on audit, based on the technical merits of the position. An uncertain income tax position is not recognized if it has less than a 50% likelihood of being sustained. The Company recognizes interest and penalties accrued related to uncertain tax positions in operating expense.
Purchase of Common Stock
The Company's Board of Directors has authorized management to repurchase outstanding common stock of the Company from time to time on the open market or in privately negotiated transactions. The authorization does not require the Company to repurchase a specific number of shares and the Company may terminate the repurchase program at any time. Upon the retirement of common stock repurchased, the excess purchase price over the par value for retired shares of common stock is recorded to additional paid-in-capital.
Stock Warrants
The Company’s accounting for warrants issued to a lessee is determined in accordance with the financial reporting guidance for equity-based payments to non-employees and for financial instruments. The warrants issued to a lessee are recorded as a lease incentive asset using their fair value at the time of issuance. The lease incentive is amortized against revenues over the duration of related aircraft leases. The unexercised warrants are classified in liabilities and re-measured to fair value at the end of each reporting period, resulting in a non-operating gain or loss.
Comprehensive Income
Comprehensive income includes net earnings and other comprehensive income or loss. Other comprehensive income or loss results from certain changes in the Company’s liabilities for pension and other post-retirement benefits, gains and losses associated with interest rate hedging instruments and fluctuations in currency exchange rates related to the foreign affiliate.
Fair Value Information
Assets or liabilities that are required to be measured at fair value are reported using the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. FASB ASC Topic 820-10 Fair Value Measurements and Disclosures establishes three levels of input that may be used to measure fair value:
 
•
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. 
•
Level 2: Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. 
•
Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include items where the determination of fair value requires significant management judgment or estimation.
Revenue Recognition
Aircraft lease revenues are recognized as operating lease revenues on a straight-line basis over the term of the applicable lease agreements. Revenues generated from airline service agreements are typically recognized based on hours flown or the amount of aircraft and crew resources provided during a reporting period. Certain agreements include provisions for incentive payments based upon on-time reliability. These incentives are typically measured on a monthly basis and recorded to revenue in the corresponding month earned. Revenues for operating expenses that are reimbursed through airline service agreements, including consumption of aircraft fuel, are generally recognized net, as the costs are incurred. Revenues from charter service agreements are recognized on scheduled and non-scheduled flights when the specific flight has been completed. Contracts for the sale of aircraft parts typically result in the recognition of revenue when the parts are delivered. Effective January 1, 2018, the Company records revenues and estimated earnings over time for its airframe maintenance and aircraft modification contracts based on the percentage of costs completed. Prior to January 1, 2018, revenues earned and expenses incurred in providing aircraft-related maintenance, repair or modification services were usually recognized in the period in which the services were completed
and delivered to the customer. Revenues derived from sorting parcels are recognized in the reporting period in which the services are performed.
Accounting Standards Updates
Effective January 1, 2018, the Company adopted the Financial Accounting Standards Board's ("FASB") Accounting Standards Update ("ASU") No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” ("Topic 606”) which superseded previous revenue recognition guidance. Topic 606 is a comprehensive revenue recognition model that requires a company to recognize revenue to depict the transfer of goods or services to a customer at an amount that reflects the consideration it expects to receive in exchange for those goods or services. The Company's lease revenues within the scope of Accounting Standards Codification 840, Leases, ("Topic 840") are specifically excluded from Topic 606.
The Company determined that under Topic 606, it is an agent for aviation fuel and certain other costs reimbursed by customers under its ACMI and CMI contracts and for certain cargo handling services that it arranges for a customer. Under Topic 606, such reimbursed amounts are reported net of the corresponding expenses beginning in 2018. This application of Topic 606 did not have a material impact on the Company's reported earnings in any period.
Under Topic 606, the Company is required to record revenue over time, instead of at the time of completion, for certain customer contracts for airframe and modification services that do not have an alternative use and for which the Company has an enforceable right to payment during the service cycle. The Company adopted the provisions of this new standard using the modified retrospective method which required the Company to record a one-time adjustment to retained earnings for the cumulative effect that the standard had on open contracts at the time of adoption. In conjunction with the adoption of the new standard, the Company accelerated $3.6 million of revenue resulting in an immaterial adjustment to its January 1, 2018 retained deficit for open airframe and modification services contracts.
Effective January 1, 2019, the Company adopted the FASB's ASU No. 2016-02, “Leases (Topic 842)” which superseded previous lease guidance ASC 840, Leases. Topic 842 is a new lease model that requires a company to recognize right-of-use (“ROU”) assets and lease liabilities on the balance sheet. The Company adopted the standard using the modified retrospective approach that does not require the restatement of prior year financial statements. The adoption of Topic 842 did not have a material impact on the Company’s consolidated statement of operations and consolidated statement of cash flows. The adoption of Topic 842 resulted in the recognition of ROU assets and corresponding lease liabilities as of January 1, 2019 in the amount of $52.6 million for leases classified as operating leases. Topic 842 also applies to the Company's aircraft lease revenues, however, the adoption of Topic 842 did not have a significant impact on the Company's accounting for its customer lease agreements.
The Company adopted the package of practical expedients and transition provisions available for expired or existing contracts, which allowed the Company to carryforward its historical assessments of 1) whether contracts are or contain leases, 2) lease classification, and 3) initial direct costs. Additionally, for real estate leases, the Company adopted the practical expedient that allows lessees to treat the lease and non-lease components of leases as a single lease component. The Company also elected the hindsight practical expedient to determine the reasonably certain lease term for existing leases. Further, the Company elected the short-term lease exception policy, permitting it to exclude the recognition requirements for leases with terms of 12 months or less. See Note I for additional information about leases.
In February 2018, the FASB issued ASU No. 2018-02 “Reclassification of Certain Tax Effects From Accumulated Other Comprehensive Income" ("ASU 2018-02"). ASU 2018-02 amends ASC 220, Income Statement - Reporting Comprehensive Income, to allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from U.S. federal tax legislation known as the Tax Cuts and Jobs Act. ASU 2018-02 is effective for years beginning after December 15, 2018 and interim periods within those fiscal years. The Company elected to retain stranded tax effects in accumulated other comprehensive income.
In June 2018, the FASB issued ASU No. 2018-07 “Improvements to Non-employee Share-based Payment Accounting" ("ASU 2018-07"). ASU 2018-07 amends ASC 718, "Compensation - Stock Compensation" ("ASC 718"), with the intent of simplifying the accounting for share-based payments granted to non-employees for goods and services and aligning the accounting for share-based payments granted to non-employees with the accounting for share-based payments granted to employees. The Company adopted ASU 2018-07 on January 1, 2019 using the modified retrospective approach as required. ASU 2018-07 replaced ASC 505-50, "Equity-Based Payments to Nonemployees" ("ASC 505-50") which was previously applied by the Company for warrants granted to Amazon.com,
Inc. ("Amazon") as customer incentives. As a result of ASU 2018-07, the Company applied accounting guidance for financial instruments to the unvested warrants conditionally granted to Amazon in conjunction with an investment agreement reached with Amazon on December 22, 2018. Applying ASU 2018-07 as of January 1, 2019, through the modified retrospective approach, resulted in the recognition of $176.9 million for unvested warrant liabilities, $100.1 million for customer incentive assets and cumulative-effect adjustments of $71.4 million, net of tax, to reduce retained earnings for customer incentives that were not probable of being realized.
The adoption of ASU 2018-07 on January 1, 2019 did not have an impact on the accounting for vested warrants.
In January 2017, the FASB issued ASU "Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment" (“ASU 2017-04”). This new standard eliminates Step 2 from the goodwill impairment test and requires an entity to perform its goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity recognizes an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. ASU 2017-04 is effective for any annual or interim goodwill impairment tests in the fiscal years beginning after December 15, 2019 and must be applied prospectively. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company adopted this new accounting guidance on January 1, 2018. The adoption did not have an impact on the Company's financial position, results of operations, or cash flows.
In March 2017, the FASB issued ASU "Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost "(ASU 2017-07"). ASU 2017-07 requires an employer to report the service cost component of retiree benefits in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit costs are required to be presented separately from the service cost component and outside a subtotal of income from operations. The Company adopted ASU 2017-07 on January 1, 2018, retrospectively to all periods presented. As a result, retiree benefit plan interest expense, investment returns, settlements and other non-service cost components of retiree benefit expenses are excluded from the Company's operating income subtotal as reported in the Company's Consolidated Statement of Operations, but remain included in earnings before income taxes. Information about retiree
benefit plans' interest expense, investment returns and other components of retiree benefit expenses can be found in
Note J.
In June 2016, the FASB issued ASU "Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments. ("ASU 2016-13"). Under ASU 2016-13, an entity is required to utilize an “expected credit loss model” on certain financial instruments, including trade receivables. This model requires an entity to estimate expected credit losses over the lifetime of the financial asset including trade receivables that are not past due. Operating lease receivables are not within the scope of Topic 326. ASU 2016-13 is effective for interim and annual reporting periods beginning after December 15, 2019. The Company adopted the ASU effective January 1, 2020 and does not expect the adoption to have a material impact on the consolidated financial statements or related disclosures.
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Acquisition of Business (Tables)
 12 Months Ended
Dec. 31, 2019
Business Acquisition [Line Items]  
Business Combination, Segment Allocation [Table Text Block] Based on the valuations, the following table summarizes estimated fair values of the assets acquired and liabilities assumed (in thousands) for the consideration paid:
Cash
$
4,693

Accounts receivable
63,041

Other current assets
8,366

Other assets
7,836

Intangibles
140,000

Goodwill
353,466

Property and equipment
328,869

Current liabilities
(32,646
)
Customer deposits
(5,950
)
Net assets acquired
$
867,675
Business Acquisition, Pro Forma Information [Table Text Block]
The following table provides unaudited pro forma financial results (in thousands) for the Company after giving effect to the acquisition of Omni and adjustments described below. This information is based on adjustments to the historical consolidated financial statements of Omni using the purchase method of accounting for business combinations as if the acquisition had taken place on January 1, 2017. The unaudited pro forma adjustments do not include any of the cost savings and other synergies which may result from the acquisition. These unaudited pro forma financial results are based on assumptions considered appropriate by management and include all material adjustments as considered necessary. These unaudited pro forma results have been prepared for comparative purposes only and do not purport to be indicative of results that would have actually been reported as of the date or for the year presented had the acquisition taken place on such date or at the beginning of the year indicated, or to project the Company’s financial position or results of operations which may be reported in the future (in thousands).
 
 
Year Ended December 31,
 
 
2018
 
2017
Pro forma revenues
 
1,320,234

 
1,425,823

Pro forma net earnings from continuing operations
 
88,454

 
13,660

 
 
 
 
 
XML 68 R23.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Quarterly Results (Unaudited)
 12 Months Ended
Dec. 31, 2019
Selected Quarterly Financial Information [Abstract]  
Quarterly Results QUARTERLY RESULTS (Unaudited)
The following is a summary of quarterly results of operations (in thousands, except per share amounts):
 
1st
Quarter
 
2nd
Quarter
 
3rd
Quarter
 
4th
Quarter
2019 (1)
 
 
 
 
 
 
 
Revenues from continuing operations
$
348,183

 
$
334,576

 
$
366,073

 
$
403,351

Operating income from continuing operations
46,528

 
37,482

 
40,766

 
52,221

Net earnings (loss) from continuing operations
22,634

 
(26,632
)
 
105,085

 
(41,104
)
Net earnings from discontinued operations
31

 
31

 
243

 
914

Weighted average shares:
 
 
 
 
 
 
 
Basic
58,838

 
58,909

 
58,919

 
58,929

Diluted
60,437

 
58,909

 
68,718

 
58,929

Earnings (loss) per share from continuing operations
 
 
 
 
 
 
 
Basic
$
0.38

 
$
(0.45
)
 
$
1.78

 
$
(0.70
)
Diluted
$
0.25

 
$
(0.45
)
 
$
0.19

 
$
(0.70
)
2018 (2)
 
 
 
 
 
 
 
Revenues from continuing operations
$
203,040

 
$
203,607

 
$
204,919

 
$
280,779

Operating income from continuing operations
27,643

 
23,898

 
26,827

 
32,650

Net earnings (loss) from continuing operations
15,682

 
24,464

 
32,933

 
(5,196
)
Net earnings (loss) from discontinued operations
196

 
170

 
170

 
866

Weighted average shares:
 
 
 
 
 
 
 
Basic
58,840

 
58,739

 
58,739

 
58,740

Diluted
59,558

 
68,363

 
68,323

 
58,740

Earnings (loss) per share from continuing operations
 
 
 
