0001558370-22-001409 | 10-K | XBRL Viewer | SUN Country Airlines Holdings INC

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CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Current Assets:
Cash and Cash Equivalents	$ 309,338	$ 62,028
Restricted Cash	8,447	8,335
Investments	6,283	5,624
Accounts Receivable, net of an allowance for credit losses of $250 and $224, respectively	30,156	28,690
Short-term Lessor Maintenance Deposits	5,505	3,101
Inventory, net of a reserve for obsolescence of $1,275 and $996, respectively	5,405	5,407
Prepaid Expenses	8,511	8,002
Other Current Assets	1,798	5,553
Total Current Assets	375,443	126,740
Property & Equipment, net:
Property & Equipment	688,624	479,580
Accumulated Depreciation & Amortization	(115,013)	(65,065)
Total Property & Equipment, net	573,611	414,515
Other Assets:
Goodwill	222,223	222,223
Other Intangible Assets, net	89,110	93,110
Operating Lease Right-of-use Assets	61,658	121,269
Aircraft Deposits	10,021	10,253
Long-term Lessor Maintenance Deposits	20,346	22,584
Deferred Tax Asset	18,737	36,216
Other Assets	5,495	6,357
Total Other Assets	427,590	512,012
Total Assets	1,376,644	1,053,267
Current Liabilities:
Accounts Payable	39,805	34,035
Accrued Salaries, Wages, and Benefits	28,527	16,368
Accrued Transportation Taxes	12,736	5,883
Air Traffic Liabilities	118,562	101,075
Derivative Liabilities		1,174
Over-market Liabilities	4,309	9,281
Finance Lease Obligations	11,705	11,460
Loyalty Program Liabilities	11,451	7,016
Operating Lease Obligations	17,231	34,492
Current Maturities of Long-term Debt	29,412	26,118
Other Current Liabilities	7,913	6,841
Total Current Liabilities	281,651	253,743
Long-term Liabilities:
Over-market Liabilities	10,428	28,128
Finance Lease Obligations	180,450	95,710
Loyalty Program Liabilities	8,267	15,053
Operating Lease Obligations	58,810	112,707
Long-term Debt	248,014	256,345
Income Tax Receivable Agreement Liability	98,800
Other Long-term Liabilities	3,413	7,764
Total Long-term Liabilities	608,182	515,707
Total Liabilities	889,833	769,450
Commitments and Contingencies (Note 16)
Stockholders' Equity:
Common stock with $0.01 par value, 995,000,000 shares authorized, 57,872,452 and 46,839,659 issued and outstanding at December 31, 2021 and 2020, respectively.	579	468
Preferred stock with $0.01 par value, 5,000,000 shares authorized, no shares issued and outstanding at December 31, 2021 and 2020.
Loans to Stockholders		(3,500)
Additional Paid In Capital	485,638	248,525
Retained Earnings	594	38,324
Total Stockholders' Equity	486,811	283,817
Total Liabilities and Stockholders' Equity	1,376,644	1,053,267
Aircraft and Flight Equipment
Property & Equipment, net:
Property & Equipment	440,356	331,685
Leasehold Improvements, Aircraft, other
Property & Equipment, net:
Property & Equipment	20,876	13,526
Computer Hardware and Software
Property & Equipment, net:
Property & Equipment	8,785	7,845
Finance leases
Property & Equipment, net:
Property & Equipment	209,457	117,833
Rotable Parts
Property & Equipment, net:
Property & Equipment	$ 9,150	$ 8,691

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
CONSOLIDATED BALANCE SHEETS
Accounts Receivable, allowance for credit losses	$ 250	$ 224
Inventory, reserve for obsolescence	$ 1,275	$ 996
Common stock-par value (in dollars per share)	$ 0.01	$ 0.01
Common stock-shares authorized	995,000,000	995,000,000
Common stock-shares issued	57,872,452	46,839,659
Common stock-shares outstanding	57,872,452	46,839,659
Preferred stock-par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock-shares authorized	5,000,000	5,000,000
Preferred stock-shares issued	0	0
Preferred stock-shares outstanding	0	0

