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|
þ
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
|
Or
|
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
|
Large accelerated filer
|
þ
|
Accelerated filer
|
o
|
Non-accelerated filer
|
o
|
Smaller reporting company
|
o
|
|
(Do not check if a smaller reporting company)
|
|
|
Table of Contents
|
|
|
|
|
Page
|
|
|
|
|
|
|
|
|
|
|
(in millions, except share data)
|
June 30,
2014 |
|
December 31,
2013 |
||||
ASSETS
|
|||||||
Current Assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
3,362
|
|
|
$
|
2,844
|
|
Short-term investments
|
719
|
|
|
959
|
|
||
Restricted cash, cash equivalents and short-term investments
|
121
|
|
|
122
|
|
||
Accounts receivable, net of an allowance for uncollectible accounts of $24 and $23 at June 30, 2014 and
December 31, 2013, respectively
|
2,104
|
|
|
1,609
|
|
||
Fuel inventory
|
604
|
|
|
706
|
|
||
Expendable parts and supplies inventories, net of an allowance for obsolescence of $124 and $118
at June 30, 2014 and December 31, 2013, respectively
|
357
|
|
|
357
|
|
||
Deferred income taxes, net
|
2,029
|
|
|
1,736
|
|
||
Prepaid expenses and other
|
1,221
|
|
|
1,318
|
|
||
Total current assets
|
10,517
|
|
|
9,651
|
|
||
Property and Equipment, Net:
|
|
|
|
||||
Property and equipment, net of accumulated depreciation and amortization of $8,548 and $7,792
at June 30, 2014 and December 31, 2013, respectively
|
22,048
|
|
|
21,854
|
|
||
Other Assets:
|
|
|
|
||||
Goodwill
|
9,794
|
|
|
9,794
|
|
||
Identifiable intangibles, net of accumulated amortization of $771 and $738
at June 30, 2014 and December 31, 2013, respectively
|
4,625
|
|
|
4,658
|
|
||
Deferred income taxes, net
|
4,102
|
|
|
4,992
|
|
||
Other noncurrent assets
|
1,105
|
|
|
1,303
|
|
||
Total other assets
|
19,626
|
|
|
20,747
|
|
||
Total assets
|
$
|
52,191
|
|
|
$
|
52,252
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|||||||
Current Liabilities:
|
|
|
|
||||
Current maturities of long-term debt and capital leases
|
$
|
1,233
|
|
|
$
|
1,547
|
|
Air traffic liability
|
5,803
|
|
|
4,122
|
|
||
Accounts payable
|
2,536
|
|
|
2,300
|
|
||
Accrued salaries and related benefits
|
1,802
|
|
|
1,926
|
|
||
Frequent flyer deferred revenue
|
1,674
|
|
|
1,861
|
|
||
Taxes payable
|
790
|
|
|
673
|
|
||
Fuel card obligation
|
603
|
|
|
602
|
|
||
Other accrued liabilities
|
768
|
|
|
1,121
|
|
||
Total current liabilities
|
15,209
|
|
|
14,152
|
|
||
Noncurrent Liabilities:
|
|
|
|
||||
Long-term debt and capital leases
|
9,089
|
|
|
9,795
|
|
||
Pension, postretirement and related benefits
|
11,523
|
|
|
12,392
|
|
||
Frequent flyer deferred revenue
|
2,432
|
|
|
2,559
|
|
||
Other noncurrent liabilities
|
1,735
|
|
|
1,711
|
|
||
Total noncurrent liabilities
|
24,779
|
|
|
26,457
|
|
||
Commitments and Contingencies
|
|
|
|
||||
Stockholders' Equity:
|
|
|
|
||||
Common stock at $0.0001 par value; 1,500,000,000 shares authorized, 862,693,843 and 869,484,981
shares issued at June 30, 2014 and December 31, 2013, respectively
|
—
|
|
|
—
|
|
||
Additional paid-in capital
|
13,687
|
|
|
13,982
|
|
||
Retained earnings
|
3,962
|
|
|
3,049
|
|
||
Accumulated other comprehensive loss
|
(5,137
|
)
|
|
(5,130
|
)
|
||
Treasury stock, at cost, 19,687,877 and 18,041,848 shares at June 30, 2014 and
December 31, 2013, respectively
|
(309
|
)
|
|
(258
|
)
|
||
Total stockholders' equity
|
12,203
|
|
|
11,643
|
|
||
Total liabilities and stockholders' equity
|
$
|
52,191
|
|
|
$
|
52,252
|
|
|
|
|
|
||||
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
(in millions, except per share data)
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Operating Revenue:
|
|
|
|
|
|
|
|
||||||||
Passenger:
|
|
|
|
|
|
|
|
||||||||
Mainline
|
$
|
7,582
|
|
|
$
|
6,796
|
|
|
$
|
13,806
|
|
|
$
|
12,656
|
|
Regional carriers
|
1,684
|
|
|
1,698
|
|
|
3,137
|
|
|
3,158
|
|
||||
Total passenger revenue
|
9,266
|
|
|
8,494
|
|
|
16,943
|
|
|
15,814
|
|
||||
Cargo
|
230
|
|
|
232
|
|
|
447
|
|
|
470
|
|
||||
Other
|
1,125
|
|
|
981
|
|
|
2,147
|
|
|
1,923
|
|
||||
Total operating revenue
|
10,621
|
|
|
9,707
|
|
|
19,537
|
|
|
18,207
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Operating Expense:
|
|
|
|
|
|
|
|
||||||||
Aircraft fuel and related taxes
|
2,434
|
|
|
2,595
|
|
|
4,660
|
|
|
4,884
|
|
||||
Salaries and related costs
|
2,046
|
|
|
1,922
|
|
|
4,015
|
|
|
3,833
|
|
||||
Regional carrier expense
|
1,361
|
|
|
1,444
|
|
|
2,680
|
|
|
2,843
|
|
||||
Aircraft maintenance materials and outside repairs
|
466
|
|
|
472
|
|
|
914
|
|
|
963
|
|
||||
Depreciation and amortization
|
451
|
|
|
415
|
|
|
893
|
|
|
820
|
|
||||
Contracted services
|
440
|
|
|
409
|
|
|
867
|
|
|
810
|
|
||||
Passenger commissions and other selling expenses
|
440
|
|
|
408
|
|
|
813
|
|
|
765
|
|
||||
Landing fees and other rents
|
355
|
|
|
359
|
|
|
696
|
|
|
682
|
|
||||
Profit sharing
|
340
|
|
|
118
|
|
|
439
|
|
|
138
|
|
||||
Passenger service
|
215
|
|
|
197
|
|
|
388
|
|
|
361
|
|
||||
Aircraft rent
|
56
|
|
|
55
|
|
|
107
|
|
|
115
|
|
||||
Restructuring and other items
|
30
|
|
|
34
|
|
|
79
|
|
|
136
|
|
||||
Other
|
408
|
|
|
365
|
|
|
787
|
|
|
721
|
|
||||