 
 
 
 
Basic
$
0.27

 
$
0.42

 
$
0.56

 
$
(0.09
)
Diluted
$
0.26

 
$
0.21

 
$
0.24

 
$
(0.09
)

 
1.
During 2019, the Company recorded a $4.5 million gain, a $35.9 million loss, a $92.0 million gain and a $72.9 million loss on the remeasurement of financial instruments, primarily related to the warrants issued to Amazon for the quarters ended March 31, 2019, June 30, 2019, September 30, 2019 and December 31, 2019, respectively.
2.
During 2018, the Company recorded a $0.9 million loss, a $11.7 million gain, a $17.9 million gain and a $21.4 million gain on the remeasurement of financial instruments, primarily related to the warrants issued to Amazon for the quarters ended March 31, 2018, June 30, 2018, September 30, 2018 and December 31, 2018, respectively.
XML 69 R27.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Summary of Financial Statement Preparation and Significant Accounting Policies (Tables)
 12 Months Ended
Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Property, Plant and Equipment Depreciable lives are summarized as follows:
Boeing 777, 767, 757 and 737 aircraft and flight equipment
7 to 18 years
Ground equipment
3 to 10 years
Leasehold improvements, facilities and office equipment
3 to 25 years
Property and equipment, to be held and used, is summarized as follows (in thousands):
 
 
December 31,
2019
 
December 31,
2018
Flight equipment
$
2,598,113

 
$
2,340,840

Ground equipment
59,628

 
57,455

Leasehold improvements, facilities and office equipment
33,649

 
28,745

Aircraft modifications and projects in progress
220,827

 
74,449

 
2,912,217

 
2,501,489

Accumulated depreciation
(1,146,197
)
 
(946,484
)
Property and equipment, net
$
1,766,020

 
$
1,555,005
XML 70 R36.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Accumulated Other Comprehensive Income (Loss) (Tables)
 12 Months Ended
Dec. 31, 2019
Other Comprehensive Income [Abstract]  
Schedule of Accumulated Other Comprehensive Income (Loss)
Accumulated other comprehensive income (loss) includes the following items by components for the years ended December 31, 2019, 2018 and 2017 (in thousands):
 
 
Defined Benefit Pension
 
Defined Benefit Post-Retirement
 
Foreign Currency Translation
 
Total
Balance as of January 1, 2017
 
(77,088
)
 
(1,301
)
 
(1,477
)
 
(79,866
)
Other comprehensive income (loss) before reclassifications:
 
 
 
 
 
 
 
 
Actuarial gain (loss) for retiree liabilities
 
3,116

 
63

 
—

 
3,179

Foreign currency translation adjustment
 
—

 
—

 
195

 
195

Amounts reclassified from accumulated other comprehensive income:
 
 
 
 
 
 
 
 
Plan curtailment and settlement
 
12,923

 

 
—

 
12,923

Actuarial costs (reclassified to salaries, wages and benefits)
 
7,778

 
283

 
—

 
8,061

Negative prior service cost (reclassified to salaries, wages and benefits)
 
—

 
(51
)
 
—

 
(51
)
Income Tax (Expense) or Benefit
 
(7,304
)
 
(91
)
 
(66
)
 
(7,461
)
Other comprehensive income (loss), net of tax
 
16,513

 
204

 
129

 
16,846

Balance as of December 31, 2017
 
(60,575
)
 
(1,097
)
 
(1,348
)
 
(63,020
)
Other comprehensive income (loss) before reclassifications:
 
 
 
 
 
 
 
 
Actuarial gain (loss) for retiree liabilities
 
(41,051
)
 
117

 
—

 
(40,934
)
Foreign currency translation adjustment
 
—

 
—

 
(171
)
 
(171
)
Amounts reclassified from accumulated other comprehensive income:
 
 
 
 
 
 
 
 
Actuarial costs (reclassified to salaries, wages and benefits)
 
3,547

 
219

 
—

 
3,766

Income Tax (Expense) or Benefit
 
9,037

 
(80
)
 
40

 
8,997

Other comprehensive income (loss), net of tax
 
(28,467
)
 
256

 
(131
)
 
(28,342
)
Balance as of December 31, 2018
 
(89,042
)
 
(841
)
 
(1,479
)
 
(91,362
)
Other comprehensive income (loss) before reclassifications:
 
 
 
 
 
 
 
 
Actuarial gain (loss) for retiree liabilities
 
20,793

 
7

 
—

 
20,800

Foreign currency translation adjustment
 
—

 
—

 
(18
)
 
(18
)
Amounts reclassified from accumulated other comprehensive income:
 
 
 
 
 
 
 
 
Foreign currency loss
 
—

 
—

 
2,253

 
2,253

Actuarial costs (reclassified to salaries, wages and benefits)
 
15,528

 
172

 
—

 
15,700

Income Tax (Expense) or Benefit
 
(8,431
)
 
(40
)
 
(768
)
 
(9,239
)
Other comprehensive income (loss), net of tax
 
27,890

 
139

 
1,467

 
29,496

Balance as of December 31, 2019
 
(61,152
)
 
(702
)
 
(12
)
 
(61,866
)
XML 71 R32.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Commitments and Contingencies (Tables)
 12 Months Ended
Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]  
Lessee, Operating Lease, Liability, Maturity [Table Text Block] As of December 31, 2019, the maturities of operating lease liabilities are as follows (in thousands):
 
 
Operating Leases
2020
 
$
14,549

2021
 
10,425

2022
 
6,764

2023
 
6,138

2024
 
4,940

2025 and beyond
 
5,155

Total undiscounted cash payments
 
47,971

Less: amount representing interest
 
(4,780
)
Present value of future minimum lease payments
 
43,191

Less: current obligations under leases
 
12,857

Long-term lease obligation
 
$
30,334
Schedule of Future Minimum Rental Payments for Operating Leases
The future minimum lease payments of the Company as of December 31, 2018 are scheduled below (in thousands):
 
 
Operating Leases
2019
 
$
17,505

2020
 
15,418

2021
 
12,703

2022
 
6,735

2023
 
4,641

2024 and beyond
 
12,462

Total minimum lease payments
 
$
69,464
Schedules of Concentration of Risk, by Risk Factor
As of December 31, 2019, the flight crewmember employees of ABX, ATI and Omni and flight attendant employees of ATI and Omni were represented by the labor unions listed below:
Airline
Labor Agreement Unit
Percentage of
the Company’s
Employees
ABX
International Brotherhood of Teamsters
5.3%
ATI
Air Line Pilots Association
8.3%
OAI
International Brotherhood of Teamsters
7.1%
ATI
Association of Flight Attendants
0.9%
OAI
Association of Flight Attendants
7.3%
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Stock-Based Compensation
 12 Months Ended
Dec. 31, 2019
Share-based Payment Arrangement [Abstract]  
Stock-Based Compensation STOCK-BASED COMPENSATION
The Company's Board of Directors has granted stock incentive awards to certain employees and board members pursuant to a long term incentive plan which was approved by the Company's stockholders in May 2005 and in May 2015. Employees have been awarded non-vested stock units with performance conditions, non-vested stock units with market conditions and non-vested restricted stock. The restrictions on the non-vested restricted stock awards lapse at the end of a specified service period, which is typically three years from the date of grant. Restrictions could lapse sooner upon a business combination, death, disability or after an employee qualifies for retirement. The non-vested stock units will be converted into a number of shares of Company stock depending on performance and market conditions at the end of a specified service period, lasting approximately three years. The performance condition awards will be converted into a number of shares of Company stock based on the Company's average return on invested capital during the service period. Similarly, the market condition awards will be converted into a number of shares depending on the appreciation of the Company's stock compared to the NASDAQ Transportation Index. Board members were granted time-based awards with vesting periods of approximately six or twelve months. The Company expects to settle all of the stock unit awards by issuing new shares of stock. The table below summarizes award activity.
 
Year Ended December 31
 
2019
 
2018
 
2017
 
Number of
Awards
 
Weighted
average
grant-date
fair value
 
Number of
Awards
 
Weighted
average
grant-date
fair value
 
Number of
Awards
 
Weighted
average
grant-date
fair value
Outstanding at beginning of period
969,928

 
$
15.89

 
873,849

 
$
12.30

 
1,040,569

 
$
9.97

Granted
302,596

 
23.22

 
304,795

 
24.18

 
243,940

 
17.52

Converted
(291,064
)
 
17.14

 
(205,616
)
 
12.74

 
(320,810
)
 
9.47

Expired
(7,900
)
 
23.78

 
(500
)
 
28.38

 
(82,050
)
 
9.22

Forfeited
(9,728
)
 
23.37

 
(2,600
)
 
26.76

 
(7,800
)
 
13.55

Outstanding at end of period
963,832

 
$
17.67

 
969,928

 
$
15.89

 
873,849

 
$
12.30

Vested
476,389

 
$
11.11

 
463,422

 
$
10.25

 
441,424

 
$
7.61


The average grant-date fair value of each performance condition award, non-vested restricted stock award and time-based award granted by the Company was $22.80, $25.15 and $16.72 for 2019, 2018 and 2017, respectively, the fair value of the Company’s stock on the date of grant. The average grant-date fair value of each market condition award granted was $24.75, $31.60 and $20.18 for 2019, 2018 and 2017, respectively. The market condition awards were valued using a Monte Carlo simulation technique based on volatility over three years for the awards granted in 2019, 2018 and 2017 using daily stock prices and using the following variables:
 
2019
 
2018
 
2017
Risk-free interest rate
2.5%
 
2.4%
 
1.7%
Volatility
35.6%
 
33.8%
 
34.7%
For the years ended December 31, 2019, 2018 and 2017, the Company recorded expense of $7.0 million, $5.0 million and $3.6 million, respectively, for stock incentive awards. At December 31, 2019, there was $6.7 million of unrecognized expense related to the stock incentive awards that is expected to be recognized over a weighted-average period of 1.5 years. As of December 31, 2019, none of the awards were convertible, 337,060 units of the Board members' time-based awards had vested and none of the outstanding shares of the restricted stock had vested. These awards could result in a maximum number of 1,198,507 additional outstanding shares of the Company’s common stock depending on service, performance and market results through December 31, 2021.
XML 74 R11.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Fair Value Measurements
 12 Months Ended
Dec. 31, 2019
Fair Value Disclosures [Abstract]  
Fair Value Measurements FAIR VALUE MEASUREMENTS
The Company’s money market funds and interest rate swaps are reported on the Company’s consolidated balance sheets at fair values based on market values from comparable transactions. The fair value of the Company’s money market funds, convertible note, convertible note hedges and interest rate swaps are based on observable inputs (Level 2) from comparable market transactions.
The fair value of the stock warrant obligations resulting from aircraft leased to Amazon were determined using a Black-Scholes pricing model which considers various assumptions, including the Company’s common stock price, the volatility of the Company’s common stock, the expected dividend yield, exercise price and the risk-free interest rate (Level 2 inputs). The fair value of the stock warrant obligations for unvested stock warrants, conditionally granted to Amazon for the execution of incremental, future aircraft leases, include additional assumptions including the expected exercise prices and the probabilities that future leases will occur (Level 3 inputs).
The following table reflects assets and liabilities that are measured at fair value on a recurring basis (in thousands):
As of December 31, 2019
Fair Value Measurement Using
 
Total
 
Level 1
 
Level 2
 
Level 3
 
Assets
 
 
 
 
 
 
 
Cash equivalents—money market
$
—

 
$
1,129

 
$
—

 
$
1,129

Interest rate swap
—

 
111

 
—

 
111

Total Assets
$
—

 
$
1,240

 
$
—

 
$
1,240

Liabilities
 
 
 
 
 
 
 
Interest rate swap
$
—

 
$
(8,237
)
 
$
—

 
$
(8,237
)
Stock warrant obligations
—

 
(340,767
)
 
(42,306
)
 
(383,073
)
Total Liabilities
$
—

 
$
(349,004
)
 
$
(42,306
)
 
$
(391,310
)
As of December 31, 2018
Fair Value Measurement Using
 
Total
 
Level 1
 
Level 2
 
Level 3
 
Assets
 
 
 
 
 
 
 
Cash equivalents—money market
$
—

 
$
17,986

 
$
—

 
$
17,986

Interest rate swap
—

 
2,971

 
—

 
2,971

Total Assets
$
—

 
$
20,957

 
$
—

 
$
20,957

Liabilities
 
 
 
 
 
 
 
Interest rate swap
$
—

 
$
(1,138
)
 
