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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): September 9, 2021

Sun Country Airlines Holdings, Inc.

(Exact name of Registrant as specified in its charter)

Delaware   001-40217   82-4092570

(State of

Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

2005 Cargo Road

Minneapolis, MN

  55450
(Address of principal executive offices)   (Zip Code)

 

(651) 681-3900

(Registrant’s telephone number, including area code)

 

(Former Name or Former Address, if Changed Since Last Report)

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))

Securities registered pursuant to Section 12(b) of the Act:

         
Title of each class  

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value $0.01 per share   SNCY   The Nasdaq Stock Market LLC

Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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.

 

 

 

 

 

Item 7.01Regulation FD Disclosure.

 

Sun Country Airlines Holdings, Inc. (the “Company”) intends to conduct an investor presentation at several industry conferences beginning on September 9, 2021. The presentation that will be used at the conferences is attached hereto as Exhibit 99.1 and incorporated by reference herein.

 

As part of the presentation, the Company is providing an update to its guidance for the third quarter of 2021:

 

Guidance for Third Quarter 2021

 

  New guidance Previous guidance
     
Total revenue - millions $170 to $175 $170 to $175
Fuel cost per gallon – excluding derivatives $2.14 $2.30
Operating income margin – percentage 7.0% - 9.5% 5.5% - 9.5%
Effective tax rate 25% 25%
Total system ASMs - millions 1,500 to 1,560 1,500 to 1,560

 

The information contained in this report, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filings, unless expressly incorporated by specific reference in such filing.

 

The information in this Current Report on Form 8-K contains forward-looking statements based on management’s current expectations and projections, which are intended to qualify for the safe harbor of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. Forward-looking statements include statements regarding third quarter guidance and other statements identified by words such as “believe,” “will,” “may,” “might,” “likely,” “expect,” “anticipates,” “intends,” “plans,” “seeks,” “estimates,” “believes,” “continues,” “projects” and similar references to future periods, or by the inclusion of forecasts or projections. All forward-looking statements are based on current expectations and projections of future events. These forward-looking statements reflect the current views, estimates and assumptions of the Company, and are subject to various risks and uncertainties that cannot be predicted or qualified and could cause actual results in the Company’s performance to differ materially from those expressed or implied by such forward looking statements. These risks and uncertainties include, but are not limited to, the COVID-19 pandemic and its effects including related travel restrictions, social distancing measures and decreased demand for air travel, the competitive environment in the Company’s industry, the Company’s ability to implement its business strategy successfully and other factors set forth under “Risk Factors” in the Company’s Registration Statement on Form S-1 (File No. 333-252858), as amended, including the final prospectus dated March 16, 2021 included therein. All forward-looking statements made herein are expressly qualified in their entirety by these cautionary statements and there can be no assurance that the actual results, events or developments referenced herein will occur or be realized. Readers are cautioned that all forward-looking statements speak only to the facts and circumstances present as of the date of this Current Report on Form 8-K. The Company expressly disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

 

 

 

Item 9.01Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
99.1   Presentation dated September 2021
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

 

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 thereunto duly authorized.

 

Date: September 9, 2021 Sun Country Airlines Holdings, Inc.  
     
     
  By: /s/ Eric Levenhagen  
    Eric Levenhagen  
    Chief Administrative Officer, General Counsel and Secretary  

  

 

 

 

 

EXHIBIT 99.1

 

 

 

Sun Country Airlines September 2021

 

 

 

 

 