Total operating expense
|
9,042
|
|
|
8,793
|
|
|
17,338
|
|
|
17,071
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Operating Income
|
1,579
|
|
|
914
|
|
|
2,199
|
|
|
1,136
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Other (Expense) Income:
|
|
|
|
|
|
|
|
||||||||
Interest expense, net
|
(155
|
)
|
|
(172
|
)
|
|
(320
|
)
|
|
(350
|
)
|
||||
Amortization of debt discount, net
|
(18
|
)
|
|
(41
|
)
|
|
(39
|
)
|
|
(83
|
)
|
||||
Loss on extinguishment of debt
|
(111
|
)
|
|
—
|
|
|
(129
|
)
|
|
—
|
|
||||
Miscellaneous, net
|
3
|
|
|
(15
|
)
|
|
(78
|
)
|
|
(14
|
)
|
||||
Total other expense, net
|
(281
|
)
|
|
(228
|
)
|
|
(566
|
)
|
|
(447
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Income Before Income Taxes
|
1,298
|
|
|
686
|
|
|
1,633
|
|
|
689
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Income Tax (Provision) Benefit
|
(497
|
)
|
|
(1
|
)
|
|
(619
|
)
|
|
3
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Net Income
|
$
|
801
|
|
|
$
|
685
|
|
|
$
|
1,014
|
|
|
$
|
692
|
|
|
|
|
|
|
|
|
|
||||||||
Basic Earnings Per Share
|
$
|
0.95
|
|
|
$
|
0.81
|
|
|
$
|
1.20
|
|
|
$
|
0.81
|
|
Diluted Earnings Per Share
|
$
|
0.94
|
|
|
$
|
0.80
|
|
|
$
|
1.19
|
|
|
$
|
0.81
|
|
Cash Dividends Declared Per Share
|
$
|
0.06
|
|
|
$
|
—
|
|
|
$
|
0.12
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
||||||||
Comprehensive Income
|
$
|
803
|
|
|
$
|
780
|
|
|
$
|
1,007
|
|
|
$
|
938
|
|
|
|
|
|
|
|
|
|
||||||||
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
|
|
Six Months Ended June 30,
|
||||||
(in millions)
|
2014
|
|
2013
|
||||
Net Cash Provided by Operating Activities
|
$
|
3,007
|
|
|
$
|
2,212
|
|
|
|
|
|
||||
Cash Flows From Investing Activities:
|
|
|
|
||||
Property and equipment additions:
|
|
|
|
||||
Flight equipment, including advance payments
|
(857
|
)
|
|
(765
|
)
|
||
Ground property and equipment, including technology
|
(275
|
)
|
|
(220
|
)
|
||
Purchase of Virgin Atlantic shares
|
—
|
|
|
(360
|
)
|
||
Purchase of short-term investments
|
(240
|
)
|
|
(479
|
)
|
||
Redemption of short-term investments
|
493
|
|
|
612
|
|
||
Other, net
|
37
|
|
|
21
|
|
||
Net cash used in investing activities
|
(842
|
)
|
|
(1,191
|
)
|
||
|
|
|
|
||||
Cash Flows From Financing Activities:
|
|
|
|
||||
Payments on long-term debt and capital lease obligations
|
(1,477
|
)
|
|
(621
|
)
|
||
Repurchase of common stock
|
(350
|
)
|
|
—
|
|
||
Cash dividends
|
(101
|
)
|
|
—
|
|
||
Proceeds from long-term obligations
|
273
|
|
|
—
|
|
||
Fuel card obligation
|
1
|
|
|
149
|
|
||
Other, net
|
7
|
|
|
—
|
|
||
Net cash used in financing activities
|
(1,647
|
)
|
|
(472
|
)
|
||
|
|
|
|
||||
Net Increase in Cash and Cash Equivalents
|
518
|
|
|
549
|
|
||
Cash and cash equivalents at beginning of period
|
2,844
|
|
|
2,416
|
|
||
Cash and cash equivalents at end of period
|
$
|
3,362
|
|
|
$
|
2,965
|
|
|
|
|
|
||||
Non-Cash Transactions:
|
|
|
|
||||
Flight equipment under capital leases
|
$
|
28
|
|
|
$
|
—
|
|
SkyMiles used pursuant to advance purchase under American Express Agreements
|
—
|
|
|
167
|
|
||
Build-to-suit leased facilities
|
5
|
|
|
85
|
|
||
|
|
|
|
||||
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
|
(in millions)
|
Airline
|
Refinery
|
|
Intersegment Sales/Other
|
|
Consolidated
|
||||||||
Three Months Ended June 30, 2014
|
|
|
|
|
|
|
||||||||
Operating revenue:
|
$
|
10,621
|
|
$
|
2,018
|
|
|
|
|
$
|
10,621
|
|
||
Sales to airline segment
|
|
|
|
$
|
(387
|
)
|
(1)
|
|
||||||
Exchanged products
|
|
|
|
(1,524
|
)
|
(2)
|
|
|||||||
Sales of refined products to third parties
|
|
|
|
(107
|
)
|
(3)
|
|
|||||||
Operating income
|
1,566
|
|
13
|
|
|
—
|
|
|
1,579
|
|
||||
Interest expense, net
|
155
|
|
—
|
|
|
—
|
|
|
155
|
|
||||
Depreciation and amortization
|
445
|
|
6
|
|
|
—
|
|
|
451
|
|
||||
Total assets, end of period
|
50,948
|
|
1,243
|
|
|
—
|
|
|
52,191
|
|
||||
Capital expenditures
|
511
|
|
7
|
|
|
—
|
|
|
518
|
|
||||
Three Months Ended June 30, 2013
|
|
|
|
|
|
|
||||||||
Operating revenue:
|
$
|
9,707
|
|
$
|
1,864
|
|
|
|
|
$
|
9,707
|
|
||
Sales to airline segment
|
|
|
|
$
|
(315
|
)
|
(1)
|
|
||||||
Exchanged products
|
|
|
|
(1,347
|
)
|
(2)
|
|
|||||||
Sales of refined products to third parties
|
|
|
|
(202
|
)
|
(3)
|
|
|||||||
Operating income (loss)
|
965
|
|
(51
|
)
|
|
—
|
|
|
914
|
|
||||
Interest expense, net
|
172
|
|
—
|
|
|
—
|
|
|
172
|
|
||||
Depreciation and amortization
|
411
|
|
4
|
|
|
—
|
|
|
415
|
|
||||
Total assets, end of period
|
44,567
|
|
1,205
|
|
|
—
|
|
|
45,772
|
|
||||
Capital expenditures
|
332
|
|
6
|
|
|
—
|
|
|
338
|
|
(1)
|
Represents transfers, valued on a market price basis, from the refinery to the airline segment for use in airline operations. We determine market price by reference to the market index for the primary delivery location, which is New York Harbor, for jet fuel from the refinery.
|
(2)
|
Represents value of products delivered under our strategic agreements, as discussed above, determined on a market price basis.
|
(3)
|
Represents sales of refined products to third parties. These sales were at or near cost; accordingly, the margin on these sales is de minimis.