$
—

 
$
(1,138
)
Stock warrant obligation
—

 
(203,782
)
 
—

 
(203,782
)
Total Liabilities
$
—

 
$
(204,920
)
 
$
—

 
$
(204,920
)

At December 31, 2019, vested stock warrants having an exercise price of $9.73 were valued at $13.93 each using a risk-free interest rate of 1.6% and a stock volatility of 35%, based on the time period corresponding with the expiration period of the warrants. At December 31, 2019, vested stock warrants from the 2018 Amazon agreements having an exercise price of $21.53 were valued at $9.30 each, using a risk-free interest rate of 1.8% and a stock volatility of 35.0%, based on the time period corresponding with the expiration period of the warrants. At December 31, 2019, unvested stock warrants from the 2018 Amazon agreement were valued using additional assumptions for an expected grant date, expected exercise price, the risk free rate to the expected grant date and the probabilities that future leases will occur. At December 31, 2018, each vested stock warrant having an exercise price of $9.73 was valued at $13.76 using a risk-free rate of 2.5% and a stock volatility of 37.5%.
The fair value of the note conversion obligations were estimated using discounted cash flows and the fair value of convertible note hedges were estimated using a Black-Scholes pricing model and incorporate the terms and conditions of the underlying financial instruments (Level 2 Inputs). The valuations are, among other things, subject to changes in both the Company's credit worthiness and the counter-parties to the instruments as well as changes in general market conditions. While the change in fair value of the note conversion obligations and the convertible note hedges are generally expected to move in opposite directions, the net change in any given period may be material. At December 31, 2018, the value of the convertible note hedges and note conversion obligations were valued at $50.0 million and $50.8 million respectively.
As a result of lower market interest rates compared to the stated interest rates of the Company’s fixed rate debt obligations, the fair value of the Company’s debt obligations, based on Level 2 observable inputs, was approximately $2.7 million less than the carrying value, which was $1,484.4 million at December 31, 2019. As of December 31, 2018, the fair value of the Company’s debt obligations was approximately $6.0 million less than the carrying value, which was $1,401.3 million. The non-financial assets, including goodwill, intangible assets and property and equipment are measured at fair value on a non-recurring basis.
XML 75 R15.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Pension and Other Post-Retirement Benefit Plans
 12 Months Ended
Dec. 31, 2019
Retirement Benefits [Abstract]  
Pension and Other Post-Retirement Benefit Plans PENSION AND OTHER POST-RETIREMENT BENEFIT PLANS
Defined Benefit and Post-retirement Healthcare Plans
ABX sponsors a qualified defined benefit pension plan for ABX crewmembers and a qualified defined benefit pension plan for a major portion of its other ABX employees that meet minimum eligibility requirements. ABX also sponsors non-qualified defined benefit pension plans for certain employees. These non-qualified plans are unfunded. Employees are no longer accruing benefits under any of the defined benefit pension plans. ABX also sponsors a post-retirement healthcare plan for its ABX crewmembers, which is unfunded. Benefits for covered individuals terminate upon reaching age 65 under the post-retirement healthcare plans.
The accounting and valuation for these post-retirement obligations are determined by prescribed accounting and actuarial methods that consider a number of assumptions and estimates. The selection of appropriate assumptions and estimates is significant due to the long time period over which benefits will be accrued and paid. The long term nature of these benefit payouts increases the sensitivity of certain estimates of our post-retirement obligations. The assumptions considered most sensitive in actuarially valuing ABX’s pension obligations and determining related expense amounts are discount rates and expected long term investment returns on plan assets. Additionally, other assumptions concerning retirement ages, mortality and employee turnover also affect the valuations. Actual results and future changes in these assumptions could result in future costs significantly higher than those recorded in our results of operations.
ABX measures plan assets and benefit obligations as of December 31 of each year. Information regarding ABX’s sponsored defined benefit pension plans and post-retirement healthcare plans follow below. The accumulated benefit obligation reflects pension benefit obligations based on the actual earnings and service to-date of current employees.
On August 30, 2017, the Company transferred investment assets totaling $106.6 million from the pension plan trust to purchase a group annuity contract from Mutual of America Life Insurance Company ("MUA"). The group annuity contract transfers payment obligations for pension benefits owed to certain former, non-pilot retirees of ABX (or their beneficiaries) to MUA. As a result of the transaction, the Company recognized pre-tax settlement charges of $5.3 million to continued operations and $7.6 million to discontinued operations due to the reclassification of $12.9 million of pretax losses from accumulated other comprehensive loss.
Funded Status  (in thousands):
 
Pension Plans
 
Post-retirement
Healthcare Plans
 
2019
 
2018
 
2019
 
2018
Accumulated benefit obligation
$
779,031

 
$
690,729

 
$
3,707

 
$
3,824

Change in benefit obligation
 
 
 
 
 
 
 
Obligation as of January 1
$
690,729

 
$
740,783

 
$
3,824

 
$
4,056

Service cost
—

 
—

 
107

 
123

Interest cost
31,299

 
29,135

 
148

 
127

Plan transfers
3,313

 
1,603

 
—

 
—

Benefits paid
(31,718
)
 
(29,439
)
 
(365
)
 
(365
)
Actuarial (gain) loss
85,408

 
(51,353
)
 
(7
)
 
(117
)
Obligation as of December 31
$
779,031

 
$
690,729

 
$
3,707

 
$
3,824

Change in plan assets
 
 
 
 
 
 
 
Fair value as of January 1
$
625,646

 
$
681,573

 
$
—

 
$
—

Actual gain (loss) on plan assets
144,108

 
(51,274
)
 
—

 
—

Plan transfers
3,313

 
1,603

 
—

 
—

Return of excess premiums
—

 
963

 
—

 
—

Employer contributions
5,414

 
22,220

 
365

 
365

Benefits paid
(31,718
)
 
(29,439
)
 
(365
)
 
(365
)
Fair value as of December 31
$
746,763

 
$
625,646

 
$
—

 
$
—

Funded status
 
 
 
 
 
 
 
Overfunded plans, net asset
$
4,996

 
$
—

 
$
—

 
$
—

Underfunded plans
 
 
 
 
 
 
 
Current liabilities
$
(3,796
)
 
$
(3,971
)
 
$
(431
)
 
$
(451
)
Non-current liabilities
$
(33,468
)
 
$
(61,112
)
 
$
(3,276
)
 
$
(3,373
)


Components of Net Periodic Benefit Cost
ABX’s net periodic benefit costs for its defined benefit pension plans and post-retirement healthcare plans for the years ended December 31, 2019, 2018 and 2017, are as follows (in thousands):
 
Pension Plans
 
Post-Retirement Healthcare Plan
 
2019
 
2018
 
2017
 
2019
 
2018
 
2017
Service cost
$
—

 
$
—

 
$
—

 
$
107

 
$
123

 
158

Interest cost
31,299

 
29,135

 
33,585

 
148

 
127

 
142

Expected return on plan assets
(37,907
)
 
(42,093
)
 
(42,080
)
 
—

 
—

 
—

Curtailments and settlements
—

 
—

 
12,923

 
—

 
—

 
—

Amortization of prior service cost
—

 
—

 
—

 
—

 
—

 
(51
)
Amortization of net (gain) loss
15,528

 
3,547

 
7,778

 
172

 
219

 
283

Net periodic benefit cost (income)
$
8,920

 
$
(9,411
)
 
$
12,206

 
$
427

 
$
469

 
$
532



Unrecognized Net Periodic Benefit Expense
The pre-tax amounts in accumulated other comprehensive loss that have not yet been recognized as components of net periodic benefit expense at December 31 are as follows (in thousands):
 
Pension Plans
 
Post-Retirement
Healthcare Plans
 
2019
 
2018
 
2019
 
2018
Unrecognized prior service cost
$
—

 
$
—

 
$
—

 
$
—

Unrecognized net actuarial loss
89,871

 
126,192

 
1,031

 
1,210

Accumulated other comprehensive loss
$
89,871

 
$
126,192

 
$
1,031

 
$
1,210


The amounts of unrecognized net actuarial loss recorded in accumulated other comprehensive loss that is expected to be recognized as components of net periodic benefit expense during 2020 is $3.8 million and $0.1 million for the pension plans and the post-retirement healthcare plans, respectively.
Assumptions
Assumptions used in determining the funded status of ABX’s pension plans at December 31 were as follows:
 
 
Pension Plans
 
2019
 
2018
 
2017
Discount rate - crewmembers
3.65%
 
4.65%
 
4.00%
Discount rate - non-crewmembers
3.70%
 
4.65%
 
4.05%
Expected return on plan assets
6.10%
 
6.20%
 
6.25%

Net periodic benefit cost was based on the discount rate assumptions at the end of the previous year.
The discount rate used to determine post-retirement healthcare obligations was 2.60%, 4.10% and 3.30% for pilots at December 31, 2019, 2018 and 2017, respectively. Post-retirement healthcare plan obligations have not been funded. The Company's retiree healthcare contributions have been fixed for each participant, accordingly, healthcare cost trend rates do not affect the post-retirement healthcare obligations.

Plan Assets
The weighted-average asset allocations by asset category are as shown below:
 
 
Composition of Plan Assets
as of December 31
Asset category
2019
 
2018
Cash
—
%
 
1
%
Equity securities
26
%
 
25
%
Fixed income securities
74
%
 
74
%
 
100
%
 
100
%

ABX uses an investment management firm to advise it in developing and executing an investment policy. The portfolio is managed with consideration for diversification, quality and marketability. The investment policy permits the following ranges of asset allocation: equities – 15% to 35%; fixed income securities – 60% to 80%; cash – 0% to 10%. Except for U.S. Treasuries, no more than 10% of the fixed income portfolio and no more than 5% of the equity portfolio can be invested in securities of any single issuer.
The overall expected long term rate of return was developed using various market assumptions in conjunction with the plans’ targeted asset allocation. The assumptions were based on historical market returns.
Cash Flows
In 2019 and 2018, the Company made contributions to its defined benefit plans of $5.4 million and $22.2 million, respectively. The Company estimates that its contributions in 2020 will be approximately $10.9 million for its defined benefit pension plans and $0.4 million for its post-retirement healthcare plans.
The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid out of the respective plans as follows (in thousands):
 
Pension
Benefits
 
Post-retirement
Healthcare
Benefits
2020
$
37,829

 
$
431

2021
38,583

 
483

2022
41,350

 
511

2023
43,759

 
545

2024
45,496

 
520

Years 2025 to 2029
239,019

 
1,724


Fair Value Measurements
The pension plan assets are stated at fair value. The following is a description of the valuation methodologies used for the investments measured at fair value, including the general classification of such instruments pursuant to the valuation hierarchy.
Common Trust Funds—Common trust funds are composed of shares or units in non-publicly traded funds whereby the underlying assets in these funds (cash, cash equivalents, fixed income securities and equity securities) are publicly traded on exchanges and price quotes for the assets held by these funds are readily available. Holdings of common trust funds are classified as Level 2 investments.
Corporate Stock—This investment category consists of common and preferred stock issued by domestic and international corporations that are regularly traded on exchanges and price quotes for these shares are readily available. These investments are classified as Level 1 investments.
Mutual Funds—Investments in this category include shares in registered mutual funds, unit trust and commingled funds. These funds consist of domestic equity, international equity and fixed income strategies. Investments in this category that are publicly traded on an exchange and have a share price published at the close of each business day are classified as Level 1 investments and holdings in the other mutual funds are classified as Level 2 investments.
Fixed Income Investments—Securities in this category consist of U.S. Government or Agency securities, state and local government securities, corporate fixed income securities or pooled fixed income securities. Securities in this category that are valued utilizing published prices at the close of each business day are classified as Level 1 investments. Those investments valued by bid data prices provided by independent pricing sources are classified as Level 2 investments.
The pension plan assets measured at fair value on a recurring basis were as follows (in thousands):
As of December 31, 2019
Fair Value Measurement Using
 
Total
 
Level 1
 
Level 2
 
Plan assets
 
 
 
 
 
Common trust funds
$
—

 
$
3,467

 
$
3,467

Corporate stock
14,553

 
442

 
14,995

Mutual funds
59,710

 
117,067

 
176,777

Fixed income investments
—

 
549,441

 
549,441

Benefit Plan Assets
$
74,263

 
$
670,417

 
$
744,680

 
 
 
 
 
 
Investments measured at net asset value ("NAV")
 
 
 
 
2,083

Total benefit plan assets


 


 
$
746,763

As of December 31, 2018
Fair Value Measurement Using
 
Total
 
Level 1
 
Level 2
 
Plan assets
 
 
 