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Operating Revenues:
Operating Revenues	$ 623,015	$ 401,486	$ 701,384
Operating Expenses:
Aircraft Fuel	129,110	83,392	165,666
Salaries, Wages, and Benefits	178,207	141,641	140,739
Aircraft Rent	17,653	30,989	49,908
Maintenance	40,095	27,416	35,286
Sales and Marketing	22,060	16,570	35,388
Depreciation and Amortization	55,019	48,086	34,877
Ground Handling	26,981	20,596	41,719
Landing Fees and Airport Rent	40,726	31,256	44,400
Special Items, net	(65,456)	(64,563)	7,092
Other Operating, net	71,580	48,718	68,187
Total Operating Expenses	515,975	384,101	623,262
Operating Income	107,040	17,385	78,122
Non-operating Income (Expense):
Interest Income	85	377	937
Interest Expense	(26,326)	(22,073)	(17,170)
Other, net	14,624	(371)	(1,729)
Total Non-operating Income (Expense), net	(11,617)	(22,067)	(17,962)
Income (Loss) before Income Tax	95,423	(4,682)	60,160
Income Tax Expense (Benefit)	17,953	(778)	14,088
Net Income (Loss)	$ 77,470	$ (3,904)	$ 46,072
Net Income (Loss) per share to common stockholders:
Basic	$ 1.40	$ (0.08)	$ 0.99
Diluted	$ 1.31	$ (0.08)	$ 0.96
Shares used for computation:
Basic	55,182,811	46,806,042	46,773,038
Diluted	59,324,040	46,806,042	47,909,413
Passenger
Operating Revenues:
Operating Revenues	$ 523,945	$ 359,232	$ 688,833
Cargo
Operating Revenues:
Operating Revenues	91,428	36,809
Other
Operating Revenues:
Operating Revenues	$ 7,642	$ 5,445	$ 12,551

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Warrants	Common Stock	Loans to Stockholders	APIC	Retained Earnings Cumulative Effect of New ASU	Retained Earnings	Cumulative Effect of New ASU	Total
Balances, at Beginning of period at Dec. 31, 2018		$ 68	$ (3,500)	$ 239,446	$ (3,477)	$ (367)	$ (3,477)	$ 235,647
Balances, at Beginning of period (in shares) at Dec. 31, 2018	40,005,885	6,743,400
Stockholder's Equity
Shares Granted to Stockholders (in shares)		56,665
Net Income (Loss)						46,072		46,072
Stock-based Compensation				1,888				1,888
Amazon Warrants				3,594				3,594
Balances, at End of period at Dec. 31, 2019		$ 68	(3,500)	244,928		42,228		283,724
Balances, at End of period (in shares) at Dec. 31, 2019	40,005,885	6,800,065
Stockholder's Equity
Exercise of Apollo Warrants		$ 400		(379)				21
Exercise of Apollo Warrants (in shares)	(40,005,885)	40,005,885
Net Income (Loss)						(3,904)		(3,904)
Stock-based Compensation				2,110				2,110
Stock-based Compensation (in shares)		33,709
Amazon Warrants				1,866				1,866
Balances, at End of period at Dec. 31, 2020		$ 468	(3,500)	248,525		38,324		283,817
Balances, at End of period (in shares) at Dec. 31, 2020		46,839,659
Stockholder's Equity
Exercise of Stock Options		$ 7		4,226				4,233
Exercise of Stock Options (in shares)		718,985
Shares Surrendered by Stockholders		$ (1)	$ 3,500	(3,499)
Shares Surrendered by Stockholders (in shares)		(140,737)
Initial Public Offering		$ 105		225,224				225,329
Initial Public Offering (in shares)		10,454,545
Net Income (Loss)						77,470		77,470
Income Tax Receivable Agreement						(115,200)		(115,200)
Stock-based Compensation				5,562				5,562
Amazon Warrants				5,600				5,600
Balances, at End of period at Dec. 31, 2021		$ 579		$ 485,638		$ 594		$ 486,811
Balances, at End of period (in shares) at Dec. 31, 2021		57,872,452