|
(in millions)
|
Airline
|
Refinery
|
|
Intersegment Sales/Other
|
|
Consolidated
|
||||||||
Six Months Ended June 30, 2014
|
|
|
|
|
|
|
||||||||
Operating revenue:
|
$
|
19,537
|
|
$
|
3,481
|
|
|
|
|
$
|
19,537
|
|
||
Sales to airline segment
|
|
|
|
$
|
(636
|
)
|
(1)
|
|
||||||
Exchanged products
|
|
|
|
(2,527
|
)
|
(2)
|
|
|||||||
Sales of refined products to third parties
|
|
|
|
(318
|
)
|
(3)
|
|
|||||||
Operating income (loss)
|
2,227
|
|
(28
|
)
|
|
—
|
|
|
2,199
|
|
||||
Interest expense, net
|
320
|
|
—
|
|
|
—
|
|
|
320
|
|
||||
Depreciation and amortization
|
882
|
|
11
|
|
|
—
|
|
|
893
|
|
||||
Capital expenditures
|
1,103
|
|
29
|
|
|
—
|
|
|
1,132
|
|
||||
Six Months Ended June 30, 2013
|
|
|
|
|
|
|
||||||||
Operating revenue:
|
$
|
18,207
|
|
$
|
3,595
|
|
|
|
|
$
|
18,207
|
|
||
Sales to airline segment
|
|
|
|
$
|
(607
|
)
|
(1)
|
|
||||||
Exchanged products
|
|
|
|
(2,668
|
)
|
(2)
|
|
|||||||
Sales of refined products to third parties
|
|
|
|
(320
|
)
|
(3)
|
|
|||||||
Operating income (loss)
|
1,209
|
|
(73
|
)
|
|
—
|
|
|
1,136
|
|
||||
Interest expense, net
|
350
|
|
—
|
|
|
—
|
|
|
350
|
|
||||
Depreciation and amortization
|
812
|
|
8
|
|
|
—
|
|
|
820
|
|
||||
Capital expenditures
|
973
|
|
12
|
|
|
—
|
|
|
985
|
|
(1)
|
Represents transfers, valued on a market price basis, from the refinery to the airline segment for use in airline operations. We determine market price by reference to the market index for the primary delivery location, which is New York Harbor, for jet fuel from the refinery.
|
(2)
|
Represents value of products delivered under our strategic agreements, as discussed above, determined on a market price basis.
|
(3)
|
Represents sales of refined products to third parties. These sales were at or near cost; accordingly, the margin on these sales is de minimis.
|
(in millions)
|
June 30,
2014 |
Level 1
|
Level 2
|
||||||
Cash equivalents
|
$
|
2,813
|
|
$
|
2,813
|
|
$
|
—
|
|
Short-term investments
|
719
|
|
719
|
|
—
|
|
|||
Restricted cash equivalents and investments
|
99
|
|
99
|
|
—
|
|
|||
Long-term investments
|
127
|
|
97
|
|
30
|
|
|||
Hedge derivatives, net
|
|
|
|
||||||
Fuel hedge contracts
|
255
|
|
19
|
|
236
|
|
|||
Interest rate contracts
|
(33
|
)
|
—
|
|
(33
|
)
|
|||
Foreign currency exchange contracts
|
146
|
|
—
|
|
146
|
|
(in millions)
|
December 31,
2013 |
Level 1
|
Level 2
|
||||||
Cash equivalents
|
$
|
2,487
|
|
$
|
2,487
|
|
$
|
—
|
|
Short-term investments
|
959
|
|
959
|
|
—
|
|
|||
Restricted cash equivalents and investments
|
118
|
|
118
|
|
—
|
|
|||
Long-term investments
|
109
|
|
80
|
|
29
|
|
|||
Hedge derivatives, net
|
|
|
|
||||||
Fuel hedge contracts
|
314
|
|
16
|
|
298
|
|
|||
Interest rate contracts
|
(67
|
)
|
—
|
|
(67
|
)
|
|||
Foreign currency exchange contracts
|
257
|
|
—
|
|
257
|
|
•
|
Fuel contracts.
Our fuel hedge portfolio consists of call options, put options, swaps and futures.
The products underlying the hedge contracts include crude oil, diesel fuel and jet fuel as these commodities are highly correlated with the price of jet fuel that we consume.
Option contracts are valued under an income approach using option pricing models based on data either readily observable in public markets, derived from public markets or provided by counterparties who regularly trade in public markets.
Volatilities used in these valuations ranged from 8% to 22% depending on the maturity dates, underlying commodities and strike prices of the option contracts.
Swap contracts are valued under an income approach using a discounted cash flow model based on data either readily observable or derived from public markets. Discount rates used in these valuations vary with the maturity dates of the respective contracts and are based on LIBOR. Futures contracts and options on futures contracts are traded on a public exchange and valued based on quoted market prices.
|
•
|
Interest rate contracts.
Our interest rate derivatives consist of swap contracts and are valued primarily based on data readily observable in public markets.
|
•
|
Foreign currency exchange contracts.
Our foreign currency derivatives consist of Japanese yen and Canadian dollar forward contracts and are valued based on data readily observable in public markets.
|
(in millions)
|
Notional Balance
|
Final Maturity Date
|
Prepaid Expenses and Other
|
Other Noncurrent Assets
|
Other Accrued Liabilities
|
Other Noncurrent Liabilities
|
Hedge Derivatives, Net
|
|||||||||||||
Designated as hedges
|
|
|
|
|
|
|
|
|
||||||||||||
Interest rate contracts (cash flow hedges)
|
$
|
234
|
|
U.S. dollars
|
May 2019
|
$
|
—
|
|
$
|
—
|
|
$
|
(8
|
)
|
$
|
(12
|
)
|
$
|
(20
|
)
|
Interest rate contracts (fair value hedges)
|
$
|
430
|
|
U.S. dollars
|
August 2022
|
—
|
|
—
|
|
(2
|
)
|
(11
|
)
|
(13
|
)
|
|||||
Foreign currency exchange contracts
|
111,262
|
|
Japanese yen
|
January 2017
|
109
|
|
44
|
|
(2
|
)
|
(5
|
)
|
146
|
|
||||||
448
|
|
Canadian dollars
|
|
|
|
|
|
|||||||||||||
Not designated as hedges
|
|
|
|
|
|
|
|
|
||||||||||||
Fuel hedge contracts
|
4,229
|
|
gallons - crude oil, diesel and jet fuel
|
December 2015
|
411
|
|
14
|
|
(165
|
)
|
(5
|
)
|
255
|
|
||||||
Total derivative contracts
|
|
|
$
|
520
|
|
$
|
58
|
|
$
|
(177
|
)
|
$
|
(33
|
)
|
$
|
368
|
|
(in millions)
|
Notional Balance
|
Final Maturity Date
|
Prepaid Expenses and Other
|
Other Noncurrent Assets
|
Other Accrued Liabilities
|
Other Noncurrent Liabilities
|
Hedge Derivatives, Net
|
|||||||||||||
Designated as hedges
|
|
|
|
|
|
|
|
|
||||||||||||
Interest rate contracts (cash flow hedges)
|
$
|
477
|
|
U.S. dollars
|
May 2019
|
$
|
—
|
|
$
|
—
|
|
$
|
(17
|
)
|
$
|
(26
|
)
|
$
|
(43
|
)
|
Interest rate contracts (fair value hedges)
|
$
|
445
|
|
U.S. dollars
|
August 2022
|
—
|
|
—
|
|
(2
|
)
|
(22