Disclaimer Confidentiality and Market Data This presentation constitutes confidential information and is provided to you on the condition that you will hold it in stric t c onfidence and not reproduce, disclose, forward or distribute it in whole or in part without the prior written consent of the Company. This pres ent ation has been prepared by the Company for informational purposes only and not for any other purpose. Nothing contained in this presentation is , or should be construed as, a recommendation, promise or representation by the presenter or the Company or any director, employee, agent, o r a dviser of or the Company. This presentation does not purport to be all - inclusive or to contain all of the information you may desire. We include statements and information in this presentation concerning our industry ranking and the markets in which we operat e, including our general expectations and market opportunity, which are based on information from independent industry organizations and other th ird - party sources (including a third - party market study, industry publications, surveys and forecasts). While we believe these third - party sources to be reliable as of the date of this presentation, we have not independently verified any third - party information and such informatio n is inherently imprecise. In addition, projections, assumptions and estimates of the future performance of the industry in which we operate and our future performance are necessarily subject to a high degree of uncertainty and risk due to a variety of risks. These and other facto rs could cause results to differ materially from those expressed in the estimates made by the independent parties and by us. Cautionary Note Regarding Forward - Looking Statements This presentation contains forward - looking statements, which involve risks and uncertainties. These forward - looking statements a re generally identified by the use of forward - looking terminology, including the terms “anticipate,” “believe,” “continue,” “could,” “estimat e,” “expect,” “intend,” “likely,” “may,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and, in ea ch case, their negative or other various or comparable terminology. All statements other than statements of historical facts contained in th is presentation, including statements regarding our strategy, future operations, future financial position, future revenue, projected costs, p ros pects, plans, objectives of management and general economic trends and trends in the industry and markets are forward - looking statements. Thes e statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results, perf orm ance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forw ard - looking statements. Certain of these risks are identified and discussed in our filings with the Securities and Exchange Commission. T hes e forward - looking statements reflect our views with respect to future events as of the date of this presentation and are based on assum pti ons and subject to risks and uncertainties. Given these uncertainties, you should not place undue reliance on these forward - looking statements. We undertake no obligation to update any forward - looking statements, whether as a result of new information, future events or otherwise after the date of this presentation. 2

 

 

 

 

 

Third quarter update 3 Guidance for Third Quarter 2021 New guidance Previous guidance Total revenue - millions $170 to $175 $170 to $175 Fuel cost per gallon – excluding derivatives $2.14 $2.30 Operating income margin – percentage 7.0% - 9.5% 5.5% - 9.5% Effective tax rate 25% 25% Total system ASMs - millions 1,500 to 1,560 1,500 to 1,560 Resiliency of business model demonstrated as strength in cargo and charter businesses largely offsetting some softness in scheduled passenger business

 

 

 

 

 

Business Overview

 

 

 

 

 

A New Breed of Hybrid LCC High growth low cost airline with a unique and resilient business model Serves the VFR and leisure passenger, charter and cargo sectors Differentiated low fixed cost, asset light business model Dynamically allocate capacity to match demand patterns, maximize unit revenue Leading financial performance during one of the worst periods in industry history 5 Sun Country Overview Adjusted EBITDAR Margin (1) 1 - See Appendix for more information on how we define Adjusted EBITDAR and reconciliations of Adjusted EBITDAR to the most com parable GAAP metric Resiliency demonstrated in the most difficult times 18.4% 24.4% 9.7% 17.4% 2018 2019 2020 1H 2021 Rebound in performance well underway

 

 

 

 

 

Unique, Diversified Business Model Sun Country’s symbiotic business lines share assets to maximize operating leverage 6 Sun Country Business Line Synergies Shared Foundational Assets Aircraft Pilots Shared Services Charter (~20% of Revenue (1) ) Passenger Leisure (~63% of Revenue (1) ) Cargo (~16% of Revenue (1) ) Long - term asset - light contract with high margins and cash flows, leveraging shared pilot pool Leading provider of narrowbody charter; providing turnkey charter service to stable customer base Unique low cost airline with focus on leisure travel Standard fleet of 34 Boeing 737s that are used across scheduled service and charter 433 (2) Pilots that serve across the entire set of assets An already lean operation supporting the entire set of assets 1 2 3 1. Percentage of revenue for the first half of 2021 2. As of June 30, 2021

 

 

 

 

 

Agile Passenger Capacity Built to Capture Peak Demand 7 0.0% 5.0% 10.0% 15.0% Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Seasonal Demand Dictates Monthly Schedule (1) Day - of - Week Capacity Determined by Demand Patterns (1) Winter MSP to warm leisure Midwest origination Summer MSP to VFR (2) MSP to leisure Hawaii Southern big city to Mexico/Caribbean Fall MSP to VFR (2) Big cities to LAS Holiday scheduling (% of Block Hours) Unlike other passenger airlines, we quickly shift our capacity to focus flying when demand is high which results in higher yields Charter and Cargo operations peak in the Fall when Passenger Leisure is the weakest • Based on FY2019 data. • Visiting Friends and Relatives. 7.50¢ 8.50¢ 9.50¢ 10.50¢ 25% 50% 75% 100% Mon Tue Wed Thu Fri Sat Sun Capacity Index (% of peak day) TRASM (% of Peak Day ASMs) ( TRASM )