 
 
Common trust funds
$
—

 
$
3,961

 
$
3,961

Corporate stock
13,142

 
—

 
13,142

Mutual funds
48,645

 
91,085

 
139,730

Fixed income investments
2,065

 
462,149

 
464,214

Benefit Plan Assets
$
63,852

 
$
557,195

 
$
621,047

 
 
 
 
 
 
Investments measured at net asset value ("NAV")
 
 
 
 
4,599

Total benefit plan assets


 


 
$
625,646


Investments that were measured at NAV per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. These investments include hedge funds, private equity and real estate funds. Management’s estimates are based on information provided by the fund managers or general partners of those funds.
Hedge Funds and Private Equity—These investments are not readily tradeable and have valuations that are not based on readily observable data inputs. The fair value of these assets is estimated based on information provided by the fund managers or the general partners. These assets have been valued using NAV as a practical expedient.
The following table presents investments measured at fair value based on NAV per share as a practical expedient:
 
Fair Value
 
Redemption Frequency
 
Redemption Notice Period
 
Unfunded Commitments
As of December 31, 2019
 
 
 
 
 
 
 
Hedge Funds & Private Equity
$
2,083

 
(1) (2)
 
90 days
 
$
—

Real Estate
—

 
(3)
 
90 days
 
—

Total investments measured at NAV
$
2,083

 
 
 
 
 
$
—


 
 
 
 
 
 
 
As of December 31, 2018
 
 
 
 
 
 
 
Hedge Funds & Private Equity
$
4,599

 
(1) (2)
 
90 days
 
$
—

Real Estate
—

 
(3)
 
90 days
 
—

Total investments measured at NAV
$
4,599

 
 
 
 
 
$
—



(1) Quarterly - hedge funds
(2) None - private equity
(3) Monthly

Defined Contribution Plans
The Company sponsors defined contribution capital accumulation plans (401k) that are funded by both voluntary employee salary deferrals and by employer contributions. Expenses for defined contribution retirement plans were $12.6 million, $9.0 million and $7.8 million for the years ended December 31, 2019, 2018 and 2017, respectively.
XML 76 R74.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes (Unrecognized Tax Benefits) (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]    
As of January 1 $ 0 $ 0
As of December 31 $ 0 $ 0
XML 77 R84.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Acquisition of Business (Details) - USD ($)
$ in Thousands
 3 Months Ended 10 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Nov. 09, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Business Acquisition [Line Items]                        
REVENUES $ 403,351 $ 366,073 $ 334,576 $ 348,183 $ 280,779 $ 204,919 $ 203,607 $ 203,040   $ 1,452,183 $ 892,345 $ 1,068,200
Goodwill 395,974       390,745         395,974 390,745 37,279
Business Combination, Acquisition Related Costs                   373 5,264 0
Long-term Debt 1,484,384       1,401,252         1,484,384 1,401,252  
Business Combination, Separately Recognized Transactions, Additional Disclosures, Acquisition Cost Expensed                 $ 5,300      
Pro Forma [Member]                        
Business Acquisition [Line Items]                        
Depreciation                 10,000     10,600
REVENUES                     1,320,234 1,425,823
Business Acquisition, Pro Forma Income (Loss) from Continuing Operations, Net of Tax                     88,454 $ 13,660
Omni Air [Member]                        
Business Acquisition [Line Items]                        
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents                 4,693      
Business Combination, Acquired Receivables, Estimated Uncollectible                 63,041      
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets                 8,366      
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets                 7,836      
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill                 140,000      
Goodwill                 353,466      
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment                 328,869      
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities                 (32,646)      
Business Combination, Contingent Consideration, Liability                 (5,950)      
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net                 867,675      
Payments to Acquire Businesses, Gross                 867,700      
Revolving Credit Facility [Member]                        
Business Acquisition [Line Items]                        
Long-term Debt $ 632,900       $ 475,000         $ 632,900 $ 475,000  
Line of Credit Facility, Accordion Feature Amount                 180,000      
Senior Notes 2nd Term Loan [Member]                        
Business Acquisition [Line Items]                        
Long-term Debt                 $ 675,000      
XML 78 R80.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Segment Information (Narrative) (Details)
$ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2019
USD ($)
Sep. 30, 2019
USD ($)
Jun. 30, 2019
USD ($)
Mar. 31, 2019
USD ($)
Dec. 31, 2018
USD ($)
Sep. 30, 2018
USD ($)
Jun. 30, 2018
USD ($)
Mar. 31, 2018
USD ($)
Dec. 31, 2019
USD ($)
segments
Dec. 31, 2018
USD ($)
Dec. 31, 2017
USD ($)
Segment Reporting Information [Line Items]                      
REVENUES $ 403,351 $ 366,073 $ 334,576 $ 348,183 $ 280,779 $ 204,919 $ 203,607 $ 203,040 $ 1,452,183 $ 892,345 $ 1,068,200
Deferred Revenue, Revenue Recognized                 2,800 9,300  
Deferred Revenue 3,000       $ 3,100       $ 3,000 3,100  
Number of reportable segments (in segments) | segments                 2    
Interest expense                 $ 66,644 28,799 17,023
Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                 1,452,183 892,345 1,068,200
ACMI Services [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                 1,078,288 548,839 614,741
Interest expense                 24,950 6,269 810
Property, Plant and Equipment, Additions                 87,200    
ACMI Services [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                   548,804 614,721
CAM [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                 285,276 228,956 209,213
Interest expense                 38,300 21,819 15,585
Property, Plant and Equipment, Additions                 368,800    
CAM [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                   156,516 140,434
Geographic Distribution, Foreign [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                 716,900 231,800 $ 170,100
Flight Equipment [Member]                      
Segment Reporting Information [Line Items]                      
Operating Leases, Future Minimum Payments Receivable, Current 186,800               186,800    
Operating Leases, Future Minimum Payments Receivable, in Two Years 178,200               178,200    
Operating Leases, Future Minimum Payments Receivable, in Three Years 152,000               152,000    
Operating Leases, Future Minimum Payments Receivable, in Four Years 110,100               110,100    
Operating Leases, Future Minimum Payments Receivable, in Five Years 75,500               75,500    
Operating Leases, Future Minimum Payments Receivable, Thereafter $ 186,200               $ 186,200    
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                   (357,295)  
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | ACMI Services [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                   (194,308)  
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | CAM [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                   $ 0  
XML 79 R70.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes (Deferred Taxes) (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Operating Loss Carryforwards [Line Items]    
deferred tax asset, warrant remeasurement $ 17,174 $ 7,314
Deferred tax assets:    
Net operating loss carryforward and federal credits 40,467 55,760
Post-retirement employee benefits 6,355 13,777
Employee benefits other than post-retirement 9,435 8,751
Inventory reserve 2,055 2,374
Deferred revenue 5,132 4,389
Other 9,309 5,333
Deferred tax assets 98,997 97,698
Deferred Tax Assets, Capital and Operating Leases 9,070 0
Deferred tax liabilities:    
Accelerated depreciation (192,651) (189,719)
Partnership items (6,088) (5,850)
State taxes (12,355) (14,474)
Valuation allowance against deferred tax assets (1,412) (278)
Deferred tax liabilities 226,473 210,941
Net deferred tax (liability) (127,476) (113,243)
Deferred Tax Liabilities, Leasing Arrangements (9,051) 0
Deferred Tax Liabilities, Goodwill $ (4,916) $ (620)
XML 80 R78.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Earnings Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Jun. 06, 2017
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]                        
Stock Repurchased During Period, Shares                       380,637
shares repurchased from related party, price paid                       $ 8,500
purchase price per shares, repurchased shares                       $ 22.42
Earnings Per Share Reconciliation [Abstract]                        
Earnings from continuing operations $ (41,104) $ 105,085 $ (26,632) $ 22,634 $ (5,196) $ 32,933 $ 24,464 $ 15,682 $ 59,983 $ 67,883 $ 21,740  
fair value adjustment to warrants, net of tax                 (6,219) (7,118) 0  
Undistributed Earnings (Loss) from Continuing Operations Available to Common Shareholders, Diluted                 $ 53,764 $ 60,765 $ 21,740  
Weighted-average shares outstanding for basic earnings per share (in shares) 58,929,000 58,919,000 58,909,000 58,838,000 58,740,000 58,739,000 58,739,000 58,840,000 58,899,000 58,765,000 58,907,000  
Restricted stock (in shares)                 317,600 329,600 241,000  
Common equivalent shares:                        
Effect of stock-based compensation awards (in shares)                 10,449,000 9,591,000 779,000  
Weighted-average shares outstanding assuming dilution (in shares) 58,929,000 68,718,000 58,909,000 60,437,000 58,740,000 68,323,000 68,363,000 59,558,000 69,348,000 68,356,000 59,686,000  
Basic earnings per share from continuing operations (in dollars per share) $ (0.70) $ 1.78 $ (0.45) $ 0.38 $ (0.09) $ 0.56 $ 0.42 $ 0.27 $ 1.02 $ 1.16 $ 0.37  
Diluted earnings per share from continuing operations (in dollars per share) $ (0.70) $ 0.19 $ (0.45) $ 0.25 $ (0.09) $ 0.24 $ 0.21 $ 0.26 $ 0.78 $ 0.89 $ 0.36  
Equivalent shares not included in weighted average shares outstanding because they would be anti-dilutive                     7,800,000  
Amazon Warrant AB [Member]                        
Earnings Per Share Reconciliation [Abstract]                        
Class of Warrant or Right, Number of Securities Called by Warrants or Rights 39,500,000       14,800,000       39,500,000 14,800,000    
XML 81 R53.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Debt Obligations (Schedule of Long Term Obligations) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2018
Dec. 31, 2019
May 28, 2019
Nov. 09, 2018
Debt Instrument [Line Items]        
Total long term obligations $ 1,401,252 $ 1,484,384    
Convertible Debt 204,846 213,461    
Other Long-term Debt 0 11,746    
Less: current portion (29,654) (14,707)    
Total long term obligations, net $ 1,371,598 1,469,677    
Senior Notes 2nd Term Loan [Member]        
Debt Instrument [Line Items]        
Total long term obligations       $ 675,000
Unsubordinated term loan and Revolving credit facility [Member]        
Debt Instrument [Line Items]        
Debt Instrument, Collateral, Coverage Percentage 115.00%      
Unsubordinated term loan [Member]        
Debt Instrument [Line Items]        
Total long term obligations $ 721,406 626,277    
Revolving credit facility [Member]        
Debt Instrument [Line Items]        
Total long term obligations $ 475,000 632,900    
Line of Credit Facility, Maximum Borrowing Capacity   $ 750,000 $ 645,000  
line of credit, increase in maximum borrowing capacity       $ 750,000
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Commitments and Contingencies (Commitments) (Details)
$ in Millions
 12 Months Ended
Dec. 31, 2019
USD ($)
Long-term Purchase Commitment [Line Items]  
aircraft purchase deposit $ 23.2
Long-term Purchase Commitment, Amount $ 369.1
XML 84 R37.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Stock-Based Compensation (Tables)
 12 Months Ended
Dec. 31, 2019
Share-based Payment Arrangement [Abstract]  
Schedule of Share-based Compensation, Equity Instruments Other Than Options, Activity The table below summarizes award activity.
 