|
)
|
(24
|
)
|
|||||
Foreign currency exchange contracts
|
120,915
|
|
Japanese yen
|
August 2016
|
157
|
|
100
|
|
—
|
|
—
|
|
257
|
|
||||||
438
|
|
Canadian dollars
|
|
|
|
|
|
|||||||||||||
Not designated as hedges
|
|
|
|
|
|
|
|
|
||||||||||||
Fuel hedge contracts
|
5,318
|
|
gallons - crude oil, diesel and jet fuel
|
March 2015
|
428
|
|
29
|
|
(127
|
)
|
(16
|
)
|
314
|
|
||||||
Total derivative contracts
|
|
|
$
|
585
|
|
$
|
129
|
|
$
|
(146
|
)
|
$
|
(64
|
)
|
$
|
504
|
|
(in millions)
|
Prepaid Expenses and Other
|
Other Noncurrent Assets
|
Other Accrued Liabilities
|
Other Noncurrent Liabilities
|
Hedge Derivatives, Net
|
||||||||||
June 30, 2014
|
|
|
|
|
|
||||||||||
Net derivative contracts
|
$
|
355
|
|
$
|
52
|
|
$
|
(11
|
)
|
$
|
(28
|
)
|
$
|
368
|
|
December 31, 2013
|
|
|
|
|
|
||||||||||
Net derivative contracts
|
$
|
456
|
|
$
|
116
|
|
$
|
(19
|
)
|
$
|
(49
|
)
|
$
|
504
|
|
|
Effective Portion Reclassified from AOCI to Earnings
|
|
Effective Portion Recognized in Other Comprehensive Income
|
||||||||||
(in millions)
|
2014
|
2013
|
|
2014
|
2013
|
||||||||
Three Months Ended June 30,
|
|
|
|
|
|
||||||||
Interest rates contracts
|
$
|
(19
|
)
|
$
|
—
|
|
|
$
|
21
|
|
$
|
15
|
|
Foreign currency exchange contracts
|
28
|
|
24
|
|
|
(60
|
)
|
54
|
|
||||
Total designated
|
$
|
9
|
|
$
|
24
|
|
|
$
|
(39
|
)
|
$
|
69
|
|
Six Months Ended June 30,
|
|
|
|
|
|
||||||||
Interest rates contracts
|
$
|
(19
|
)
|
$
|
—
|
|
|
$
|
23
|
|
$
|
21
|
|
Foreign currency exchange contracts
|
71
|
|
45
|
|
|
(111
|
)
|
141
|
|
||||
Total designated
|
$
|
52
|
|
$
|
45
|
|
|
$
|
(88
|
)
|
$
|
162
|
|
(in millions)
|
June 30,
2014 |
December 31,
2013 |
||||
Total debt at par value
|
$
|
10,083
|
|
$
|
11,228
|
|
Unamortized discount, net
|
(227
|
)
|
(383
|
)
|
||
Net carrying amount
|
$
|
9,856
|
|
$
|
10,845
|
|
Fair value
|
$
|
10,500
|
|
$
|
11,600
|
|
(in millions)
|
Total
|
||
Six months ending December 31, 2014
|
$
|
615
|
|
2015
|
1,355
|
|
|
2016
|
1,730
|
|
|
2017
|
1,500
|
|
|
2018
|
1,035
|
|
|
Thereafter
|
2,700
|
|
|
Total
|
$
|
8,935
|
|
(in millions)
|
Total
|
||
Liability as of December 31, 2013
|
$
|
168
|
|
Additional costs and expenses
|
66
|
|
|
Payments
|
(21
|
)
|
|
Liability as of June 30, 2014
|
$
|
213
|
|
|
Pension Benefits
|
Other Postretirement and
Postemployment Benefits
|
||||||||||
(in millions)
|
2014
|
2013
|
2014
|
2013
|
||||||||
Three Months Ended June 30,
|
|
|
|
|
||||||||
Service cost
|
$
|
—
|
|
$
|
—
|
|
$
|
13
|
|
$
|
12
|
|
Interest cost
|
232
|
|
215
|
|
39
|
|
36
|
|
||||
Expected return on plan assets
|
(207
|
)
|
(184
|
)
|
(21
|
)
|
(21
|
)
|
||||
Amortization of prior service credit
|
—
|
|
—
|
|
(7
|
)
|
(7
|
)
|
||||
Recognized net actuarial loss
|
33
|
|
55
|
|
1
|
|
6
|
|
||||
Net periodic cost
|
$
|
58
|
|
$
|
86
|
|
$
|
25
|
|
$
|
26
|
|
Six Months Ended June 30,
|
|
|
|
|
||||||||
Service cost
|
$
|
—
|
|
$
|
—
|
|
$
|
26
|
|
$
|
24
|
|
Interest cost
|
464
|
|
430
|
|
78
|
|
72
|
|
||||
Expected return on plan assets
|
(414
|
)
|
(368
|
)
|
(42
|
)
|
(42
|
)
|
||||
Amortization of prior service credit
|
—
|
|
—
|
|
(14
|
)
|
(14
|
)
|
||||
Recognized net actuarial loss
|
67
|
|
111
|
|
2
|
|
12
|
|
||||
Settlements
|
—
|
|
6
|
|
—
|
|
—
|
|
||||
Net periodic cost
|
$
|
117
|
|
$
|
179
|
|
$
|
50
|
|
$
|
52
|
|
(in millions)
|
Pension and Other Benefits Liabilities
|
Derivative Contracts
|
Total
(1)
|
||||||
Balance at December 31, 2013
|
$
|
(5,349
|
)
|
$
|
219
|
|
$
|
(5,130
|
)
|
Changes in value (net of tax effect of $12)
|
19
|
|
(23
|
)
|
(4
|
)
|
|||
Reclassifications into earnings (net of tax effect of $2)
(3)
|
30
|
|
(33
|
)
|
(3
|
)
|
|||
Balance at June 30, 2014
|
$
|
(5,300
|
)
|
$
|
163
|
|
$
|
(5,137
|
)
|
(in millions)
|
Pension and Other Benefits Liabilities
|
Derivative Contracts
(2)
|
Total
|
||||||
Balance at December 31, 2012
|
$
|
(8,314
|
)
|
$
|
(263
|
)
|
$
|
(8,577
|
)
|
Changes in value (net of tax effect of $0)
|
(29
|
)
|
207
|
|
178
|
|
|||
Reclassifications into earnings (net of tax effect of $0)
(3)
|
113
|
|
(45
|
)
|
68
|
|
|||
Balance at June 30, 2013
|
$
|
(8,230
|
)
|
$
|
(101
|
)
|
(8,331
|
)
|
(1)
|
Includes $
1.9 billion
of deferred income tax expense, primarily related to pension obligations, that will not be recognized in net income until the pension obligations are fully extinguished, which is not expected to occur for at least 25 years.
|
(2)
|
Includes
$321 million
of deferred income tax expense that remained in accumulated other comprehensive loss until December 2013 when all amounts in accumulated other comprehensive loss that related to fuel derivatives designated as accounting hedges were recognized in the Consolidated Statement of Operations.
|
(3)
|
Amounts reclassified from accumulated other comprehensive loss for the pension and other benefits liability are recorded in salaries and related costs in the Condensed Consolidated Statements of Operations and Comprehensive Income, and the amounts for derivative contracts are recorded in interest expense, net and passenger revenue, in the Condensed Consolidated Statements of Operations and Comprehensive Income.
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
(in millions, except per share data)
|
2014
|
2013
|
2014
|
2013
|
||||||||
Net income
|
$
|
801
|
|
$
|
685
|
|
$
|
1,014
|
|
$
|
692
|
|
|
|
|
|
|
||||||||
Basic weighted average shares outstanding
|
841
|
|
850
|
|
843
|
|
849
|
|
||||
Dilutive effect of share-based awards
|
9
|
|
9
|
|
9
|
|
7
|
|
||||
Diluted weighted average shares outstanding
|
850
|
|
859
|
|
852
|
|
856
|
|
||||
|
|
|
|
|
||||||||
Basic earnings per share
|
$
|
0.95
|
|
$
|
0.81
|
|
$
|
1.20
|
|
$
|
0.81
|
|
Diluted earnings per share
|
$
|
0.94
|
|
$
|
0.80
|
|
$
|
1.19
|
|
$
|
0.81
|
|
•
|
Network Strategy.