 

 

 

 

 

Superior Passenger Product Offering Weighted Average Seat Pitch: 31" Seat Recline In - Flight Entertainment In - Seat Power 8 $144.22 $155.49 $132.04 $110.91 $98.14 $108.65 2019 2020 LTM Q2 2021 1 - Sun Country revenue/passenger = average base fare + ancillary revenue per passenger, Allegiant is average fare – total, Spir it is total revenue per passenger flight segment, Frontier is total revenue per passenger Average Revenue per Passenger (1) 2020

 

 

 

 

 

Sun Country Route Network 9 Current Passenger Leisure Operations ~97% of our markets are seasonal which reflects demand trends of our customer

 

 

 

 

 

Leading Charter Business • High growth and high margin market leader in narrow body charter market • Only U.S. passenger airline with a meaningful charter business • Scheduled seamlessly with passenger business • Contract based business – provides recurring revenues • Pass - through fuel and other costs • Largely insulated from economic cycles 10 Overview Charter Revenue per Block Hour $8,767 $8,793 $8,101 $8,126 2018 2019 2020 LTM Q2 2021 Return of track charter flying that had stopped during COVID is underway NCAA and professional sports, casino/VIP, US military, among other customers This is reflective of our views with respect to future events as of the date of this presentation and are based on assumption s a nd subject to risks and uncertainties. Given these uncertainties, you should not place undue reliance on these forward - looking statements.

 

 

 

 

 

Cargo Business - Source of Significant, Stable Cash Flow • 12 Boeing 737 - 800 converted freighter aircraft operated on behalf of Amazon • Increased from original plan of 10 aircraft • 10 year contract, initial term six years and two additional, two - year extension options • Partnership with one of the fastest growing companies globally • Only ULCC with a meaningful cargo business • Complements passenger leisure and charter operations; pilots scheduled seamlessly between passenger, charter, cargo business 11

 

 

 

 

 

Continue to Reduce CASM Even in Lower Utilization Environment 12 Still in demand recovery phase, expect CASM to improve as we grow 7.80 7.05 6.31 7.57 6.25 9.8 9.7 9.6 5.1 6.8 2017 2018 2019 2020 1H 2021 Adjusted CASM - cents Total Utilization - hours Adjusted CASM vs Historical Utilization During COVID See appendix for Adjusted CASM reconciliation This is reflective of our views with respect to future events as of the date of this presentation and are based on assumption s a nd subject to risks and uncertainties. Given these uncertainties, you should not place undue reliance on these forward - looking statements.

 

 

 

 

 

Strongly Profitable Even at Lower Utilization 13 Adjusted Operating Margin Versus Utilization Built to be different, difficult to replicate Sun Country, Allegiant, Frontier, Spirit Source SEC filings, 2019 is full year 2019, 1H 21 is first six months of 2021 -40% -30% -20% -10% 0% 10% 20% 30% 6.0 7.0 8.0 9.0 10.0 11.0 12.0 13.0 Adjusted operating margin Daily utilization – hours per day 1H21 2019 2019 2019 2019 1H21 1H21 1H21

 

 

 

 

 

Decline in Fleet Costs Over Time 14 P&L Total Expense per AC (1) per Month $266 $246 $246 $207 2018 2019 2020 2021 Cash Payments (2) per AC (1) per Month $339 $354 $295 $246 2018 2019 2020 2021 USD in 000s USD in 000s Better fleet deals and transition from leased to owned aircraft has significantly lowered average monthly costs 1 – AC are passenger aircraft only 2 – Includes rent, debt service, and reserves

 

 

 

 

 

