Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 10, 2018
____________________
SPIRIT AIRLINES, INC.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation)

001-35186
(Commission File Number)
38-1747023
(IRS Employer Identification Number)

2800 Executive Way
Miramar, Florida 33025
(Address of principal executive offices, including Zip Code)

(954) 447-7920
(Registrant's telephone number, including area code)
____________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
[]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
[]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
[]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
  





Item 2.02
Results of Operations and Financial Condition
Spirit Airlines, Inc. (the “Company” or “Spirit”) is providing certain recast of 2017 financial information in accordance with the adoption of Accounting Standards Update (ASU) No. 2014-09, (ASU 2014-09) "Revenue from Contracts with Customers". The impacts of adoption and related disclosures required by GAAP will be reported in the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2018, as well as in subsequent filings.
Item 7.01
Regulation FD Disclosure.
The information in this report furnished pursuant to Item 7.01 shall not be deemed “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. It may only be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”), if such subsequent filing specifically references the information furnished pursuant to Item 7.01 of this report.
On April 10, 2018, the Company provided an update to investors regarding the Company's first quarter 2018 guidance and a recast of certain 2017 financial information; a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The guidance provided therein is only an estimate of what the Company believes is realizable as of the date of this investor update. Actual results will vary from the guidance and the variations may be material. The Company undertakes no intent or obligation to publicly update or revise any of these projections, whether as a result of new information, future events or otherwise, except as required by law.

Item 9.01
Financial Statements and Exhibits.
(d)    Exhibits

The following is furnished as an exhibit to this report and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act:

Exhibit No.
Description
 
 
 
 
 
99.1
Investor Update regarding first quarter 2018 guidance and recast of certain financial information.

 

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: April 10, 2018
 
 
SPIRIT AIRLINES, INC.
 
 
 
 
 
 
 
 
 
By: /s/ Thomas Canfield
 
 
 
 
Name: Thomas Canfield
 
 
 
 
Title: Senior Vice President and General Counsel
 
 
 
 
 







EXHIBIT INDEX

Exhibit No.
Description
 
 
 
 
 





Exhibit


http://api.tenkwizard.com/cgi/image?quest=1&rid=23&ipage=12180501&doc=3

Exhibit 99.1
Investor Update
April 10, 2018
This investor update provides Spirit's first quarter 2018 guidance and a recast of certain 2017 financial information in accordance with the adoption of Accounting Standards Update (ASU) No. 2014-09, (ASU 2014-09), "Revenue from Contracts with Customers.” Guidance data is based on preliminary estimates.
Total revenue per available seat mile (TRASM) for the first quarter 2018 is estimated to be approximately 8.37 cents, down approximately 2.4 percent compared to first quarter 2017 recast TRASM of 8.58 cents. This result is near the low end of our previous guidance range, partially due to a better than expected completion factor.
Adjusted cost per available seat mile ex-fuel (CASM ex-fuel) for the first quarter 2018 is expected to be down approximately 5.0 percent year over year which is better than previously expected, largely due to better operational performance.  In addition, due to the timing of certain maintenance events, depreciation and amortization is expected to be better than anticipated by approximately $1 million.
Earlier this month, the Company announced the purchase of 14 A319 aircraft which are currently operated under lease arrangements.  As a result of this transaction, the Company now estimates its 2018 full year CASM ex-fuel will be down between 3 and 4 percent year over year.





1




 
 
 
1Q18E
 
Capacity - Available Seat Miles (ASMs)
 
Year-over-Year % Change
 
22.3%
 
 
 
 
 
 
 
 
Total Revenue per ASM (TRASM)
 
 
 
Year-over-Year % Change
Down ~ 2.4%
 
 
 
 
 
Adjusted Operating Expense Ex-Fuel per ASM
 
 
 
Adjusted CASM ex-fuel year-over-year % change(1)
Down ~ 5%
 
 
Average Stage Length (miles)
 
1,025
 
 
 
 
 
Fuel Expense
 
 
 
Fuel gallons (millions)
 
95.0
 
Economic fuel cost per gallon ($)(2)
 
$2.15
 
 
 
 
 
 
Selected Operating Expenses ($Millions)
 
Aircraft rent
 
$50.2
 
Depreciation and amortization
 
$39.3
 
 
 
 
 
 
Interest Expense, net of Capitalized Interest ($Millions)
 
 
 
Interest expense
 
$17.9
 
Capitalized interest
 
$(2.3)
 
Interest Income
 
$(4.1)
 
     Interest expense, net
 
$11.5
 
 
 
 
 
 
Effective Tax Rate
 
24%
 
 
 
 
 
 
Wtd. Average Diluted Share Count (Millions)
 
68.3
 




Footnotes
(1)
Excludes all components of fuel expense, loss on disposal of assets, and special items.
(2)
Includes fuel taxes and into-plane fuel cost.















2





The following table shows adjusted balances after the adoption of ASU 2014-09, "Revenue from Contracts with Customers" on the quarterly statements of operations for each quarter of 2017. These recast amounts were derived from unaudited financial statements included in the quarterly reports on Form 10-Q during the year ended December 31, 2017.
 