Year Ended December 31
 
2019
 
2018
 
2017
 
Number of
Awards
 
Weighted
average
grant-date
fair value
 
Number of
Awards
 
Weighted
average
grant-date
fair value
 
Number of
Awards
 
Weighted
average
grant-date
fair value
Outstanding at beginning of period
969,928

 
$
15.89

 
873,849

 
$
12.30

 
1,040,569

 
$
9.97

Granted
302,596

 
23.22

 
304,795

 
24.18

 
243,940

 
17.52

Converted
(291,064
)
 
17.14

 
(205,616
)
 
12.74

 
(320,810
)
 
9.47

Expired
(7,900
)
 
23.78

 
(500
)
 
28.38

 
(82,050
)
 
9.22

Forfeited
(9,728
)
 
23.37

 
(2,600
)
 
26.76

 
(7,800
)
 
13.55

Outstanding at end of period
963,832

 
$
17.67

 
969,928

 
$
15.89

 
873,849

 
$
12.30

Vested
476,389

 
$
11.11

 
463,422

 
$
10.25

 
441,424

 
$
7.61
Schedule of Share-based Payment Award, Equity Instruments Other Than Options, Valuation Assumptions The market condition awards were valued using a Monte Carlo simulation technique based on volatility over three years for the awards granted in 2019, 2018 and 2017 using daily stock prices and using the following variables:
 
2019
 
2018
 
2017
Risk-free interest rate
2.5%
 
2.4%
 
1.7%
Volatility
35.6%
 
33.8%
 
34.7%
XML 85 R33.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Pension and Other Post-Retirement Benefit Plans (Tables)
 12 Months Ended
Dec. 31, 2019
Retirement Benefits [Abstract]  
Schedule of Net Funded Status
Funded Status  (in thousands):
 
Pension Plans
 
Post-retirement
Healthcare Plans
 
2019
 
2018
 
2019
 
2018
Accumulated benefit obligation
$
779,031

 
$
690,729

 
$
3,707

 
$
3,824

Change in benefit obligation
 
 
 
 
 
 
 
Obligation as of January 1
$
690,729

 
$
740,783

 
$
3,824

 
$
4,056

Service cost
—

 
—

 
107

 
123

Interest cost
31,299

 
29,135

 
148

 
127

Plan transfers
3,313

 
1,603

 
—

 
—

Benefits paid
(31,718
)
 
(29,439
)
 
(365
)
 
(365
)
Actuarial (gain) loss
85,408

 
(51,353
)
 
(7
)
 
(117
)
Obligation as of December 31
$
779,031

 
$
690,729

 
$
3,707

 
$
3,824

Change in plan assets
 
 
 
 
 
 
 
Fair value as of January 1
$
625,646

 
$
681,573

 
$
—

 
$
—

Actual gain (loss) on plan assets
144,108

 
(51,274
)
 
—

 
—

Plan transfers
3,313

 
1,603

 
—

 
—

Return of excess premiums
—

 
963

 
—

 
—

Employer contributions
5,414

 
22,220

 
365

 
365

Benefits paid
(31,718
)
 
(29,439
)
 
(365
)
 
(365
)
Fair value as of December 31
$
746,763

 
$
625,646

 
$
—

 
$
—

Funded status
 
 
 
 
 
 
 
Overfunded plans, net asset
$
4,996

 
$
—

 
$
—

 
$
—

Underfunded plans
 
 
 
 
 
 
 
Current liabilities
$
(3,796
)
 
$
(3,971
)
 
$
(431
)
 
$
(451
)
Non-current liabilities
$
(33,468
)
 
$
(61,112
)
 
$
(3,276
)
 
$
(3,373
)
Schedule of Net Benefit Costs
ABX’s net periodic benefit costs for its defined benefit pension plans and post-retirement healthcare plans for the years ended December 31, 2019, 2018 and 2017, are as follows (in thousands):
 
Pension Plans
 
Post-Retirement Healthcare Plan
 
2019
 
2018
 
2017
 
2019
 
2018
 
2017
Service cost
$
—

 
$
—

 
$
—

 
$
107

 
$
123

 
158

Interest cost
31,299

 
29,135

 
33,585

 
148

 
127

 
142

Expected return on plan assets
(37,907
)
 
(42,093
)
 
(42,080
)
 
—

 
—

 
—

Curtailments and settlements
—

 
—

 
12,923

 
—

 
—

 
—

Amortization of prior service cost
—

 
—

 
—

 
—

 
—

 
(51
)
Amortization of net (gain) loss
15,528

 
3,547

 
7,778

 
172

 
219

 
283

Net periodic benefit cost (income)
$
8,920

 
$
(9,411
)
 
$
12,206

 
$
427

 
$
469

 
$
532
Schedule of Net Periodic Benefit Cost Not yet Recognized
The pre-tax amounts in accumulated other comprehensive loss that have not yet been recognized as components of net periodic benefit expense at December 31 are as follows (in thousands):
 
Pension Plans
 
Post-Retirement
Healthcare Plans
 
2019
 
2018
 
2019
 
2018
Unrecognized prior service cost
$
—

 
$
—

 
$
—

 
$
—

Unrecognized net actuarial loss
89,871

 
126,192

 
1,031

 
1,210

Accumulated other comprehensive loss
$
89,871

 
$
126,192

 
$
1,031

 
$
1,210
Schedule of Amounts in Accumulated Other Comprehensive Income (Loss) to be Recognized over Next Fiscal Year
The amounts of unrecognized net actuarial loss recorded in accumulated other comprehensive loss that is expected to be recognized as components of net periodic benefit expense during 2020 is $3.8 million and $0.1 million for the pension plans and the post-retirement healthcare plans, respectively.
Schedule of Assumptions Used
Assumptions used in determining the funded status of ABX’s pension plans at December 31 were as follows:
 
 
Pension Plans
 
2019
 
2018
 
2017
Discount rate - crewmembers
3.65%
 
4.65%
 
4.00%
Discount rate - non-crewmembers
3.70%
 
4.65%
 
4.05%
Expected return on plan assets
6.10%
 
6.20%
 
6.25%
Schedule of Allocation of Plan Assets
The pension plan assets measured at fair value on a recurring basis were as follows (in thousands):
As of December 31, 2019
Fair Value Measurement Using
 
Total
 
Level 1
 
Level 2
 
Plan assets
 
 
 
 
 
Common trust funds
$
—

 
$
3,467

 
$
3,467

Corporate stock
14,553

 
442

 
14,995

Mutual funds
59,710

 
117,067

 
176,777

Fixed income investments
—

 
549,441

 
549,441

Benefit Plan Assets
$
74,263

 
$
670,417

 
$
744,680

 
 
 
 
 
 
Investments measured at net asset value ("NAV")
 
 
 
 
2,083

Total benefit plan assets


 


 
$
746,763

As of December 31, 2018
Fair Value Measurement Using
 
Total
 
Level 1
 
Level 2
 
Plan assets
 
 
 
 
 
Common trust funds
$
—

 
$
3,961

 
$
3,961

Corporate stock
13,142

 
—

 
13,142

Mutual funds
48,645

 
91,085

 
139,730

Fixed income investments
2,065

 
462,149

 
464,214

Benefit Plan Assets
$
63,852

 
$
557,195

 
$
621,047

 
 
 
 
 
 
Investments measured at net asset value ("NAV")
 
 
 
 
4,599

Total benefit plan assets


 


 
$
625,646


The weighted-average asset allocations by asset category are as shown below:
 
 
Composition of Plan Assets
as of December 31
Asset category
2019
 
2018
Cash
—
%
 
1
%
Equity securities
26
%
 
25
%
Fixed income securities
74
%
 
74
%
 
100
%
 
100
%
Schedule of Expected Benefit Payments
The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid out of the respective plans as follows (in thousands):
 
Pension
Benefits
 
Post-retirement
Healthcare
Benefits
2020
$
37,829

 
$
431

2021
38,583

 
483

2022
41,350

 
511

2023
43,759

 
545

2024
45,496

 
520

Years 2025 to 2029
239,019

 
1,724
Schedule of Level Three Defined Benefit Plan Assets Roll Forward
The following table presents investments measured at fair value based on NAV per share as a practical expedient:
 
Fair Value
 
Redemption Frequency
 
Redemption Notice Period
 
Unfunded Commitments
As of December 31, 2019
 
 
 
 
 
 
 
Hedge Funds & Private Equity
$
2,083

 
(1) (2)
 
90 days
 
$
—

Real Estate
—

 
(3)
 
90 days
 
—

Total investments measured at NAV
$
2,083

 
 
 
 
 
$
—


 
 
 
 
 
 
 
As of December 31, 2018
 
 
 
 
 
 
 
Hedge Funds & Private Equity
$
4,599

 
(1) (2)
 
90 days
 
$
—

Real Estate
—

 
(3)
 
90 days
 
—

Total investments measured at NAV
$
4,599

 
 
 
 
 
$
—
XML 86 R10.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Goodwill and Other Intangibles
 12 Months Ended
Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Other Intangibles GOODWILL, INTANGIBLES AND EQUITY INVESTMENTS
As disclosed in Note B, on November 9, 2018, the Company acquired Omni. The purchase price was allocated to tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. The excess purchase price over the estimated fair value of net assets acquired was recorded as goodwill. Identified intangible assets included OAI's certificated authority granted by the FAA to operate as an airline and OAI's long term customer relationships.
On February 1, 2019, the Company acquired a group of companies under common control, referred to as TriFactor. Trifactor resells material handling equipment and provides engineering design solutions for warehousing, retail distribution and e-commerce operations. Revenues and operating expenses include the activities of TriFactor for periods since its acquisition by the Company. The excess purchase price over the estimated fair value of net assets acquired was recorded as goodwill. The acquisition of TriFactor did not have a significant impact on the Company's financial statements or results of operations.
As of December 31, 2019, 2018 and 2017, the goodwill amounts for reporting units that have goodwill were separately tested for impairment. To perform the goodwill impairment test, the Company determined the fair value of the reporting units using industry market multiples and discounted cash flows utilizing a market-derived cost of capital (level 3 fair value inputs). The goodwill amounts were not impaired. The carrying amounts of goodwill are as follows (in thousands):
 
 
CAM
 
ACMI Services
 
All Other
 
Total
Carrying value as of December 31, 2017
 
$
34,395

 
$
—

 
$
2,884

 
$
37,279

Acquisition of Omni
 
118,895

 
234,571

 
—

 
353,466

Carrying value as of December 31, 2018
 
$
153,290

 
$
234,571

 
$
2,884

 
$
390,745

Acquisition of TriFactor
 
—

 
—

 
5,229

 
5,229

Carrying value as of December 31, 2019
 
$
153,290

 
$
234,571

 
$
8,113

 
$
395,974


The Company's acquired intangible assets are as follows (in thousands):
 
 
Airline
 
Amortizing
 
 
 
 
Certificates
 
Intangibles
 
Total
Carrying value as of December 31, 2017
 
$
3,000

 
$
4,298

 
$
7,298

Acquisition of Omni
 
6,000

 
134,000

 
140,000

Amortization
 
—

 
(2,684
)
 
(2,684
)
Carrying value as of December 31, 2018
 
$
9,000

 
$
135,614

 
$
144,614

Amortization
 
—

 
(11,434
)
 
(11,434
)
Right of use asset
 
—

 
(1,500
)
 
(1,500
)
Carrying value as of December 31, 2019
 
$
9,000

 
$
122,680

 
$
131,680


The airline certificates have an indefinite life and therefore are not amortized. The Company amortizes finite-lived intangibles assets, including customer relationship and STC intangibles, over 3 to 19 years. The Company recorded intangible amortization expense of $11.4 million, $2.7 million and $1.2 million for the years ending December 31, 2019, 2018 and 2017, respectively. Estimated amortization expense for the next five years is $11.4 million, $10.6 million, $10.6 million, $10.6 million and $10.6 million.
Stock warrants issued to a lessee (see Note D) as an incentive are recorded as a lease incentive asset using their fair value at the time that the lessee has met its performance obligations and amortized against revenues over the duration of related aircraft leases. The Company's lease incentive granted to the lessee was as follows (in thousands):
 