Capital Light Model 15 Current Order Book (1) Source: Company filings, CAPA, Form 41 Financial Data. 1. As of most recent available data (July 2021 for Allegiant, Q2 2021 for Southwest, Spirit, JetBlue, Frontier and Sun Country). 2. Sun Country revenue defined as 2019 revenue ($701mm) plus Amazon December 2020 Revenue Annualized ($85mm). Other carriers bas ed on reported 2019 revenue per DOT Form 41. 3. Peers based on 2019 revenue and capital expenditures. Peer Average includes Spirit, Allegiant, Southwest, Frontier and JetBlu e. Sun Country revenue defined as 2019 revenue ($701mm) plus Amazon December 2020 Revenue Annualized ($85mm), totaling ~$787mm; Sun Country capital expenditures based on reported 2019 figures. 392 148 132 129 0 0 0 50 100 150 200 250 300 350 400 450 # of Aircraft Orders Not making large CAPEX bets on uncertain future % of Revenue with Less Fuel Risk (2) 33% 4% 0% 0% 0% 0% 0% 5% 10% 15% 20% 25% 30% 35% 40% Cargo and Charter customer able to take fuel price 2019 CAPEX / Total Rev (3) 11.5% 8.9% 0% 2% 4% 6% 8% 10% 12% 14% 16% 18% 20% Low Capital Intensity % of Revenue % of Revenue Lower exposure to fuel price fluctuations and lower ongoing capital requirements

 

 

 

 

 

Resilient and Positioned for Growth

 

 

 

 

 

Best Performance During COVID in 2020 17 Cargo only fully ramped up in November 2020 Source: Company filings using results adjusted to remove identified one - time items See appendix for reconciliation to operating margin 2020 Adjusted Operating Margin 4.9% - 14.2% - 39.9% - 44.7% - 48.0% - 51.3% - 55.6% - 58.5% - 65.7% - 67.5% 2017 Rank Allegiant Alaska Southwest Spirit JetBlue Delta American United Sun Country Since 2017, Sun Country has gone from the lowest operating margin airline to the best, even through one of the worst periods in aviation history in 2020

 

 

 

 

 

Financial Momentum Continuing During Recovery 18 Multi - segment business strategy offsets some of leisure demand weakness Source: Company filings See appendix for reconciliation to operating margin 1 st Half 2021 Adjusted Operating Margin 4.6% 4.6% - 21.4% - 23.6% - 25.5% - 33.2% - 35.1% - 35.9% - 37.0% - 45.7%

 

 

 

 

 

Deleveraged Through the Crisis 19 Leverage has remained nearly unchanged through COVID 1. Represents change in adjusted debt (financial debt + operating leases) since February 2020, including reductions for amortiza tio n and repayment, through Q2 2021 Source Company filings Adjusted Gross Debt Change Post - COVID 196% 105% 96% 66% 46% 44% 35% 17% ~2% $8.8 $18.1 $19.6 $2.1 $1.5 $14.9 $1.2 $0.3 ~$0 Change in Adjusted Gross Debt Since Beginning of Crisis (1) $ added in bil

 

 

 

 

Crises Historically Create Opportunity for ULCC Growth 20 Set up to succeed in difficult times 9/11 and 2001 Recession 1.7% 60.5% Legacy Carriers ULCCs 2000 - 2005 - 11.7% 22.7% Legacy Carriers ULCCs 2007 - 2012 Great Recession Source: T - 100 Legacy includes American, Delta and United. American historical market share pro forma for US Airways and America West. Del ta historical market share pro forma for Northwest Airlines. United Airlines historical market share pro forma for Continental Airlines. ULCC includes Spirit, Frontier, Allegiant and Sun Country. Past performance is not indicative of future performance. • ULCC ASM share 5x larger in 2019 than 2000 • Shallower decline and more rapid recovery in leisure demand benefits ULCCs • Lower costs facilitate profitability in reduced demand environments • Higher variable nature of costs provides flexibility to deal with unpredictable changes in demand (Change in Domestic US ASMs between two periods) ULCCs Post Crisis

 

 

 

 

 

Fleet Plan: Responsible Growth 21 Aircraft in Service Strategy in Place to Support Fleet Growth With no aircraft order book and experience purchasing mid - life aircraft, Sun Country can opportunistically acquire aircraft at best prices • Restructured fleet with a focus on ownership of Boeing 737 - 800s and no planned lease redeliveries prior to 2024 • Allows focus on growth with low capital commitments • Focus on the 737 - 800 – the LCC stalwart for airlines such as Southwest and Ryanair • COVID creates unique opportunities to acquire mid - life aircraft at even cheaper rates • Sun Country maintains no order book and acquires aircraft based on demand needs (# of aircraft) 50 aircraft target by YE 2023 No MAX Exposure 34 50 46 62 25 30 35 40 45 50 55 60 65 Dec-19 Jun-20 Dec-20 Jun-21 Dec-21 Jun-22 Dec-22 Jun-23 Dec-23 Passenger Passenger + Cargo No order book is an advantage vs. our competitors that are locked into expensive pre - COVID aircraft prices Expect to acquire 16 aircraft by end of 2023