We are implementing several strategies that are designed to strengthen and expand our global network and presence. These include our investment in and joint venture with Virgin Atlantic, facility improvements at our hubs at LaGuardia and JFK in New York and the creation of an international gateway in Seattle.
|
•
|
Maintaining Cost Performance.
As part of our ongoing efforts to maintain cost performance, we are focused on capping the rate of non-fuel unit cost growth at less than 2% annually. Fleet restructuring is an important component of our cost initiatives and is focused on lowering unit costs while investing in our fleet to enhance the customer experience. We are restructuring our domestic fleet by replacing a significant portion of our 50-seat regional flying with more efficient and customer preferred CRJ-900 and B-717-200 aircraft and replacing older, less cost effective B-757-200 aircraft with B-737-900ER aircraft. During the
June 2014
quarter, we took delivery of seven CRJ-900, 12 B-717-200 and four B-737-900ER aircraft. We will retire a significant portion of the 50-seat regional fleet that we lease as part of the fleet restructuring activities. We expect to continue to recognize restructuring charges, representing the remaining obligations under the leases, as we retire the leased aircraft. Although many factors could change over the fleet restructuring period, we currently estimate that future charges will be between $120 million and $220 million, in addition to the $30 million recorded during the
June 2014
quarter.
|
|
Three Months Ended June 30,
|
|
|
||||||||
(in millions)
|
2014
|
2013
|
Increase (Decrease)
|
% Increase
(Decrease)
|
|||||||
Passenger:
|
|
|
|
|
|||||||
Mainline
|
$
|
7,582
|
|
$
|
6,796
|
|
$
|
786
|
|
12
|
%
|
Regional carriers
|
1,684
|
|
1,698
|
|
(14
|
)
|
(1
|
)%
|
|||
Total passenger revenue
|
9,266
|
|
8,494
|
|
772
|
|
9
|
%
|
|||
Cargo
|
230
|
|
232
|
|
(2
|
)
|
(1
|
)%
|
|||
Other
|
1,125
|
|
981
|
|
144
|
|
15
|
%
|
|||
Total operating revenue
|
$
|
10,621
|
|
$
|
9,707
|
|
$
|
914
|
|
9
|
%
|
|
|
Increase (Decrease)
vs. Three Months Ended June 30, 2013
|
|||||||||||||
(in millions)
|
Three Months Ended June 30, 2014
|
Passenger
Revenue
|
RPMs
(1)
(Traffic)
|
ASMs
(2)
(Capacity)
|
Passenger Mile
Yield
|
PRASM
(3)
|
Load
Factor
|
||||||||
Domestic
|
$
|
4,493
|
|
16
|
%
|
8
|
%
|
5
|
%
|
7
|
%
|
10
|
%
|
2.3
|
pts
|
Atlantic
|
1,666
|
|
6
|
%
|
—
|
%
|
(2
|
)%
|
6
|
%
|
7
|
%
|
1.3
|
pts
|
|
Pacific
|
819
|
|
(3
|
)%
|
(1
|
)%
|
1
|
%
|
(2
|
)%
|
(3
|
)%
|
(1.2
|
) pts
|
|
Latin America
|
604
|
|
23
|
%
|
23
|
%
|
24
|
%
|
—
|
%
|
(1
|
)%
|
(0.2
|
) pts
|
|
Total Mainline
|
7,582
|
|
12
|
%
|
6
|
%
|
4
|
%
|
5
|
%
|
7
|
%
|
1.3
|
pts
|
|
Regional carriers
|
1,684
|
|
(1
|
)%
|
(1
|
)%
|
(4
|
)%
|
—
|
%
|
3
|
%
|
2.5
|
pts
|
|
Total Consolidated
|
$
|
9,266
|
|
9
|
%
|
5
|
%
|
3
|
%
|
4
|
%
|
6
|
%
|
1.5
|
pts
|
(1)
|
Revenue passenger miles (“RPMs”)
|
(2)
|
Available seat miles (“ASMs”)
|
(3)
|
Passenger revenue per ASM (“PRASM”)
|
|
Three Months Ended June 30,
|
Increase
(Decrease)
|
% Increase
(Decrease)
|
||||||||
(in millions)
|
2014
|
2013
|
|||||||||
Aircraft fuel and related taxes
|
$
|
2,434
|
|
$
|
2,595
|
|
$
|
(161
|
)
|
(6
|
)%
|
Salaries and related costs
|
2,046
|
|
1,922
|
|
124
|
|
6
|
%
|
|||
Regional carrier expense
|
1,361
|
|
1,444
|
|
(83
|
)
|
(6
|
)%
|
|||
Aircraft maintenance materials and outside repairs
|
466
|
|
472
|
|
(6
|
)
|
(1
|
)%
|
|||
Depreciation and amortization
|
451
|
|
415
|
|
36
|
|
9
|
%
|
|||
Contracted services
|
440
|
|
409
|
|
31
|
|
8
|
%
|
|||
Passenger commissions and other selling expenses
|
440
|
|
408
|
|
32
|
|
8
|
%
|
|||
Landing fees and other rents
|
355
|
|
359
|
|
(4
|
)
|
(1
|
)%
|
|||
Profit sharing
|
340
|
|
118
|
|
222
|
|
NM
(1)
|
|
|||
Passenger service
|
215
|
|
197
|
|
18
|
|
9
|
%
|
|||
Aircraft rent
|
56
|
|
55
|
|
1
|
|
2
|
%
|
|||
Restructuring and other items
|
30
|
|
34
|
|
(4
|
)
|
NM
(1)
|
|
|||
Other
|
408
|
|
365
|
|
43
|
|
12
|
%
|
|||
Total operating expense
|
$
|
9,042
|
|
$
|
8,793
|
|
$
|
249
|
|
3
|
%
|
(1)
|
NM - Not meaningful
|
|
Three Months Ended June 30,
|
Increase
(Decrease) |
% Increase
(Decrease) |
||||||||
(in millions, except per gallon data)
|
2014
|
2013
|
|||||||||
Aircraft fuel and related taxes
(1)
|
$
|
2,434
|
|
$
|
2,595
|
|
$
|
(161
|
)
|
|
|
Aircraft fuel and related taxes included within regional carrier expense
|
500
|
|
507
|
|
(7
|
)
|
|
||||
Total fuel expense
|
$
|
2,934
|
|
$
|
3,102
|
|
$
|
(168
|
)
|
(5
|
)%
|
|
|
|
|
|
|||||||
Total fuel consumption (gallons)
|
1,001
|
|
981
|
|
20
|
|
2
|
%
|
|||
Average price per gallon
|
$
|
2.93
|
|
$
|
3.16
|
|
$
|
(0.23
|
)
|
(7
|
)%
|
(1)
|
Includes the impact of fuel hedging and refinery results described further in the table below.