 
Lease
 
 
Incentive
Carrying value as of December 31, 2017
 
$
80,684

Amortization
 
(16,904
)
Carrying value as of December 31, 2018
 
$
63,780

Adoption of ASU 2018-07
 
100,076

Amortization
 
(17,178
)
Carrying value as of December 31, 2019
 
$
146,678


The lease incentive began to amortize in April 2016 with the commencement of certain aircraft leases. Based on the warrants granted as of December 31, 2019, the Company expects to record amortization, as a reduction to the lease revenue, of $20.5 million, $22.2 million, $22.3 million, $17.7 million and $14.8 million for each of the next five years ending December 31, 2024.
In January 2014, the Company acquired a 25 percent equity interest in West Atlantic AB of Gothenburg, Sweden ("West"). West, through its two airlines, West Atlantic UK and West Atlantic Sweden, operates a fleet of aircraft on behalf of European regional mail carriers and express logistics providers. The airlines operate a combined fleet of British Aerospace ATPs, Bombardier CRJ-200-PFs, and Boeing 767 and 737 aircraft. In April 2019, West issued additional shares to a new investor in conjunction with a capital investment and purchase agreement which reduced the Company's ownership to approximately 10% and reduced the Company's influence over West. West leases three Boeing 767 aircraft and one Boeing 737 from the Company.
On August 3, 2017 the Company entered into a joint-venture agreement with Precision Aircraft Solutions, LLC, to develop a passenger-to-freighter conversion program for Airbus A321-200 aircraft. The Company anticipates approval of a supplemental type certificate from the FAA in 2020. The Company expects to make contributions equal to its 49% ownership percentage of the program's total costs over the next two years. During the 2019, 2018 and 2017 years, the Company contributed $12.3 million, $11.4 million and $8.7 million to the joint venture, respectively. The Company accounts for its investment in the aircraft conversion joint venture under the equity method of accounting, in which the carrying value of each investment is reduced for the Company's share of the non-consolidated affiliates operating results.
The carrying value of West and the joint venture totaled $10.9 million and $12.5 million at December 31, 2019 and 2018, respectively, and are reflected in “Other Assets” in the Company’s consolidated balance sheets. The Company monitors its investments in affiliates for indicators of other-than-temporary declines in value on an ongoing basis in accordance with GAAP. If the Company determines that an other-than-temporary decline in value has occurred, it recognizes an impairment loss, which is measured as the difference between the recorded carrying value and the fair value of the investment. The fair value is generally determined using an income approach based on discounted cash flows or using negotiated transaction values.
XML 87 R14.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Commitments and Contingencies
 12 Months Ended
Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies COMMITMENTS AND CONTINGENCIES
Lease Commitments
The Company leases property, four aircraft, aircraft engines and other types of equipment under operating leases. Property leases include hangars, warehouses, offices and other space at certain airports with fixed rent payments and lease terms ranging from one month to seven years. The Company is obligated to pay the lessor for maintenance, real estate taxes, insurance and other operating expenses on certain property leases. These expenses are variable and are not included in the measurement of the lease asset or lease liability. These expenses are recognized as variable lease expense when incurred and are not material. Equipment leases include ground support and industrial equipment as well as computer hardware with fixed rent payments and terms of one month to five years.
The Company records the initial right-to-use asset and lease liability at the present value of lease payments scheduled during the lease term. For the year ended December 31, 2019, non-cash transactions to recognize right-to-use assets and corresponding liabilities for new leases were $17.0 million. Unless the rate implicit in the lease is readily determinable, the Company discounts the lease payments using an estimated incremental borrowing rate at the time of lease commencement. The Company estimates the incremental borrowing rate based on the information available at the lease commencement date, including the rate the Company could borrow for a similar amount, over a similar lease term with similar collateral. The Company's weighted-average discount rate for operating leases at December 31, 2019 was 4.7%. Leases often include rental escalation clauses, renewal options and/or termination options that are factored into the determination of lease payments when appropriate. Although not material, the amount of such options is reflected below in the maturity of operating lease liabilities table. Lease expense is recognized on a straight-line basis over the lease term. Our weighted-average remaining lease term is 4.6 years.
For the year ended December 31, 2019, cash payments against operating lease liabilities were $19.7 million. As of December 31, 2019, the maturities of operating lease liabilities are as follows (in thousands):
 
 
Operating Leases
2020
 
$
14,549

2021
 
10,425

2022
 
6,764

2023
 
6,138

2024
 
4,940

2025 and beyond
 
5,155

Total undiscounted cash payments
 
47,971

Less: amount representing interest
 
(4,780
)
Present value of future minimum lease payments
 
43,191

Less: current obligations under leases
 
12,857

Long-term lease obligation
 
$
30,334


The Company expects to lease two additional passenger aircraft commencing in 2020 that are not reflected in the table above.
The future minimum lease payments of the Company as of December 31, 2018 are scheduled below (in thousands):
 
 
Operating Leases
2019
 
$
17,505

2020
 
15,418

2021
 
12,703

2022
 
6,735

2023
 
4,641

2024 and beyond
 
12,462

Total minimum lease payments
 
$
69,464


Purchase Commitments
The Company has agreements with Israel Aerospace Industries Ltd. ("IAI") for the conversion of Boeing 767 passenger aircraft into a standard configured freighter aircraft. The conversions primarily consist of the installation of a standard cargo door and loading system. As of December 31, 2019, the Company had eight aircraft that were in or awaiting the modification process. As of December 31, 2019, the Company had placed non-refundable deposits of $23.2 million to purchase 15 more Boeing 767-300 passenger aircraft through 2021. As of December 31, 2019, the Company's commitments to acquire and convert aircraft totaled $369.1 million through 2021.
Guarantees and Indemnifications
Certain leases and agreements of the Company contain guarantees and indemnification obligations to the lessor, or one or more other parties that are considered reasonable and customary (e.g. use, tax and environmental indemnifications), the terms of which range in duration and are often limited. Such indemnification obligations may continue after expiration of the respective lease or agreement.
Other
In addition to the foregoing matters, the Company is also a party to legal proceedings in various federal and state jurisdictions from time to time arising out of the operation of the Company's business. The amount of alleged liability, if any, from these proceedings cannot be determined with certainty; however, the Company believes that its ultimate liability, if any, arising from pending legal proceedings, as well as from asserted legal claims and known potential legal claims which are probable of assertion, taking into account established accruals for estimated liabilities, should not be material to our financial condition or results of operations.
Employees Under Collective Bargaining Agreements
As of December 31, 2019, the flight crewmember employees of ABX, ATI and Omni and flight attendant employees of ATI and Omni were represented by the labor unions listed below:
Airline
Labor Agreement Unit
Percentage of
the Company’s
Employees
ABX
International Brotherhood of Teamsters
5.3%
ATI
Air Line Pilots Association
8.3%
OAI
International Brotherhood of Teamsters
7.1%
ATI
Association of Flight Attendants
0.9%
OAI
Association of Flight Attendants
7.3%
XML 88 R18.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Accumulated Other Comprehensive Income (Loss)
 12 Months Ended
Dec. 31, 2019
Other Comprehensive Income [Abstract]  
Accumulated Other Comprehensive Income ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
Accumulated other comprehensive income (loss) includes the following items by components for the years ended December 31, 2019, 2018 and 2017 (in thousands):
 
 
Defined Benefit Pension
 
Defined Benefit Post-Retirement
 
Foreign Currency Translation
 
Total
Balance as of January 1, 2017
 
(77,088
)
 
(1,301
)
 
(1,477
)
 
(79,866
)
Other comprehensive income (loss) before reclassifications:
 
 
 
 
 
 
 
 
Actuarial gain (loss) for retiree liabilities
 
3,116

 
63

 
—

 
3,179

Foreign currency translation adjustment
 
—

 
—

 
195

 
195

Amounts reclassified from accumulated other comprehensive income:
 
 
 
 
 
 
 
 
Plan curtailment and settlement
 
12,923

 

 
—

 
12,923

Actuarial costs (reclassified to salaries, wages and benefits)
 
7,778

 
283

 
—

 
8,061

Negative prior service cost (reclassified to salaries, wages and benefits)
 
—

 
(51
)
 
—

 
(51
)
Income Tax (Expense) or Benefit
 
(7,304
)
 
(91
)
 
(66
)
 
(7,461
)
Other comprehensive income (loss), net of tax
 
16,513

 
204

 
129

 
16,846

Balance as of December 31, 2017
 
(60,575
)
 
(1,097
)
 
(1,348
)
 
(63,020
)
Other comprehensive income (loss) before reclassifications:
 
 
 
 
 
 
 
 
Actuarial gain (loss) for retiree liabilities
 
(41,051
)
 
117

 
—

 
(40,934
)
Foreign currency translation adjustment
 
—

 
—

 
(171
)
 
(171
)
Amounts reclassified from accumulated other comprehensive income:
 
 
 
 
 
 
 
 
Actuarial costs (reclassified to salaries, wages and benefits)
 
3,547

 
219

 
—

 
3,766

Income Tax (Expense) or Benefit
 
9,037

 
(80
)
 
40

 
8,997

Other comprehensive income (loss), net of tax
 
(28,467
)
 
256

 
(131
)
 
(28,342
)
Balance as of December 31, 2018
 
(89,042
)
 
(841
)
 
(1,479
)
 
(91,362
)
Other comprehensive income (loss) before reclassifications:
 
 
 
 
 
 
 
 
Actuarial gain (loss) for retiree liabilities
 
20,793

 
7

 
—

 
20,800

Foreign currency translation adjustment
 
—

 
—

 
(18
)
 
(18
)
Amounts reclassified from accumulated other comprehensive income:
 
 
 
 
 
 
 
 
Foreign currency loss
 
—

 
—

 
2,253

 
2,253

Actuarial costs (reclassified to salaries, wages and benefits)
 
15,528

 
172

 
—

 
15,700

Income Tax (Expense) or Benefit
 
(8,431
)
 
(40
)
 
(768
)
 
(9,239
)
Other comprehensive income (loss), net of tax
 
27,890

 
139

 
1,467

 
29,496

Balance as of December 31, 2019
 
(61,152
)
 
(702
)
 
(12
)
 