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
CONSOLIDATED STATEMENTS OF CASH FLOWS
Net Income (Loss)	$ 77,470	$ (3,904)	$ 46,072
Adjustments to reconcile Net Income (Loss) to Cash from Operating Activities:
Depreciation and Amortization	55,019	48,086	34,877
Tax Receivable Agreement Adjustment	(16,400)
Operating Lease Right-of-use Assets	16,477	25,880	33,541
Non-Cash (Gain) Loss on Asset Transactions, net	(12,673)	413	1,249
Unrealized (Gain) Loss on Fuel Derivatives	(3,527)	12,206	(10,791)
Amortization of Over-market Liabilities	(5,236)	(10,421)	(14,064)
Deferred Income Taxes	17,480	(789)	14,022
Amazon Warrants Vested	5,600	1,866
Stock-based Compensation Expense	5,562	2,110	1,888
Amortization of Debt Issuance Costs	2,463	1,523	481
Changes in Operating Assets and Liabilities:
Accounts Receivable	(481)	(6,282)	(11,353)
Inventory	(484)	(614)	(869)
Prepaid Expenses	(510)	15	2,278
Lessor Maintenance Deposits	(8,089)	(9,415)	(17,466)
Aircraft Lease Deposits	445	1,290	(1,179)
Other Assets	2,351	(5,447)	(566)
Accounts Payable	5,820	(7,174)	9,037
Accrued Transportation Taxes	6,853	(7,845)	3,359
Air Traffic Liabilities	17,486	(15,584)	11,309
Loyalty Program Liabilities	(2,351)	(823)	(5,925)
Operating Lease Obligations	(24,433)	(28,352)	(34,365)
Other Liabilities	13,171	3,635	1,737
Net Cash Provided by Operating Activities	152,013	374	63,272
Cash Flows from Investing Activities:
Purchases of Property & Equipment	(116,369)	(96,298)	(69,816)
Proceeds from the Sale of Property & Equipment	56	200
Purchase of Investments	(1,797)	(927)	(3,394)
Proceeds from the Sale of Investments	1,137	997	3,646
Net Cash Used in Investing Activities	(116,973)	(96,028)	(69,564)
Cash Flows from Financing Activities:
Cash Received from Stock Offering	235,894
Costs of Stock Offering	(8,384)
Proceeds from Stock Option and Warrant Exercises	4,233	21
Proceeds from Borrowings	80,500	265,307	41,630
Proceeds Received for Amazon Warrants			4,667
Repayment of Finance Lease Obligations	(11,931)	(89,697)	(8,258)
Repayment of Borrowings	(85,370)	(69,906)	(10,153)
Debt Issuance Costs	(2,560)	(4,186)	(557)
Net Cash Provided by Financing Activities	212,382	101,539	27,329
Net Increase in Cash, Cash Equivalents and Restricted Cash	247,422	5,885	21,037
Cash, Cash Equivalents and Restricted Cash--Beginning of the Period	70,363	64,478	43,441
Cash, Cash Equivalents and Restricted Cash--End of the Period	317,785	70,363	64,478
Supplemental information:
Cash Payments for Interest	23,601	20,304	16,424
Cash Payments for Income Taxes, net	172	47	385
Lease Deposits Applied Against the Purchase of Aircraft	3,296	19,976
Aircraft and Flight Equipment Acquired through Finance Leases	91,134		108,978
Right-of-use Assets Acquired through Operating Leases			5,470
Purchases of Property & Equipment in Accounts Payable	$ 221	$ 734	$ 991

CONSOLIDATED STATEMENTS OF CASH FLOWS (Parentheticals) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Reconciliation of Cash, Cash Equivalents and Restricted Cash
Cash and Cash Equivalents	$ 309,338	$ 62,028	$ 51,006
Restricted Cash	8,447	8,335	13,472
Total Cash, Cash Equivalents and Restricted Cash	$ 317,785	$ 70,363	$ 64,478

COMPANY BACKGROUND

12 Months Ended

Dec. 31, 2021

COMPANY BACKGROUND

COMPANY BACKGROUND

1. COMPANY BACKGROUND

Sun Country Airlines Holdings, Inc. is the parent company of Sun Country, Inc., which is a certificated air carrier providing scheduled passenger service, air cargo service, charter air transportation and related services. Services are provided to the general public, cargo customers, military branches, wholesale tour operators, individual entities, schools and companies for air transportation to various U.S. and international destinations. Except as otherwise stated, the financial information, accounting policies, and activities of Sun Country Airlines Holdings, Inc. are referred to as those of the Company (the “Company” or “Sun Country”).

Equity Transactions

When certain investment funds managed by affiliates of Apollo Global Management, Inc. (the “Apollo Funds”) purchased the Company in 2018, SCA Horus Holdings, LLC, (the “Apollo Stockholder”) was issued 5,326,755 shares of common stock of SCA Acquisition Holdings, LLC with no par value. Also in 2018, SCA Acquisition Holdings, LLC issued 40,005,885 warrants to the Apollo Stockholder allowing it to acquire shares of common stock of SCA Acquisition Holdings, LLC at the exercise price of approximately $0.0005 per share. On January 31, 2020, all 40,005,885 outstanding warrants were exercised to purchase common stock of SCA Acquisition Holdings, LLC.