 

 

 

 

Balance Sheet Positions Sun Country for Growth 22 • $336m (1) in total liquidity, 73% of LTM total revenue (2) • Free cash flow (3) positive in 1H 2021 • De minimis non aircraft debt • Mid - life, low CAPEX passenger fleet; cargo segment asset - lite 1 – Cash and equivalents + $25m in undrawn revolver as of June 30, 2021 2 – LTM is last twelve months as of June 30, 2021 3 – Free cash flow defined as Cash From Operations less CAPEX This is reflective of our views with respect to future events as of the date of this presentation and are based on assumption s a nd subject to risks and uncertainties. Given these uncertainties, you should not place undue reliance on these forward - looking statements.

 

 

 

 

 

In Summary… 23 Resilient and Diverse Business Model Low Cost Capital Light Operations Outperformance in Difficult Environments Well Positioned for High Growth in Rebound Poised for Long - Term Growth Beyond the Rebound

 

 

 

 

 

Appendix

 

 

 

 

 

Description of Special Items Special Items, Net – in millions USD FY 2018 FY 2019 FY 2020 LTM 2Q 2021 1H 2020 1H 2021 CARES Act grant recognition $0.0 $0.0 ($62.3) ($102.4) ($31.5) ($71.6) CARES Act employee retention credit - - (2.3) (3.1) - (0.8) Contractual obligations for retired technology - 7.6 - - - - Sale of airport slot rights - (1.2) - - - - Sun Country Rewards program modifications (8.5) - - - - - Early - out payments and other outsourcing expenses 2.0 - - - - - Aircraft purchases impacts - - - 7.0 - 7.0 Other - 0.7 0.1 0.1 - - Total Special Items, net ($6.4) $7.1 ($64.6) ($98.4) ($31.5) (65.4)

 

 

 

 

Non - GAAP Reconciliation – Adj EBITDAR Adjusted Earnings Before Interest, Taxes, Depreciation & Amortization and Aircraft Rent (“EBITDAR”) is included as a suppleme nta l disclosure because we believe it is a useful indicator of our operating performance. Adjusted EBITDAR is a well recognized performance measurement in the airl ine industry that is frequently used by our management, as well as by investors, securities analysts and other interested parties in comparing the operating performa nce of companies in our industry. 1. See Description of Special Items table in this Appendix. 2. Other adjustments for FY 2020 include expenses related to a voluntary employee leave program in response to the COVID - 19 pandemi c, a portion of which is offset by the CARES Act Payroll Support Program as the benefit of this program is also adjusted as a component of special items. Other adjustments for FY 2019 includ e e xpenses incurred in terminating work on a planned new crew base. Other adjustment for Q1 2021 and Q1 LTM 2020 represents the one - time costs to establish the Tax Receivable Agreement with our pre - IPO stockholders 3. This represents the one - time costs to establish the Tax Receivable Agreement (“TRA”) with our pre - IPO stockholders 4. This represents the adjustment to the TRA for the period, which is recorded in Non - operating (Income) / Expense Adjusted EBITDAR Reconciliation – in millions USD FY 2018 FY 2019 FY 2020 LTM Q2 2021 1H 2020 1H 2021 Net income (loss) $25.5 $46.1 ($3.9) $59.1 $1.2 $64.2 Provision for income taxes 0.2 14.1 (0.8) 13.6 0.5 14.9 Interest expense 6.4 17.2 22.1 24.2 11.1 13.2 Interest income (0.4) (0.9) (0.4) (0.1) (0.3) - Special items, net (1) (6.4) 7.1 (64.6) (98.5) (31.5) (65.4) Tax receivable agreement expense (3) - - - 0.3 - 0.3 Tax receivable agreement adjustment (4) - - - (18.7) - (18.7) Stock compensation expense 0.4 1.9 2.1 4.9 0.8 3.6 Loss (gain) on asset transactions, net (0.8) 0.7 0.4 - 0.4 - Other adjustments (2) - 0.2 4.9 3.0 2.5 0.6 Depreciation and amortization 16.9 34.9 48.1 51.5 22.7 26.1 Aircraft rent 65.2 49.9 31.0 23.4 17.0 9.4 Adjusted EBITDAR 107.0 171.1 38.9 62.7 24.4 48.2 Adjusted EBITDAR margin 18.4% 24.4% 9.7% 13.6% 11.3% 17.4% Adjusted EBITDA 41.8 121.2 7.9 39.3 7.4 38.8 Adjusted EBITDA margin 7.2% 17.3% 2.0% 8.5% 3.4% 14.0% Total revenue $582.4 $701.4 $401.5 $462.6 $215.7 $276.8