(61,866
)
XML 89 R79.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Segment Information (Segment Reconciliation) (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Segment Reporting Information [Line Items]                      
Operating Expenses                 $ 1,275,186 $ 781,327 $ 968,800
REVENUES $ 403,351 $ 366,073 $ 334,576 $ 348,183 $ 280,779 $ 204,919 $ 203,607 $ 203,040 1,452,183 892,345 1,068,200
Customer revenues 403,351 366,073 334,576 348,183 280,779 204,919 203,607 203,040 1,452,183 892,345 1,068,200
Depreciation and amortization expense                 257,532 178,895 154,556
Net unallocated interest expense                 (66,644) (28,799) (17,023)
Net gain (loss) on financial instruments                 (12,302) 7,296 (79,789)
Pre-tax earnings from continuing operations                 71,572 87,478 (6,536)
Assets 2,820,178       2,470,585       2,820,178 2,470,585 1,548,844
Income Tax Expense (Benefit)                 11,589 19,595 (28,276)
Business Combination, Acquisition Related Costs                 (373) (5,264) 0
Net Periodic Defined Benefits Expense (Reversal of Expense), Excluding Service Cost Component                 (9,404) 8,180 (6,105)
Net earnings from continuing operations (41,104) $ 105,085 $ (26,632) $ 22,634 (5,196) $ 32,933 $ 24,464 $ 15,682 59,983 67,883 21,740
Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                 1,452,183 892,345 1,068,200
Customer revenues                 1,452,183 892,345 1,068,200
ACMI Services [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                 1,078,288 548,839 614,741
Customer revenues                 1,078,288 548,839 614,741
Depreciation and amortization expense                 96,191 49,068 41,929
Segment earnings (loss)                 32,055 11,448 7,747
Net unallocated interest expense                 (24,950) (6,269) (810)
Assets 830,620       759,131       830,620 759,131 189,379
ACMI Services [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                   548,804 614,721
Customer revenues                   548,804 614,721
All other [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                 314,014 286,579 433,208
Customer revenues                 314,014 286,579 433,208
Depreciation and amortization expense                 2,871 2,971 4,521
Segment earnings (loss)                 13,422 11,170 13,748
Assets 130,372       134,272       130,372 134,272 166,575
All other [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                   187,025 313,045
Customer revenues                   187,025 313,045
CAM [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                 285,276 228,956 209,213
Customer revenues                 285,276 228,956 209,213
Depreciation and amortization expense                 158,470 126,856 108,106
Segment earnings (loss)                 68,643 65,576 61,510
Net unallocated interest expense                 (38,300) (21,819) (15,585)
Assets 1,857,687       1,577,182       1,857,687 1,577,182 1,192,890
CAM [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                   156,516 140,434
Customer revenues                   156,516 140,434
Discontinued operations [Member]                      
Segment Reporting Information [Line Items]                      
Assets $ 1,499       $ 0       1,499 0 0
Significant Reconciling Items [Member]                      
Segment Reporting Information [Line Items]                      
Net unallocated interest expense                 (3,024) (460) (512)
Non-operating charges from a non-consolidating affiliate                 (17,445) (10,468) (3,135)
Eliminate inter-segment revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                 (225,395) (172,029) (188,962)
Customer revenues                 (225,395) (172,029) (188,962)
Accounting Standards Update 2014-09 [Member]                      
Segment Reporting Information [Line Items]                      
Income Tax Expense (Benefit)                 (11,589)    
Accounting Standards Update 2014-09 [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
Operating Expenses                   781,327  
REVENUES                   892,345  
Customer revenues                   892,345  
Pre-tax earnings from continuing operations                   87,478  
Income Tax Expense (Benefit)                   (19,595)  
Net earnings from continuing operations                   67,883  
Accounting Standards Update 2014-09 [Member] | ACMI Services [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                 1,078,143 548,804  
Customer revenues                 1,078,143 548,804  
Accounting Standards Update 2014-09 [Member] | Ground Services [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                 117,772 117,832 106,767
Customer revenues                 117,772 117,832 106,767
Accounting Standards Update 2014-09 [Member] | All other [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                 205,934 187,025 313,045
Customer revenues                 205,934 187,025 313,045
Accounting Standards Update 2014-09 [Member] | CAM [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                 168,106 156,516  
Customer revenues                 168,106 156,516  
Accounting Standards Update 2014-09 [Member] | Ground Services [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                 69,596 66,567 204,151
Customer revenues                 69,596 66,567 204,151
Accounting Standards Update 2014-09 [Member] | All Other non MRO or Ground Services [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                 18,566 2,626 2,127
Customer revenues                 $ 18,566 2,626 $ 2,127
Calculated under Revenue Guidance in Effect before Topic 606 [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
Operating Expenses                   1,138,462  
REVENUES                   1,249,640  
Customer revenues                   1,249,640  
Pre-tax earnings from continuing operations                   87,638  
Income Tax Expense (Benefit)                   (19,559)  
Net earnings from continuing operations                   68,079  
Calculated under Revenue Guidance in Effect before Topic 606 [Member] | ACMI Services [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                   743,112  
Customer revenues                   743,112  
Calculated under Revenue Guidance in Effect before Topic 606 [Member] | All other [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                   350,012  
Customer revenues                   350,012  
Calculated under Revenue Guidance in Effect before Topic 606 [Member] | CAM [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                   156,516  
Customer revenues                   156,516  
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
Operating Expenses                   (357,135)  
REVENUES                   (357,295)  
Customer revenues                   (357,295)  
Pre-tax earnings from continuing operations                   (160)  
Income Tax Expense (Benefit)                   (36)  
Net earnings from continuing operations                   (196)  
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | ACMI Services [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                   (194,308)  
Customer revenues                   (194,308)  
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | All other [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                   (162,987)  
Customer revenues                   (162,987)  
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | CAM [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
REVENUES                   0  
Customer revenues                   $ 0  
XML 90 R75.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Derivative Instruments (Details) - USD ($)
shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Jun. 28, 2019
Sep. 25, 2017
Derivative [Line Items]          
Pre-tax (charge) on derivative instruments $ (12,302) $ 7,296 $ (79,789)    
Net (gain) loss on financial instruments $ 10,000 8 (1,400)    
gain/loss convertible debt hedge asset and note obligation valuation   (100) $ 600    
June 30, 2017 [Member] [Member] | Swap [Member]          
Derivative [Line Items]          
Stated Interest Rate 2.706%        
Market Value (Liability) $ (3,242) (1,138)      
Derivative Liability, Notional Amount $ 146,250 150,000      
May 5, 2021 [Member] [Member] [Member] | Swap [Member]          
Derivative [Line Items]          
Stated Interest Rate 1.09%        
Market Value (Liability) $ (111) (650)      
Derivative Liability, Notional Amount $ 20,625 28,125      
May 30, 2021 [Member] | Swap [Member]          
Derivative [Line Items]          
Stated Interest Rate 1.703%        
Market Value (Liability) $ 25 (366)      
Derivative Liability, Notional Amount $ 20,625 28,125      
March 31, 2022 One [Member] [Member] | Swap [Member]          
Derivative [Line Items]          
Stated Interest Rate 1.90%        
Market Value (Liability) $ 408 (829)      
Derivative Liability, Notional Amount $ 50,000 50,000      
March 31, 2022 Two [Member] [Member] [Member] | Swap [Member]          
Derivative [Line Items]          
Stated Interest Rate 1.95%        
Market Value (Liability) $ 696 (1,126)      
Derivative Liability, Notional Amount $ 75,000 75,000      
March 31, 2023 [Member] | Swap [Member]          
Derivative [Line Items]          
Stated Interest Rate 2.425%        
Market Value (Liability) $ 3,866 0      
Derivative Liability, Notional Amount $ 148,125 $ 0   $ 150,000  
Convertible Debt [Member]          
Derivative [Line Items]          
Convertible note hedge shares         8,100
XML 91 R85.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Investments in Non-Consolidated Affiliates (Unaudited) (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Noncontrolling Interest [Line Items]                      
Assets, Current $ 266,791       $ 259,221       $ 266,791 $ 259,221  
NET EARNINGS                 61,202 69,285 $ 18,495
Liabilities, Current 263,239       229,134       263,239 229,134  
Liabilities 2,359,836       2,034,147       2,359,836 2,034,147  
REVENUES 403,351 $ 366,073 $ 334,576 $ 348,183 280,779 $ 204,919 $ 203,607 $ 203,040 1,452,183 892,345 1,068,200
Noncontrolling Interest [Member]                      
Noncontrolling Interest [Line Items]                      
Assets, Current 64,392       64,262       64,392 64,262  
Total Expenses                 (143,775) (228,169) (196,334)
NET EARNINGS                 (29,510) (26,141) (23,808)
Long-Lived Assets 213,940       80,724       213,940 80,724  
Liabilities, Current (155,451)       (38,938)       (155,451) (38,938)  
Liabilities (123,837)       (102,657)       (123,837) (102,657)  
Stockholders' Equity Attributable to Noncontrolling Interest $ 956       $ (3,391)       956 (3,391)  
REVENUES                 $ 114,265 $ 202,028 $ 172,526
XML 92 R81.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Segment Information (Entity-Wide Disclosures) (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Segment Reporting Information [Line Items]                      
Customer revenues $ 403,351 $ 366,073 $ 334,576 $ 348,183 $ 280,779 $ 204,919 $ 203,607 $ 203,040 $ 1,452,183 $ 892,345 $ 1,068,200
Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
Customer revenues                 1,452,183 892,345 1,068,200
CAM [Member]                      
Segment Reporting Information [Line Items]                      
Customer revenues                 285,276 228,956 209,213
CAM [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
Customer revenues                   156,516 140,434
All other [Member]                      
Segment Reporting Information [Line Items]                      
Customer revenues                 $ 314,014 286,579 433,208
All other [Member] | Customer Revenues [Member]                      
Segment Reporting Information [Line Items]                      
Customer revenues                   $ 187,025 $ 313,045
XML 93 R71.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes (Income Tax Provision (Benefit)) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Current taxes:      
Federal $ 1,332 $ 0 $ 9
Foreign 1 0 48
State 138 1,043 590
Deferred taxes:      
Federal 14,155 15,642 27,625
Foreign 0 (63) 0
State (3,677) 2,973 3,396
Total deferred tax expense 10,478 18,552 (28,923)
Total income tax expense from continuing operations 11,589 19,595 (28,276)
Income tax expense (benefit) from discontinued operations 360 434 (1,848)
2017 Tax Cuts and Jobs Act [Member]      
Deferred taxes:      
Federal $ 0 $ 0 $ (59,944)
XML 94 R52.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Property and Equipment (Narrative) (Details) - Flight Equipment [Member] - USD ($)
$ in Millions
Dec. 31, 2019
Dec. 31, 2018
Operating Leases, Future Minimum Payments Receivable [Abstract]    
Minimum future lease payments, Due within next 12 months $ 186.8  
Minimum future lease payments, Due within next 2 years 178.2  
Minimum future lease payments, Due within next 3 years 152.0  
Minimum future lease payments, Due within next 4 years 110.1  
Minimum future lease payments, Due within next 5 years 75.5  
CAM [Member]    
Property, Plant and Equipment [Line Items]    
Leased aircraft, carrying value $ 889.3 $ 803.7
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'AL+W=O M&PO&PO M&PO7W)E;',O=V]R:V)O;VLN M>&UL+G)E;'-02P$"% ,4 " $B&)0"E)L3S0" !#,0 $P M @ ' !0( 6T-O;G1E;G1?5'EP97-=+GAM;%!+!08 7@!> ,09 E %" ( ! end XML 96 R56.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Commitments and Contingencies (Operating Lease Payments) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Operating Leased Assets [Line Items]    
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability $ 17,000  
Operating Lease, Weighted Average Discount Rate, Percent 4.70%  
Operating Lease, Weighted Average Remaining Lease Term 4 years 7 months 6 days  
Operating Leases, Future Minimum Payments, Due in Two Years   $ 17,505
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract]    
2017 $ 14,549  
Total minimum lease payments 43,191  
lessee, operating lease, interest due (4,780)  
Operating Lease, Liability, Current 12,857 0
Operating Lease, Liability, Noncurrent 30,334 0
Operating Leases, Future Minimum Payments, Due in Two Years   15,418
Operating Leases, Future Minimum Payments, Due in Three Years   12,703
Operating Leases, Future Minimum Payments, Due in Four Years   6,735
Operating Leases, Future Minimum Payments, Due in Five Years   4,641
Operating Leases, Future Minimum Payments, Due Thereafter   12,462
Operating Leases, Future Minimum Payments Due   $ 69,464
Operating Lease, Payments 19,700  
Property Subject to Operating Lease [Member]    
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract]    
2018 10,425  
2019 6,764  
2020 6,138  
2021 4,940  
2022 and beyond 5,155  
Lessee, Operating Lease, Liability, Payments, Due $ 47,971  