|
|
|
Average Price Per Gallon
|
||||||||||||||||
|
Three Months Ended June 30,
|
Change
|
Three Months Ended June 30,
|
Change
|
||||||||||||||
(in millions, except per gallon data)
|
2014
|
2013
|
2014
|
2013
|
||||||||||||||
Fuel purchase cost
|
$
|
3,046
|
|
2,935
|
|
$
|
111
|
|
$
|
3.04
|
|
$
|
2.99
|
|
$
|
0.05
|
|
|
Airline segment fuel hedge (gains) losses
|
(99
|
)
|
116
|
|
(215
|
)
|
(0.10
|
)
|
0.12
|
|
(0.22
|
)
|
||||||
Refinery segment impact
|
(13
|
)
|
51
|
|
(64
|
)
|
(0.01
|
)
|
0.05
|
|
(0.06
|
)
|
||||||
Total fuel expense
|
$
|
2,934
|
|
$
|
3,102
|
|
$
|
(168
|
)
|
$
|
2.93
|
|
$
|
3.16
|
|
$
|
(0.23
|
)
|
MTM adjustments
|
1
|
|
(125
|
)
|
126
|
|
—
|
|
(0.13
|
)
|
0.13
|
|
||||||
Total fuel expense, adjusted
|
$
|
2,935
|
|
$
|
2,977
|
|
$
|
(42
|
)
|
$
|
2.93
|
|
$
|
3.03
|
|
$
|
(0.10
|
)
|
|
Three Months Ended June 30,
|
|
|
|||||||
(in millions)
|
2014
|
2013
|
|
Favorable (Unfavorable)
|
||||||
Interest expense, net
|
$
|
(155
|
)
|
$
|
(172
|
)
|
|
$
|
17
|
|
Amortization of debt discount, net
|
(18
|
)
|
(41
|
)
|
|
23
|
|
|||
Loss on extinguishment of debt
|
(111
|
)
|
—
|
|
|
(111
|
)
|
|||
Miscellaneous, net
|
3
|
|
(15
|
)
|
|
18
|
|
|||
Total other expense, net
|
$
|
(281
|
)
|
$
|
(228
|
)
|
|
$
|
(53
|
)
|
|
Six Months Ended June 30,
|
|
|
||||||||
(in millions)
|
2014
|
2013
|
Increase (Decrease)
|
% Increase
(Decrease)
|
|||||||
Passenger:
|
|
|
|
|
|||||||
Mainline
|
$
|
13,806
|
|
$
|
12,656
|
|
$
|
1,150
|
|
9
|
%
|
Regional carriers
|
3,137
|
|
3,158
|
|
(21
|
)
|
(1
|
)%
|
|||
Total passenger revenue
|
16,943
|
|
15,814
|
|
1,129
|
|
7
|
%
|
|||
Cargo
|
447
|
|
470
|
|
(23
|
)
|
(5
|
)%
|
|||
Other
|
2,147
|
|
1,923
|
|
224
|
|
12
|
%
|
|||
Total operating revenue
|
$
|
19,537
|
|
$
|
18,207
|
|
$
|
1,330
|
|
7
|
%
|
|
|
Increase (Decrease)
vs. Six Months Ended June 30, 2013
|
|||||||||||||
(in millions)
|
Six Months Ended June 30, 2014
|
Passenger
Revenue
|
RPMs
(1)
(Traffic)
|
ASMs
(2)
(Capacity)
|
Passenger Mile
Yield
|
PRASM
(3)
|
Load
Factor
|
||||||||
Domestic
|
$
|
8,228
|
|
13
|
%
|
6
|
%
|
3
|
%
|
6
|
%
|
9
|
%
|
2.0
|
pts
|
Atlantic
|
2,673
|
|
3
|
%
|
—
|
%
|
(2
|
)%
|
3
|
%
|
5
|
%
|
1.0
|
pts
|
|
Pacific
|
1,646
|
|
(4
|
)%
|
—
|
%
|
—
|
%
|
(4
|
)%
|
(4
|
)%
|
(0.4
|
) pts
|
|
Latin America
|
1,259
|
|
20
|
%
|
22
|
%
|
21
|
%
|
(1
|
)%
|
—
|
%
|
0.6
|
pts
|
|
Total Mainline
|
13,806
|
|
9
|
%
|
5
|
%
|
3
|
%
|
4
|
%
|
5
|
%
|
1.3
|
pts
|
|
Regional carriers
|
3,137
|
|
(1
|
)%
|
(1
|
)%
|
(4
|
)%
|
—
|
%
|
4
|
%
|
2.6
|
pts
|
|
Total Consolidated
|
$
|
16,943
|
|
7
|
%
|
4
|
%
|
2
|
%
|
3
|
%
|
4
|
%
|
1.5
|
pts
|
(1)
|
Revenue passenger miles (“RPMs”)
|
(2)
|
Available seat miles (“ASMs”)
|
(3)
|
Passenger revenue per ASM (“PRASM”)
|
|
Six Months Ended June 30,
|
Increase
(Decrease)
|
% Increase
(Decrease)
|
||||||||
(in millions)
|
2014
|
2013
|
|||||||||
Aircraft fuel and related taxes
|
$
|
4,660
|
|
$
|
4,884
|
|
$
|
(224
|
)
|
(5
|
)%
|
Salaries and related costs
|
4,015
|
|
3,833
|
|
182
|
|
5
|
%
|
|||
Regional carrier expense
|
2,680
|
|
2,843
|
|
(163
|
)
|
(6
|
)%
|
|||
Aircraft maintenance materials and outside repairs
|
914
|
|
963
|
|
(49
|
)
|
(5
|
)%
|
|||
Depreciation and amortization
|
893
|
|
820
|
|
73
|
|
9
|
%
|
|||
Contracted services
|
867
|
|
810
|
|
57
|
|
7
|
%
|
|||
Passenger commissions and other selling expenses
|
813
|
|
765
|
|
48
|
|
6
|
%
|
|||
Landing fees and other rents
|
696
|
|
682
|
|
14
|
|
2
|
%
|
|||
Profit sharing
|
439
|
|
138
|
|
301
|
|
NM
|
|
|||
Passenger service
|
388
|
|
361
|
|
27
|
|
7
|
%
|
|||
Aircraft rent
|
107
|
|
115
|
|
(8
|
)
|
(7
|
)%
|
|||
Restructuring and other items
|
79
|
|
136
|
|
(57
|
)
|
NM
|
|
|||
Other
|
787
|
|
721
|
|
66
|
|
9
|
%
|
|||
Total operating expense
|
$
|
17,338
|
|
$
|
17,071
|
|
$
|
267
|
|
2
|
%
|
|
Six Months Ended June 30,
|
Increase
(Decrease)
|
% Increase
(Decrease)
|
||||||||
(in millions, except per gallon data)
|
2014
|
2013
|
|||||||||
Aircraft fuel and related taxes
(1)
|
$
|
4,660
|
|
$
|
4,884
|
|
$
|
(224
|
)
|
|
|
Aircraft fuel and related taxes included within regional carrier expense
|
973
|
|
1,026
|
|
(53
|
)
|
|
||||
Total fuel expense
|
$
|
5,633
|
|
$
|
5,910
|
|
$
|
(277
|
)
|
(5
|
)%
|
|
|
|
|
|
|||||||
Total fuel consumption (gallons)
|
1,882
|
|
1,856
|
|
26
|
|
1
|
%
|
|||
Average price per gallon
|
$
|
2.99
|
|
$
|
3.18
|
|
$
|
(0.19
|
)
|
(6
|
)%
|
(1)
|
Includes the impact of fuel hedging and refinery results described further in the table below.
