v3.26.3
Acquisition of Sun Country (Tables)
9 Months Ended
Sep. 30, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Business Combination, Contingent Consideration
The total purchase consideration was as follows:
(in thousands)May 13, 2026
Purchase consideration
     Cash$223,431 
     Shares 634,788
Add: Pre-combination value of replaced and accelerated equity awards21,173
Add: Consideration paid with respect to Amazon warrants16,185
Add: Termination payment under Tax Receivable Agreement80,461
Total purchase consideration$976,038 
Business Combination Preliminary Allocation The following table presents the preliminary allocation of the purchase price as of the closing date and as adjusted as of September 30, 2026:
(in thousands)As of May 13, 2026As of September 30, 2026
Cash and cash equivalents$119,618 $119,618 
Restricted cash20,27220,272
Short-term investments47,13447,134
Accounts receivable77,01077,010
Short term lessor maintenance deposits37,26837,268
Expendable parts, supplies and fuel, net12,35612,356
Prepaid expenses and other current assets23,51023,510
Property and equipment, net1,048,0571,045,228
Goodwill465,719465,207
Other intangible assets21,60021,600
Long-term investments4,9804,980
Operating lease right-of-use assets, net10,81910,819
Deposits and other assets85,32285,322
Total assets acquired1,973,6651,970,324
Accounts payable97,10897,108
Accrued liabilities65,25365,253
Current operating lease liabilities3,7563,756
Air traffic liability137,306137,306
Current loyalty program liability9,4959,495
Current maturities of long-term debt and finance lease obligations, net of related costs137,114137,114
Long-term debt and finance lease obligations, net of current maturities and related costs433,150433,150
Deferred income taxes89,49686,155
Noncurrent operating lease liabilities8,7258,725
Noncurrent loyalty program liability4,8904,890
Other noncurrent liabilities11,33411,334
Total liabilities assumed997,627994,286
Total consideration$976,038 $976,038 
Business Combination, Intangible Asset, Acquired, Indefinite-Lived
The estimated fair value and weighted average useful life of the Sun Country intangible assets are as follows:
Fair Value (in thousands)Weighted Average Useful Life
Trademarks$13,2002 Years
Customer Relationships8,4002 Years
Total$21,600
Business Combination, Pro Forma Information
The pro forma information includes adjustments for estimated acquisition-related costs of $92.0 million, which includes acquisition related costs and change in control payments, assumed to have been incurred on January 1, 2025.

Consolidated Pro Forma Results
Three Months Ended September 30,Nine Months Ended September 30,
(in thousands)2026202520262025
Operating revenues$961,559$817,470$3,109,550$2,796,198
Net income(3,111)(37,052)100,850(104,540)