XML 97 R60.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Pension and Other Post-Retirement Benefit Plans (Net Periodic Benefit Costs) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Pension Plans [Member]      
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract]      
Service cost $ 0 $ 0 $ 0
Interest cost 31,299 29,135 33,585
Expected return on plan assets (37,907) (42,093) (42,080)
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement 0 0 12,923
Amortization of prior service cost 0 0 0
Amortization of net (gain) loss 15,528 3,547 7,778
Net periodic benefit cost (income) 8,920 (9,411) 12,206
Pension Plans [Member] | Continuing Operations [Member]      
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract]      
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement     (5,300)
Pension Plans [Member] | Discontinued Operations [Member]      
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract]      
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement     (7,600)
Post-Retirement Healthcare Plans [Member]      
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract]      
Service cost 107 123 158
Interest cost 148 127 142
Expected return on plan assets 0 0 0
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement 0 0 0
Amortization of prior service cost 0 0 (51)
Amortization of net (gain) loss 172 219 283
Net periodic benefit cost (income) $ 427 $ 469 $ 532
XML 98 R64.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Pension and Other Post-Retirement Benefit Plans (Plan Asset Allocations) (Details)
Dec. 31, 2019
Dec. 31, 2018
Defined Benefit Plan Disclosure [Line Items]    
Weighted-average asset allocation 100.00% 100.00%
Cash [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Weighted-average asset allocation 0.00% 1.00%
Equity securities [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Weighted-average asset allocation 26.00% 25.00%
Fixed income securities [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Weighted-average asset allocation 74.00% 74.00%
Maximum [Member] | Cash [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Weighted-average asset allocation 10.00%  
Maximum [Member] | Equity securities [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Weighted-average asset allocation 35.00%  
Maximum [Member] | Fixed income securities [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Weighted-average asset allocation 80.00%  
Maximum [Member] | US Treasury Securities [Member] | Equity securities [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Weighted-average asset allocation 5.00%  
Maximum [Member] | US Treasury Securities [Member] | Fixed income securities [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Weighted-average asset allocation 10.00%  
Minimum [Member] | Cash [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Weighted-average asset allocation 0.00%  
Minimum [Member] | Equity securities [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Weighted-average asset allocation 15.00%  
Minimum [Member] | Fixed income securities [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Weighted-average asset allocation 60.00%  
XML 99 R68.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Pension and Other Post-Retirement Benefit Plans (Defined Contribution Plan Expense) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Capital accumulation plans [Member]      
Schedule of Defined Contribution Plans [Line Items]      
Defined contribution plan expense $ 12,600 $ 9,000 $ 7,800
XML 100 R47.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Goodwill and Other Intangibles (Schedule Intangible Assets) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2019
Dec. 31, 2018
Finite and Indefinite-lived Intangible Assets by Major Class [Line Items]          
Finite-lived Intangible Assets Acquired   $ 134,000      
intangible assets acquired   140,000      
Below Market Lease, Amortization Income, Next Twelve Months       $ 20,500  
Incentive to Lessee     $ 80,684 146,678 $ 63,780
Warranted granted adding to lease incentive intangible $ 100,076        
Amortization of Lease Incentives (17,178) (16,904)      
Finite and Indefinite-lived Intangible Assets [Roll Forward]          
Carrying value at beginning of period 135,614 4,298      
Carrying value at beginning of period 144,614 7,298      
Amortization expense (11,434) (2,684)      
Carrying value at end of period 135,614 4,298 4,298 122,680 $ 135,614
Carrying value at end of period 131,680 144,614 7,298    
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months       11,400  
Finite-Lived Intangible Assets, Amortization Expense, Year Two       10,600  
Finite-Lived Intangible Assets, Amortization Expense, Year Three       10,600  
Finite-Lived Intangible Assets, Amortization Expense, Year Four       10,600  
Finite-Lived Intangible Assets, Amortization Expense, Year Five       10,600  
Below Market Lease, Amortization Income, Year Two       22,200  
Below Market Lease, Amortization Income, Year Three       22,300  
Below Market Lease, Amortization Income, Year Four       17,700  
Below Market Lease, Amortization Income, Year Five       $ 14,800  
lease intangible asset reclass (1,500)        
ACMI Services [Member] | Customer Relationships [Member]          
Finite and Indefinite-lived Intangible Assets [Roll Forward]          
Amortization expense (11,400) (2,700) (1,200)    
ACMI Services [Member] | Airline Certificates [Member]          
Finite and Indefinite-lived Intangible Assets by Major Class [Line Items]          
Indefinite-lived Intangible Assets Acquired   6,000      
Finite and Indefinite-lived Intangible Assets [Roll Forward]          
Carrying value at beginning of period 9,000 3,000      
Amortization expense 0 0      
Carrying value at end of period $ 9,000 $ 9,000 $ 3,000    
XML 101 R9.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Significant Customers
 12 Months Ended
Dec. 31, 2019
Significant Customers [Abstract]  
Significant Customers SIGNIFICANT CUSTOMERS
DHL
The Company has had long term contracts with DHL Network Operations (USA), Inc. and its affiliates ("DHL") since August 2003. Revenues from aircraft leases and related services performed for DHL were approximately 14%, 26% and 24% of the Company's consolidated revenues from continuing operations for the years ended December 31, 2019, 2018 and 2017, respectively. Revenues excluding directly reimbursed expenses from continuing operations performed for DHL comprised approximately 30% of the Company's consolidated revenues from continuing operations for the year ended December 31, 2017. The Company’s balance sheets include accounts receivable with DHL of $12.7 million and $13.4 million as of December 31, 2019 and December 31, 2018, respectively.
The Company leases Boeing 767 aircraft to DHL under both long-term and short-term lease agreements. Under a separate crew, maintenance and insurance (“CMI”) agreement, the Company operates Boeing 767 aircraft that DHL leases from the Company. Pricing for services provided through the CMI agreement is based on pre-defined fees, scaled for the number of aircraft operated and the number of flight crews provided to DHL for its U.S. network. The Company provides DHL with scheduled maintenance services for aircraft that DHL leases. The Company also provides additional air cargo transportation services for DHL through ACMI agreements in which the Company provides the aircraft, crews, maintenance and insurance under a single contract. Revenues generated from the ACMI agreements are typically based on hours flown. The Company also provides ground equipment, such as power units, air starts and related maintenance services to DHL under separate agreements.
Amazon
The Company has been providing freighter aircraft and services for cargo handling and logistical support for Amazon.com Services, LLC ("ASI"), successor to Amazon.com Services, Inc., a subsidiary of Amazon.com, Inc. ("Amazon") since September 2015. On March 8, 2016, the Company entered into an Air Transportation Services Agreement (the “ATSA”) with ASI, pursuant to which CAM leases 20 Boeing 767 freighter aircraft to ASI, including 12 Boeing 767-200 freighter aircraft for a term of five years and eight Boeing 767-300 freighter aircraft for a term of seven years. The ATSA also provides for the operation of those aircraft by the Company’s airline subsidiaries, and the management of ground services by the Company's subsidiary LGSTX Services Inc. ("LGSTX"). The ATSA became effective on April 1, 2016 and had an original term of five years.
In conjunction with the execution of the ATSA, the Company and Amazon entered into an Investment Agreement and a Stockholders Agreement on March 8, 2016. The Investment Agreement calls for the Company to issue warrants in three tranches which will grant Amazon the right to acquire up to 19.9% of the Company’s outstanding common shares as described below. The first tranche of warrants, issued upon the execution of the Investment Agreement and all of which are now fully vested, granted Amazon the right to purchase approximately 12.81 million ATSG common shares, with the first 7.69 million common shares vesting upon issuance on March 8, 2016, and the remaining 5.12 million common shares vesting as the Company delivered additional aircraft leased under the ATSA. The second tranche of warrants, which were issued and vested on March 8, 2018, grants Amazon the right to purchase approximately 1.59 million ATSG common shares. The third tranche of warrants will be issued and vest on September 8, 2020, and will grant Amazon the right to purchase such additional number of ATSG common shares as is necessary to bring Amazon’s ownership to 19.9% of the Company’s pre-transaction outstanding common shares measured on a GAAP-diluted basis, adjusted for share issuances and repurchases by the Company following the date of the Investment Agreement and after giving effect to the warrants granted. The exercise price of the warrants is $9.73 per share, which represents the closing price of ATSG’s common shares on February 9, 2016. Each of the three tranches of warrants are exercisable in accordance with its terms through March 8, 2021.
On December 22, 2018 the Company announced agreements with Amazon to 1) lease and operate ten additional Boeing 767-300 aircraft for ASI, 2) extend the term of the 12 Boeing 767-200 aircraft currently leased to ASI by two years to 2023 with an option for three more years, 3) extend the term of the eight Boeing 767-300 aircraft currently leased to ASI by three years to 2026 and 2027 with an option for three more years and 4) extend the ATSA by five years through March 2026, with an option to extend for an additional three years. The Company delivered six of the 767-300 aircraft in 2019 and plans to deliver the remainder in 2020. All ten of these aircraft leases will be for ten years.
In conjunction with the commitment for ten additional 767 aircraft leases, extensions of twenty existing Boeing 767 aircraft leases and the ATSA described above, Amazon and the Company entered into another Investment Agreement on December 20, 2018. Pursuant to the 2018 Investment Agreement, Amazon will be issued warrants for 14.8 million common shares which could expand its potential ownership in the Company to approximately 33.2%, including the warrants described above for the 2016 agreements.  Warrants for 11.1 million common shares vested as existing leases were extended and six additional aircraft leases were executed and added to the ATSA operations. More of these warrant will vest as four additional aircraft leases were executed. These new warrants will expire if not exercised within seven years from their issuance date. They have an exercise price of $21.53 per share.
Additionally, Amazon will be able to earn incremental warrant rights, increasing its potential ownership from 33.2% up to approximately 39.9% of the Company, by leasing up to seventeen more cargo aircraft from the Company before January 2026. Incremental warrants granted for Amazon’s commitment to any such future aircraft leases will have an exercise price based on the volume-weighted average price of the Company's shares during the 30 trading days immediately preceding the contractual commitment for each lease.
The warrants issuable under these new agreements with Amazon required an increase in the number of authorized common shares of the Company. Management submitted proposals for shareholder consideration at the Company's annual meeting of shareholders on May 9, 2019 calling for an increase in the number of authorized common shares and approval of the warrants as required under the rules of the Nasdaq Global Select Market. Both proposals were approved by shareholders on May 9, 2019.
The Company’s accounting for the warrants has been determined in accordance with the financial reporting guidance for financial instruments. Warrants obligations are marked to fair value at the end of each reporting period. The value of warrants is recorded as a customer incentive asset if it is probable of vesting at the time of grant and further changes in the fair value of warrant obligations are recorded to earnings. Upon a warrant vesting event, the customer incentive asset is amortized as a reduction of revenue over the duration of the related revenue contract
As of December 31, 2019, the Company's liabilities reflected 14.83 million warrants from the 2016 Investment Agreement having a fair value of $206.6 million and 24.7 million warrants from the 2018 Amazon agreements having a fair value of $176.5 million. During the years ended December 31, 2019, 2018 and 2017 the re-measurements of all the warrants to fair value resulted in a net non-operating losses of $2.3 million, net gains of $7.4 million and losses of $81.8 million before the effect of income taxes, respectively.
Revenues from Amazon comprised approximately 23%, 27% and 44% of the Company's consolidated revenues from continuing operations for the years ending December 31, 2019, 2018 and 2017, respectively. Revenues excluding directly reimbursed expenses from continuing operations performed for Amazon comprised approximately 27% of the Company's consolidated revenues from continuing operations for the year ended December 31, 2017. The Company’s balance sheets include accounts receivable with Amazon of $50.1 million and $29.2 million as of December 31, 2019 and December 31, 2018, respectively.
The Company's earnings in future periods will be impacted by the re-measurements of warrant fair value, amortizations of the lease incentive asset and the related income tax effects. For income tax calculations, the value and timing of related tax deductions will differ from the guidance described above for financial reporting.
DoD
The Company is a provider of cargo and passenger airlift services to the DoD. The DoD awards flights to U.S. certificated airlines through annual contracts and through temporary "expansion" routes. Revenues from services performed for the DoD were approximately 34%, 15% and 7% of the Company's total revenues from continuing operations for the years ended December 31, 2019, 2018 and 2017, respectively, including revenues for Omni beginning November 9, 2018. Revenues excluding directly reimbursed expenses from continuing operations performed for the
DoD comprised approximately 10% of the Company's consolidated revenues from continuing operations for the year ended December 31, 2017. The Company's balance sheets included accounts receivable with the DoD of $44.5 million and $50.5 million as of December 31, 2019 and December 31, 2018, respectively.
XML 102 R43.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Investments in Non-Consolidated Affiliates (Unaudited) (Tables)
 12 Months Ended
Dec. 31, 2019
Noncontrolling Interest [Line Items]  
Financial Information non-controlling affiliate, statement of operations [Table Text Block] The following table presents combined condensed information from the statements of operations of the Company's non-consolidated affiliates (in thousands):
 
 
Year Ended December 31,
 
 
2019
 
2018
 
2017
Revenues
 
$
114,265

 
$
202,028

 
$
172,526

Expenses
 
(143,775
)
 
(228,169
)
 
(196,334
)
Income (Loss)
 
$
(29,510
)
 
$
(26,141
)
 
$
(23,808
)
 
 
 
 
 
 
 
Financial Information non-controlling affiliate [Table Text Block]
The following table presents combined condensed balance sheet information for our unconsolidated affiliates (in thousands):
 
 
December 31,
 
 
2019
 
2018
Current assets
 
$
64,392

 
$
64,262

Non current assets
 
213,940

 
80,724

Current liabilities
 
(155,451
)
 
(38,938
)
Non current liabilities
 
(123,837
)
 
(102,657
)
Equity
 
$
956

 
$
(3,391
)
 
 
 
 
 
XML 103 R5.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Consolidated Statements of Comprehensive Income - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
NET EARNINGS $ 61,202 $ 69,285 $ 18,495
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax 1,467 (131) 129
OTHER COMPREHENSIVE INCOME (LOSS):      
Actuarial gain (loss) for retiree liabilities 20,800 (40,934) 3,179
TOTAL COMPREHENSIVE INCOME, net of tax 90,698 40,943 35,341
Pension Plans [Member]      
Other comprehensive income (loss), net of tax 27,890 (28,467) 16,513
OTHER COMPREHENSIVE INCOME (LOSS):      
Actuarial gain (loss) for retiree liabilities 20,793 (41,051) 3,116
Income tax (expense) or benefit (8,431) 9,037 (7,304)
Post-Retirement Plans [Member]      
Other comprehensive income (loss), net of tax 139 256 204
OTHER COMPREHENSIVE INCOME (LOSS):      
Actuarial gain (loss) for retiree liabilities 7 117 63
Income tax (expense) or benefit $ (40) $ (80) $ (91)
XML 104 R1.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Document and Entity Information - USD ($)
 12 Months Ended
Dec. 31, 2019
Feb. 28, 2020
Jun. 30, 2019
Cover page.      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Dec. 31, 2019    
Document Transition Report false    
Entity File Number 000-50368    
Entity Registrant Name Air Transport Services Group, Inc.    
Entity Central Index Key 0000894081    
Current Fiscal Year End Date --12-31    
Amendment Flag false    
Document Fiscal Year Focus 2019    
Document Fiscal Period Focus FY    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 26-1631624    
Entity Address, Address Line One 145 Hunter Drive    
Entity Address, City or Town Wilmington    
Entity Address, State or Province OH    
Entity Address, Postal Zip Code 45177    
City Area Code 937    
Security Exchange Name NASDAQ    
Entity Well-known Seasoned Issuer Yes    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Large Accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
Entity Shell Company false    
Local Phone Number 382-5591    
Title of 12(b) Security Common Stock, par value $0.01 per share    
Trading Symbol ATSG    
Entity Public Float     $ 1,416,475,681
Entity Common Stock, Shares Outstanding   59,329,431  
Documents Incorporated by Reference [Text Block] Portions of the Proxy Statement for the Annual Meeting of Stockholders scheduled to be held May 7, 2020 are incorporated by reference into Parts II and III.    
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