For the Quarter ended
 
March 31, 2017
 
June 30, 2017
 
September 30, 2017
 
December 31, 2017
 
(in thousands, except per share data)
Operating revenues:
 
 
 
 
 
 
 
Passenger
$
572,407

 
$
681,010

 
$
669,208

 
$
650,798

Other
17,670

 
19,305

 
18,155

 
15,535

Total operating revenues
590,077

 
700,315

 
687,363

 
666,333

 
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
Aircraft fuel
139,782

 
142,294

 
158,300

 
175,205

Salaries, wages and benefits
127,138

 
129,892

 
134,114

 
136,815

Aircraft rent
57,070

 
52,566

 
53,396

 
42,820

Landing fees and other rents
40,448

 
45,592

 
48,498

 
46,117

Depreciation and amortization
31,509

 
35,331

 
36,840

 
36,472

Maintenance, materials and repairs
26,312

 
28,985

 
26,176

 
28,966

Distribution
25,772

 
29,835

 
29,695

 
28,170

Special charges
4,776

 

 
7,853

 

Loss on disposal of assets
1,105

 
1,493

 
516

 
1,054

Other operating
77,703

 
102,885

 
87,965

 
79,267

Total operating expenses
531,615

 
568,873

 
583,353

 
574,886

 
 
 
 
 
 
 
 
Operating income
58,462

 
131,442

 
104,010

 
91,447

 
 
 
 
 
 
 
 
Other (income) expense:
 
 
 
 
 
 
 
Interest expense
12,473

 
13,746

 
15,018

 
16,065

Capitalized interest
(3,580
)
 
(3,342
)
 
(3,203
)
 
(3,668
)
Interest income
(1,313
)
 
(1,828
)
 
(2,605
)
 
(2,990
)
Other expense
3

 
104

 
114

 
145

Total other (income) expense
7,583

 
8,680

 
9,324

 
9,552

 
 
 
 
 
 
 
 
Income before income taxes
50,879

 
122,762

 
94,686

 
81,895

Provision (benefit) for income taxes
19,542

 
45,439

 
34,555

 
(165,249
)
 
 
 
 
 
 
 
 
Net income
$
31,337

 
$
77,323

 
$
60,131

 
$
247,144

Basic earnings per share
$
0.45

 
$
1.11

 
$
0.87

 
$
3.59

Diluted earnings per share
$
0.45

 
$
1.11

 
$
0.87

 
$
3.59









3






The following table shows quarterly adjustments made due to the adoption of ASU 2014-09, "Revenue from Contracts with Customers" on the statements of operations for 2017.

 
 
 
Adjustments, for the Quarter ended
 
 
 
Full Year 2017 As Reported
 
March 31, 2017
 
June 30, 2017
 
September 30, 2017
 
December 31, 2017
 
Full Year 2017 Adjusted
 
(in thousands, except per share data)
Operating revenues:
 
 
 
 
 
 
 
 
 
 
 
Passenger
$
1,366,034

 
$
272,645

 
$
309,088

 
$
313,001

 
$
312,655

 
$
2,573,423

Other
1,281,632

 
(274,314
)
 
(310,455
)
 
(312,869
)
 
(313,329
)
 
70,665

Total operating revenues
2,647,666

 
(1,669
)
 
(1,367
)
 
132

 
(674
)
 
2,644,088

 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
Aircraft fuel
615,581

 

 

 

 

 
615,581

Salaries, wages and benefits
527,959

 

 

 

 

 
527,959

Aircraft rent
205,852

 

 

 

 

 
205,852

Landing fees and other rents
180,655

 

 

 

 

 
180,655

Depreciation and amortization
140,152

 

 

 

 

 
140,152

Maintenance, materials and repairs
110,439

 

 

 

 

 
110,439

Distribution
113,620

 
(726
)
 
(73
)
 
226

 
425

 
113,472

Special charges
12,629

 

 

 

 

 
12,629

Loss on disposal of assets
4,168

 

 

 

 

 
4,168

Other operating
347,820

 

 

 

 

 
347,820

Total operating expenses
2,258,875

 
(726
)
 
(73
)
 
226

 
425

 
2,258,727

 
 
 
 
 
 
 
 
 
 
 
 
Operating income
388,791

 
(943
)
 
(1,294
)
 
(94
)
 
(1,099
)
 
385,361

 
 
 
 
 
 
 
 
 
 
 
 
Other (income) expense:
 
 
 
 
 
 
 
 
 
 
 
Interest expense
57,302

 

 

 

 

 
57,302

Capitalized interest
(13,793
)
 

 

 

 

 
(13,793
)
Interest income
(8,736
)
 

 

 

 

 
(8,736
)
Other expense
366

 

 

 

 

 
366

Total other (income) expense
35,139

 

 

 

 

 
35,139

 
 
 
 
 
 
 
 
 
 
 
 
Income before income taxes
353,652

 
(943
)
 
(1,294
)
 
(94
)
 
(1,099
)
 
350,222

Provision (benefit) for income taxes
(66,954
)
 
(345
)
 
(474
)
 