 

 

 

 

Non - GAAP Reconciliation – Adj Operating Income Adjusted Operating Income is included as a supplemental disclosure because we believe it is a useful indicator of our operati ng performance. Adjusted Operating Income is a well recognized performance measurement in the airline industry that is frequently used by our management, as wel l a s by investors, securities analysts and other interested parties in comparing the operating performance of companies in our industry. Adjusted Operating Income Reconciliation – in millions USD FY 2019 FY 2020 LTM Q2 2021 1H 2020 1H 2021 Operating Income $78.1 $17.4 $78.6 $13.0 $74.2 Special items, net (1) - - (33.9) (31.5) (65.4) Stock compensation expense 1.9 2.1 4.9 0.8 3.6 Employee relocation and costs to exit Sun Country’s prior headquarters building and base closures 0.7 0.1 0.1 - - Contractual obligations for retired technology 7.6 - - - - Sale of airport slot rights (1.2) - - - - Tax receivable agreement expense (2) 0.3 - 0.3 Voluntary leave expense (3) (2.5) 2.5 - Other adjustments 0.2 - - - - Adjusted operating income 87.3 19.6 47.5 (15.2) 12.7 Total revenue $701.4 $401.5 $462.6 $215.7 $276.8 Adjusted operating income margin 12.5% 4.9% 10.3% (7.0%) 4.6% 1. See Description of Special Items table in this Appendix 2. This represents the one - time costs to establish the Tax Receivable Agreement (“TRA”) with our pre - IPO stockholders 3. This includes expenses related to a voluntary employee leave program in response to the COVID - 19 pandemic, a portion of which is offset by the CARES Act Payroll Support Program as the benefit of this program is also adjusted as a component of special items

 

 

 

 

 

Non - GAAP Reconciliation – Adj Pre - tax Income Adjusted Pre - tax Income is included as a supplemental disclosure because we believe it is a useful indicator of our operating pe rformance. Adjusted Pre - tax Income is a well recognized performance measurement in the airline industry that is frequently used by our management, as well as by in vestors, securities analysts and other interested parties in comparing the operating performance of companies in our industry. Adjusted Pre - tax Income Reconciliation – in millions USD FY 2018 FY 2019 FY 2020 LTM Q2 2021 1H 2020 1H 2021 Pre - tax income (loss) $25.7 $60.2 ($4.7) $72.5 $1.8 $79.0 Special items, net (1) (6.4) 7.1 (64.6) (98.5) (31.5) (65.4) Stock compensation expense 0.4 1.9 2.1 4.9 0.8 3.6 Loss (gain) on asset transactions, net (0.8) 0.7 0.4 - 0.4 - Early pay - off of US Treasury loan - - - 0.8 - 0.8 Loss on refinancing credit facility - - - 0.4 - 0.4 Tax receivable agreement expense (2) 0.3 - 0.3 Tax receivable agreement adjustment (3) (18.7) - (18.7) Voluntary leave expense (4) (2.5) 2.5 - Other adjustments - 0.2 4.9 5.5 - 0.6 Adjusted Pre - tax income (loss) $18.9 $70.1 ($61.9) ($35.2) ($26.0) $0.7 1. See Description of Special Items table in this Appendix 2. This represents the one - time costs to establish the Tax Receivable Agreement (“TRA”) with our pre - IPO stockholders 3. This represents the adjustment to the TRA for the period, which is recorded in Non - operating (Income) / Expense 4. This includes expenses related to a voluntary employee leave program in response to the COVID - 19 pandemic, a portion of which is offset by the CARES Act Payroll Support Program as the benefit of this program is also adjusted as a component of special items

 

 

 

 

 