|
|
|
Average Price Per Gallon
|
||||||||||||||||
|
Six Months Ended June 30,
|
Change
|
Six Months Ended June 30,
|
Change
|
||||||||||||||
(in millions, except per gallon data)
|
2014
|
2013
|
2014
|
2013
|
||||||||||||||
Fuel purchase cost
|
$
|
5,777
|
|
5,779
|
|
$
|
(2
|
)
|
$
|
3.07
|
|
$
|
3.11
|
|
$
|
(0.04
|
)
|
|
Airline segment fuel hedge (gains) losses
|
(172
|
)
|
58
|
|
(230
|
)
|
(0.09
|
)
|
0.03
|
|
(0.12
|
)
|
||||||
Refinery segment impact
|
28
|
|
73
|
|
(45
|
)
|
0.01
|
|
0.04
|
|
(0.03
|
)
|
||||||
Total fuel expense
|
$
|
5,633
|
|
$
|
5,910
|
|
$
|
(277
|
)
|
$
|
2.99
|
|
$
|
3.18
|
|
$
|
(0.19
|
)
|
MTM adjustments
|
(33
|
)
|
(101
|
)
|
68
|
|
(0.01
|
)
|
(0.05
|
)
|
0.04
|
|
||||||
Total fuel expense, adjusted
|
$
|
5,600
|
|
$
|
5,809
|
|
$
|
(209
|
)
|
$
|
2.98
|
|
$
|
3.13
|
|
$
|
(0.15
|
)
|
|
Six Months Ended June 30,
|
|
|
|||||||
(in millions)
|
2014
|
2013
|
|
Favorable (Unfavorable)
|
||||||
Interest expense, net
|
$
|
(320
|
)
|
$
|
(350
|
)
|
|
$
|
30
|
|
Amortization of debt discount, net
|
(39
|
)
|
(83
|
)
|
|
44
|
|
|||
Loss on extinguishment of debt
|
(129
|
)
|
—
|
|
|
(129
|
)
|
|||
Miscellaneous, net
|
(78
|
)
|
(14
|
)
|
|
(64
|
)
|
|||
Total other expense, net
|
$
|
(566
|
)
|
$
|
(447
|
)
|
|
$
|
(119
|
)
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
Consolidated
(1)
|
2014
|
2013
|
2014
|
2013
|
||||||||
Revenue passenger miles (millions)
|
53,341
|
|
50,781
|
|
97,942
|
|
93,859
|
|
||||
Available seat miles (millions)
|
61,817
|
|
59,880
|
|
115,721
|
|
112,902
|
|
||||
Passenger mile yield
|
|
17.37
|
¢
|
|
16.73
|
¢
|
|
17.30
|
¢
|
|
16.85
|
¢
|
Passenger revenue per available seat mile
|
|
14.99
|
¢
|
|
14.19
|
¢
|
|
14.64
|
¢
|
|
14.01
|
¢
|
Operating cost per available seat mile (CASM)
|
|
14.63
|
¢
|
|
14.69
|
¢
|
|
14.98
|
¢
|
|
15.12
|
¢
|
CASM-Ex
(2)
|
|
8.98
|
¢
|
|
8.98
|
¢
|
|
9.35
|
¢
|
|
9.34
|
¢
|
Passenger load factor
|
86.3
|
%
|
84.8
|
%
|
84.6
|
%
|
83.1
|
%
|
||||
Fuel gallons consumed (millions)
|
1,001
|
|
981
|
|
1,882
|
|
1,856
|
|
||||
Average price per gallon
(3)
|
$
|
2.93
|
|
$
|
3.16
|
|
$
|
2.99
|
|
$
|
3.18
|
|
Average price per gallon, adjusted
(4)
|
$
|
2.93
|
|
$
|
3.03
|
|
$
|
2.98
|
|
$
|
3.13
|
|
Full-time equivalent employees, end of period
|
80,723
|
|
79,629
|
|
|
|
(1)
|
Includes the operations of our regional carriers. Full-time equivalent employees exclude employees of regional carriers that we do not own.
|
(2)
|
Non-GAAP financial measure defined in "June 2014 Quarter Financial Highlights" above. See reconciliation to CASM in "Supplemental Information" below.
|
(3)
|
Includes the impact of fuel hedge activity.
|
(4)
|
Non-GAAP financial measure defined and reconciled in "Operating Expense" sections of Results of Operations for the three and six months ended June 30, 2014 and 2013.
|
|
Current Fleet
(1)
|
|
Commitments
|
|
|||||||||||||
Aircraft Type
|
Owned
|
Capital
Lease
|
Operating
Lease
|
Total
|
Average
Age
|
|
Purchase
(2)(3)
|
Lease
|
Options
|
||||||||
B-717-200
|
—
|
|
6
|
|
30
|
|
36
|
|
12.6
|
|
|
—
|
|
52
|
|
—
|
|
B-737-700
|
10
|
|
—
|
|
—
|
|
10
|
|
5.4
|
|
|
—
|
|
—
|
|
—
|
|
B-737-800
|
73
|
|
—
|
|
—
|
|
73
|
|
13.4
|
|
|
—
|
|
—
|
|
—
|
|
B-737-900ER
|
15
|
|
—
|
|
7
|
|
22
|
|
0.5
|
|
|
78
|
|
—
|
|
30
|
|
B-747-400
|
4
|
|
9
|
|
3
|
|
16
|
|
20.6
|
|
|
—
|
|
—
|
|
—
|
|
B-757-200
|
98
|
|
18
|
|
18
|
|
134
|
|
20.0
|
|
|
—
|
|
—
|
|
—
|
|
B-757-300
|
16
|
|
—
|
|
—
|
|
16
|
|
11.3
|
|
|
—
|
|
—
|
|
—
|
|
B-767-300
|
11
|
|
3
|
|
2
|
|
16
|
|
23.4
|
|
|
—
|
|
—
|
|
—
|
|
B-767-300ER
|
51
|
|
5
|
|
2
|
|
58
|
|
18.2
|
|
|
—
|
|
—
|
|
2
|
|
B-767-400ER
|
21
|
|
—
|
|
—
|
|
21
|
|
13.3
|
|
|
—
|
|
—
|
|
3
|
|
B-777-200ER
|
8
|
|
—
|
|
—
|
|
8
|
|
14.4
|
|
|
—
|
|
—
|
|
—
|
|
B-777-200LR
|
10
|
|
—
|
|
—
|
|
10
|
|
5.2
|
|
|
—
|
|
—
|
|
5
|
|
B-787-8
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
18
|
|
—
|
|
—
|
|
A319-100
|
55
|
|
—
|
|
2
|
|
57
|
|
12.4
|
|
|
—
|
|
—
|
|
—
|
|
A320-200
|
50
|
|
—
|
|
19
|
|
69
|
|
19.3
|
|
|
—
|
|
—
|
|
—
|
|
A321-200
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
45
|
|
—
|
|
—
|
|
A330-200
|
11
|
|
—
|
|
—
|
|
11
|
|
9.2
|
|
|
—
|
|
—
|
|
—
|
|
A330-300
|
21
|
|
—
|
|
—
|
|
21
|
|
8.8
|
|
|
10
|
|
—
|
|
—
|
|
MD-88
|
76
|
|
41
|
|
—
|
|
117
|
|
24.0
|
|
|
—
|
|
—
|
|
—
|
|
MD-90
|
57
|
|
8
|
|
—
|
|
65
|
|
17.4
|
|
|
—
|
|
—
|
|
—
|
|
Total
|
587
|
|
90
|
|
83
|
|
760
|
|
16.9
|
|
|
151
|
|
52
|
|
40
|
|
(1)
|
Excludes certain aircraft we own or lease which are operated by regional carriers on our behalf shown in the table below.
|
(2)
|
Our purchase commitment for 18 B-787-8 aircraft provides for certain aircraft substitution rights.
|
(3)
|
In addition, we have purchase commitments for
14
CRJ-900 aircraft that will be operated by our regional carriers and options for an additional 30 CRJ-900 aircraft.
|
|
Fleet Type
|
|
||||||||||||
Carrier
|
CRJ-200
|
CRJ-700
|
CRJ-900
|
ERJ-145
|
Embraer 170
|
Embraer 175
|
Total
|
|||||||
Endeavor Air, Inc.