In conjunction with the issuance of 1,416,645 shares of common stock of SCA Acquisition Holdings, LLC in 2018 to two stockholders, the Company issued, recourse promissory notes of $3,500, which are included as Loans to Stockholders on the Consolidated Statements of Changes in Stockholders’ Equity. In February of 2021, these promissory notes were repaid in full with equivalent shares of stock. In 2019, an additional 56,665 shares of common stock were issued to one of these stockholders for work performed on the Apollo Funds acquisition of Sun Country.

On January 31, 2020, SCA Acquisition Holdings, LLC was converted into a Delaware corporation pursuant to a statutory conversion and changed its name to Sun Country Airlines Holdings, Inc. In connection with the conversion to a corporation, all of the outstanding shares, warrants and options were converted into shares or rights to shares of Sun Country Airlines Holdings, Inc.

Stock Split

In March 2021, the Company effected an approximately 18.8886 for 1 stock split of its common stock (the “Stock Split”), with exercise prices for outstanding warrants and options adjusted accordingly by dividing such prices by the Stock Split ratio. The $0.01 par value of the common stock was not adjusted in connection with the Stock Split. As a result of the Stock Split, the Company issued an additional 44,226,587 shares of common stock. All references to common stock, warrants to purchase common stock, stock options, per share amounts and related information contained in the accompanying Consolidated Financial Statements and applicable disclosures have been retroactively adjusted to reflect the effect of the Stock Split for all periods.

Initial Public Offering of Common Stock and Other Stock Sales

On March 16, 2021, the Company priced its initial public offering of 9,090,909 shares of common stock to the public at $24.00 per share. The stock began trading on the NASDAQ on March 17, 2021 under the symbol “SNCY”. The underwriters had an option to purchase an additional 1,363,636 shares from the Company at the

public offering price, which they exercised. In total, all 10,454,545 shares were issued on March 19, 2021 and the net proceeds to the Company were $225,329 after deducting underwriting discounts and commissions, and other offering expenses.

Concurrently with the closing of the initial public offering, the Apollo Stockholder, also completed a concurrent private placement in which the Apollo Stockholder sold 2,216,312 and 2,216,308 shares of common stock to PAR Investment Partners, L.P. and certain funds or accounts managed by an investment adviser subsidiary of Blackrock, Inc., respectively. Each of the two sales was based on an aggregate purchase price of $50,000 and a price per share equal to 94% of the initial public offering price of $24.00 per share.

In May 2021, the Apollo Stockholder sold 7,250,000 shares of the Company’s common stock at a public offering price of $34.50 per share. The underwriters in this offering exercised their option to purchase an additional 1,087,500 shares at the public offering price, bringing the total offering to 8,337,500 shares. The Company incurred offering expenses of $640 and did not receive any of the proceeds from the offering. All proceeds went to the Apollo Stockholder.

In October 2021, the Apollo Stockholder and Jude Bricker, the Company’s Chief Executive Officer (together, the “Selling Stockholders”), sold a total of 8,500,000 shares of the Company’s common stock at a public offering price of $32.50 per share. In addition, the Selling Stockholders and another existing stockholder of the Company granted the underwriters a 30-day option to purchase up to 1,275,000 additional shares of the Company’s common stock at the public offering price, less underwriting discounts and commissions. In November 2021, the underwriters elected to purchase 435,291 of the option shares. The Company incurred offering expenses of $1,123 through December 31, 2021, and did not receive any of the proceeds from the offering. All proceeds went to the Apollo Stockholder, Jude Bricker, and the third selling stockholder.

Amazon Agreement

On December 13, 2019, the Company signed a six-year contract (with two, two-year extension options, for a maximum term of 10 years) with Amazon to provide cargo services under an Air Transportation Services Agreement (the “ATSA”). The agreement is structured for the Company to provide crew, maintenance, and insurance services to Amazon. Sun Country began flying for Amazon in May 2020. On June 30, 2020, Amazon and the Company signed an amendment to the December 2019 agreement that increased the number of aircraft Sun Country operates from 10 to 12.

In December 2019, in connection with the ATSA, the Company issued warrants to Amazon to purchase an aggregate of up to 9,482,606 shares of common stock at an exercise price of approximately $15.17 per share. The exercise period of these warrants is through the eighth anniversary of the issue date. Of the 9,482,606 total Amazon warrants issued, 632,183 vested upon execution of the ATSA in December 2019. Thereafter, an additional 63,217 warrants will vest for each milestone of $8,000 in qualifying payments made by Amazon to the Company. During the years ended December 31, 2021 and 2020, 758,608, and 252,869 total warrants vested, respectively. This resulted in Amazon holding 1,643,660 vested warrants as of December 31, 2021.