Non - GAAP Reconciliation – Adj Net Income Adjusted Net Income is included as a supplemental disclosure because we believe it is a useful indicator of our operating per for mance. Adjusted Net Income is a well recognized performance measurement in the airline industry that is frequently used by our management, as well as by investors , s ecurities analysts and other interested parties in comparing the operating performance of companies in our industry. Adjusted Net Income Reconciliation – in millions USD FY 2018 FY 2019 FY 2020 LTM Q2 2021 1H 2020 1H 2021 Net income (loss) $25.5 $46.1 ($3.9) $59.1 $1.2 64.2 Special items, net (1) (6.4) 7.1 (64.6) (98.5) (31.5) (65.4) Stock compensation expense 0.4 1.9 2.1 4.9 0.8 3.6 Loss (gain) on asset transactions, net (0.8) 0.7 0.4 - 0.4 - Early pay - off of US Treasury loan - - - 0.8 - 0.8 Loss on refinancing credit facility - - - 0.4 - 0.4 Tax receivable agreement expense (2) 0.3 - 0.3 Tax receivable agreement adjustment (3) (18.7) - (18.7) Voluntary leave expense (4) (2.5) 2.5 - Other adjustments - 0.2 4.9 5.5 - 0.6 Income tax effect of adjusting items, net 1.6 (2.3) 13.1 20.4 6.4 13.7 Adjusted net income (loss) $20.3 $53.7 ($47.9) ($28.1) ($20.2) ($0.4) 1. See Description of Special Items table in this Appendix 2. This represents the one - time costs to establish the Tax Receivable Agreement (“TRA”) with our pre - IPO stockholders 3. This represents the adjustment to the TRA for the period, which is recorded in Non - operating (Income) / Expense 4. This includes expenses related to a voluntary employee leave program in response to the COVID - 19 pandemic, a portion of which is offset by the CARES Act Payroll Support Program as the benefit of this program is also adjusted as a component of special items

 

 

 

 

 

Non - GAAP Reconciliation – Adj CASM Adjusted CASM, which is a non - GAAP financial measure, is also a key airline cost metric and excludes fuel costs, costs related t o our freighter operations (starting in 2020 when we launched our freighter operation), certain commissions and other costs of selling our vacations product from thi s m easure as these costs are unrelated to our airline operations and improve comparability to our peers. Adjusted CASM is one of the most important measur es used by management and by our board of directors in assessing quarterly and annual cost performance. Adjusted CASM is also a measure commonly used by indus try analysts and we believe it is an important metric by which they compare our airline to others in the industry, although other airlines may exclude certain oth er costs in their calculation of Adjusted CASM. Adjusted CASM Reconciliation – in millions USD, except for ASMs and Adjusted CASM FY 2017 FY 2018 FY 2019 FY 2020 LTM Q2 2021 1H 2020 1H 2021 Operating expense – as reported $530.0 $549.0 $623.3 $384.1 $384.0 $202.7 $202.6 Aircraft fuel (118.4) (165.3) (165.7) (83.4) (81.2) (56.2) (54.0) Cargo expenses, not already adjusted - - - (31.4) (60.3) (4.5) (33.4) Sun Country Vacations (2.1) (4.5) (2.4) (0.6) (0.7) (0.3) (0.4) Special items, net (1) - 6.4 (7.1) 64.6 98.5 31.5 65.4 Stock compensation expense - (0.4) (1.9) (2.1) (4.9) (4.9) (3.6) Tax receivable agreement expense (2) - - - - (0.3) (0.3) (0.3) Voluntary leave expense (3) - - - - 2.5 (2.5) - Other adjustments - - (0.2) (4.9) (4.9) - - Adjusted operating expense $409.5 $385.2 $445.9 $326.3 $332.7 $169.8 $176.3 Available seat miles (ASMs) – millions 5,250.5 5,463.2 7,064.6 4,311.1 4,956.0 2,174.6 2,819.5 Adjusted CASM - cents 7.80 7.05 6.31 7.57 6.71 7.81 6.25 1. See Description of Special Items table in this Appendix 2. This represents the one - time costs to establish the Tax Receivable Agreement (“TRA”) with our pre - IPO stockholders 3. This includes expenses related to a voluntary employee leave program in response to the COVID - 19 pandemic, a portion of which is offset by the CARES Act Payroll Support Program as the benefit of this program is also adjusted as a component of special items