(1)
|
95
|
|
—
|
|
67
|
|
—
|
|
—
|
|
—
|
|
162
|
|
ExpressJet Airlines, Inc.
|
59
|
|
41
|
|
28
|
|
—
|
|
—
|
|
—
|
|
128
|
|
SkyWest Airlines, Inc.
|
44
|
|
19
|
|
32
|
|
—
|
|
—
|
|
—
|
|
95
|
|
Compass Airlines, Inc.
|
—
|
|
—
|
|
—
|
|
—
|
|
6
|
|
36
|
|
42
|
|
Chautauqua Airlines, Inc.
|
—
|
|
—
|
|
—
|
|
41
|
|
—
|
|
—
|
|
41
|
|
Shuttle America Corporation
|
—
|
|
—
|
|
—
|
|
—
|
|
14
|
|
16
|
|
30
|
|
GoJet Airlines, LLC
|
—
|
|
22
|
|
—
|
|
—
|
|
—
|
|
—
|
|
22
|
|
Total
|
198
|
|
82
|
|
127
|
|
41
|
|
20
|
|
52
|
|
520
|
|
(1)
|
Endeavor Air, Inc. is a wholly-owned subsidiary.
|
•
|
Aircraft fuel and related taxes.
The volatility in fuel prices impacts the comparability of year-over-year financial performance. The exclusion of aircraft fuel and related taxes (including our regional carriers) allows investors to better understand and analyze our non-fuel costs and year-over-year financial performance.
|
•
|
Ancillary businesses.
Our ancillary businesses include aircraft maintenance and staffing services we provide to third parties and our vacation wholesale operations. Because these businesses are not related to the generation of a seat mile, we exclude the costs related to these businesses to provide a more meaningful comparison of the costs of our airline operations to the rest of the airline industry.
|
•
|
Profit sharing.
We exclude profit sharing because this exclusion allows investors to better understand and analyze our recurring cost performance and provides a more meaningful comparison of our core operating costs to the airline industry.
|
•
|
Restructuring and other items.
Because of the variability in restructuring and other items, the exclusion of this item is helpful to investors to analyze our recurring core operational performance in the periods shown.
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
||||||||||
|
2014
|
2013
|
2014
|
2013
|
||||||||
CASM
|
|
14.63
|
¢
|
|
14.69
|
¢
|
|
14.98
|
¢
|
|
15.12
|
¢
|
Items excluded:
|
|
|
|
|
||||||||
Aircraft fuel and related taxes
|
(4.75
|
)
|
(5.17
|
)
|
(4.87
|
)
|
(5.23
|
)
|
||||
Ancillary businesses
|
(0.30
|
)
|
(0.28
|
)
|
(0.31
|
)
|
(0.31
|
)
|
||||
Profit sharing
|
(0.55
|
)
|
(0.20
|
)
|
(0.38
|
)
|
(0.12
|
)
|
||||
Restructuring and other items
|
(0.05
|
)
|
(0.06
|
)
|
(0.07
|
)
|
(0.12
|
)
|
||||
CASM-Ex
|
|
8.98
|
¢
|
|
8.98
|
¢
|
|
9.35
|
¢
|
|
9.34
|
¢
|
|
Period from July 1, 2014 to December 31, 2015
|
|
Fuel Hedge Margin Received from (Posted to) Counterparties
|
||||||||||||
(in millions)
|
(Increase) Decrease to Unhedged Fuel Cost
(1)
|
|
Hedge
Gain (Loss)
(2)
|
|
Net Impact
|
|
|||||||||
+ 20%
|
$
|
(3,400
|
)
|
|
$
|
140
|
|
|
$
|
(3,260
|
)
|
|
$
|
60
|
|
+ 10%
|
(1,710
|
)
|
|
100
|
|
|
(1,610
|
)
|
|
30
|
|
||||
- 10%
|
1,710
|
|
|
(20
|
)
|
|
1,690
|
|
|
20
|
|
||||
- 20%
|
3,400
|
|
|
(40
|
)
|
|
3,360
|
|
|
(30
|
)
|
(1)
|
Projections based upon the (increase) decrease to unhedged fuel cost as compared to the jet fuel price per gallon of $2.89, excluding transportation costs and taxes, at
June 30, 2014
and estimated fuel consumption of 5.9 billion gallons for the period from July 1, 2014 to December 31, 2015.
|
(2)
|
Projections based on average futures prices by contract settlement month compared to futures prices at
June 30, 2014
.
|
Atlanta, Georgia
|
/s/ Ernst & Young LLP
|
July 23, 2014
|
|
Period
|
Total Number of Shares Purchased
|
Average Price Paid Per Share
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
Approximate Dollar Value (in millions) of Shares That May Yet Be Purchased Under the Plan or Programs
|
||||
April 2014
|
52,506
|
|
$
|
34.60
|
|
52,506
|
|
$125
|
May 2014
|
3,239,471
|
|
$
|
37.53
|
|
3,239,471
|
|
$2,005
|
June 2014
|
2,597,515
|
|
$
|
40.46
|
|
2,597,515
|
|
$1,900
|
Total
|
5,889,492
|
|
|
5,889,492
|
|
|
10.1
|
Terms of 2014 Restricted Stock Awards for Non-Employee Directors
|
15
|
Letter from Ernst & Young LLP regarding unaudited interim financial information
|
31.1
|
Certification by Delta's Chief Executive Officer with respect to Delta's Quarterly Report on Form 10-Q for the quarterly period ended
June 30, 2014
|
31.2
|
Certification by Delta's Executive Vice President and Chief Financial Officer with respect to Delta's Quarterly Report on Form 10-Q for the quarterly period ended
June 30, 2014
|
32
|
Certification pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code by Delta's Chief Executive Officer and Executive Vice President and Chief Financial Officer with respect to Delta's Quarterly Report on Form 10-Q for the quarterly period ended
June 30, 2014
|
101.INS
|
XBRL Instance Document
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB
|
XBRL Taxonomy Extension Labels Linkbase Document
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
Delta Air Lines, Inc.
|
|
(Registrant)
|
|
|
|
/s/ Craig M. Meynard
|
|
Craig M. Meynard
|
|
Vice President and Chief Accounting Officer
|
|
(Principal Accounting Officer)
|
July 23, 2014
|
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
---|
DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
---|
No information found
Customers
Customer name | Ticker |
---|---|
Sabre Corporation | SABR |
Price
Yield
Owner | Position | Direct Shares | Indirect Shares |
---|