(35
)
 
2,095

 
(65,713
)
 
 
 
 
 
 
 
 
 
 
 
 
Net income
$
420,606

 
$
(598
)
 
$
(820
)
 
$
(59
)
 
$
(3,194
)
 
$
415,935

Basic earnings per share
$
6.08

 
$
(0.01
)
 
$
(0.01
)
 
$

 
$
(0.05
)
 
$
6.01

Diluted earnings per share
$
6.06

 
$
(0.01
)
 
$
(0.01
)
 
$

 
$
(0.05
)
 
$
6.00









4





ASU 2014-09 establishes a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers (see Note 2 of our Consolidated Financial Statements within the Form 10-K filed on February 13, 2018). The adoption of the ASU impacted the classification and timing of recognition of certain ancillary items such as bags, seats and other travel-related fees, since they are deemed part of the single performance obligation of providing passenger transportation. These ancillary items are now recognized in passenger revenue (disclosed below as non-fare passenger revenue).  Other revenue primarily consists of the marketing component of the sale of frequent flyer miles to our credit card partner and revenue from the sale of various items such as hotels and rental cars. In addition, the adoption of the ASU eliminated the incremental cost method for frequent flier program accounting, which required the Company to re-value and record a liability associated with customer flight miles earned as part of the Company’s frequent flier program with a relative fair value. This change did not have a material impact on our income statement or balance sheet in any period presented.
   
The following table provides additional detail about the components of non-ticket revenue:

Supplemental Information
 As adjusted for the Quarter ended
 
 
 
March 31, 2017
 
June 30, 2017
 
September 30, 2017
 
December 31, 2017
 
Full Year 2017 Adjusted
 
(in thousands, except per segment data)
Non fare passenger revenue
$
273,252

 
$
309,437

 
$
313,479

 
$
313,323

 
$
1,209,491

Other revenue
17,670

 
19,305

 
18,155

 
15,535

 
70,665

Non-ticket revenue
$
290,922

 
$
328,742

 
$
331,634

 
$
328,858

 
$
1,280,156

 
 
 
 
 
 
 
 
 
 
Passenger segments
5,570

 
6,206

 
6,307

 
6,100

 
24,183

 
 
 
 
 
 
 
 
 
 
Total non-ticket revenue per passenger segment ($)
$
52.23

 
$
52.97

 
$
52.58

 
$
53.91

 
$
52.94



The following table shows total revenue per available seat mile (TRASM) calculation after the adoption of ASU 2014-09, "Revenue from Contracts with Customers" on the quarterly statements of operations for each quarter of 2017.

Total operating revenue per available seat mile (TRASM)
 
 
 
 
 
 
 
 
 
 
 As adjusted for the Quarter ended
 
 
 
March 31, 2017
 
June 30, 2017
 
September 30, 2017
 
December 31, 2017
 
Full Year 2017 Adjusted
 
(in thousands, except per ASM data)
Total operating revenues
$
590,077

 
$
700,315

 
$
687,363

 
$
666,333

 
$
2,644,088

 
 
 
 
 
 
 
 
 
 
Available seat miles (ASMs)
6,875,899

 
7,294,578

 
7,681,312

 
7,741,030

 
29,592,819

 
 
 
 
 
 
 
 
 
 
Total operating revenue per ASM (TRASM) (cents)
8.58

 
9.60

 
8.95

 
8.61

 
8.93








5




Forward-Looking Statements
 
Statements in this release and certain oral statements made from time to time by representatives of the Company contain various forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act) which are subject to the “safe harbor” created by those sections. Forward-looking statements are based on our management’s beliefs and assumptions and on information currently available to our management. All statements other than statements of historical facts are “forward-looking statements” for purposes of these provisions. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “could,” “would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “project,” “predict,” “potential,” and similar expressions intended to identify forward-looking statements. Forward-looking statements include, without limitation, statements regarding the Company's intentions and expectations regarding the delivery schedule of aircraft on order, guidance and estimates for the first quarter 2018, including expectations regarding the delivery schedule of aircraft on order, announced new service routes, revenues, TRASM, cost of operations, operating margin, capacity, CASM, CASM ex-fuel, fuel expense, economic fuel cost, expected unrealized mark-to-market gains or losses, capital expenditures and other working capital requirements, aircraft rent, depreciation and amortization, fuel hedges and tax rates. Such forward-looking statements are subject to risks, uncertainties and other important factors that could cause actual results and the timing of certain events to differ materially from future results expressed or implied by such forward-looking statements. Furthermore, such forward-looking statements speak only as of the date of this release. Except as required by law, we undertake no obligation to update any forward-looking statements to reflect events or circumstances after the date of such statements. Risks or uncertainties (i) that are not currently known to us, (ii) that we currently deem to be immaterial, or (iii) that could apply to any company, could also materially adversely affect our business, financial condition, or future results. References in this report to “Spirit,” “we,” “us,” “our,” or the “Company” shall mean Spirit Airlines, Inc., unless the context indicates otherwise. Additional information concerning certain factors is contained in the Company's Securities and Exchange Commission filings, including but not limited to the Company's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K.







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