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2021

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation – The consolidated financial statements include the accounts of Sun Country Airlines Holdings, Inc. and its subsidiaries and have been prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”). All material intercompany balances and transactions have been eliminated in consolidation.

Certain prior period Stockholders’ Equity amounts were reclassified to conform to the current period presentation. This involved reducing the Common Stock values to $0.01 times the shares outstanding and reclassifying the remaining dollars to Additional Paid-In Capital. These reclasses were $238,694, $239,073, and $239,073 for the years ended December 31, 2020, 2019 and 2018, respectively.

The Company operates its fiscal year on a calendar year basis.

Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Significant areas of judgment relate to passenger revenue recognition, maintenance under the built-in overhaul method, equity-based compensation, tax receivable agreement, lease accounting, impairment of goodwill, impairment of long-lived and intangible assets, air traffic liabilities, the loyalty program, as well as the valuation of Amazon warrants.

Management believes that all adjustments necessary for the fair presentation of results, consisting of normally recurring items, have been included in the Consolidated Financial Statements.

A summary of significant accounting policies consistently applied in the preparation of the accompanying financial statements is as follows:

Revenue Recognition – Scheduled passenger service, charter service, and most ancillary revenues are recognized when the passenger flight occurs. Revenues exclude amounts collected on behalf of other parties, including transportation taxes.

The Company initially defers ticket sales as an air traffic liability and recognizes revenue when the passenger flight occurs. Unused non-refundable tickets expire at the date of scheduled travel and are recorded as revenue unless the customer notifies the Company in advance of such date that the customer will not travel. If notification is made, a travel credit is created for the face value less applicable change fees. Travel credits may generally be redeemed toward future travel for up to 12 months after the date of the original booking. A portion of travel credits will expire unused. The Company records an estimate for travel credits that will expire unused in passenger revenue. These estimates are based on historical experience of travel credit activity and consider other facts, such as recent program changes and modifications that could affect the ultimate usage patterns of tickets and travel credits.

Ancillary revenue for baggage fees, seat selection fees, and on-board sales is recognized when the associated flight occurs. Revenue for change fees is deferred and recognized when the passenger travel is provided. Fees received in advance of the flight date are initially recorded as an air traffic liability.

Charter revenue is recognized at the time of departure when transportation is provided. Cargo revenue is typically recognized based on hours flown, number of flights, and the amount of aircraft resources provided during a reporting period. The ATSA contains three performance obligations: Flight Services, Heavy Maintenance and Fuel. As Sun Country is the principal in providing Flight Services, revenue and related costs are recognized gross on the Statement of Operations. Sun Country acts as the agent in providing the Heavy Maintenance and Fuel performance obligations, which are reimbursed by Amazon based on the actual costs incurred. Consumption of aircraft fuel and heavy maintenance are recognized in revenue, net of the associated costs incurred to fulfill the performance obligations. The transaction price is allocated to the performance obligations based on their relative standalone selling price. The transaction price for flight services, which includes an upfront payment for startup costs, is reduced by the estimated value of warrants to be issued to Amazon based on expected performance under the ATSA.

Loyalty Program Accounting – The Company records a liability for loyalty points earned by passengers under its Sun Country Rewards program using two methods: (1) a liability for points that are earned by passengers on purchases of the Company’s services is established by deferring revenue based on the redemption value net of breakage; and (2) a liability for points attributed to loyalty points issued to the Company’s Visa card holders is established by deferring a portion of payments received from the Company’s co-branded agreement. The Company’s Sun Country Rewards program allows for the redemption of points to include payment towards air travel, land travel, taxes, and other ancillary purchases. The Company estimates breakage for loyalty points that are not likely to be redeemed. These estimates are based on historical experience of loyalty point redemption activity and other factors, such as program changes and modifications that could affect the ultimate usage pattern of loyalty points.

Asset Impairment Analysis – Long-lived assets, such as Property & Equipment and finite-lived Intangible Assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for impairment, the Company first compares the undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined using various valuation techniques including discounted cash flow models, quoted market values and third-party independent appraisals, as considered necessary. No impairment losses were recognized during the years ended December 31, 2021, 2020 or 2019.

Valuation of the TRA Liability – The TRA liability is an estimate based on, among other things, (i) generation of future taxable income over the term of the TRA, (ii) the Company’s participation in future government programs, (iii) stock option activity during periods prior to the commencement of payments under the TRA and (iv) future changes in tax laws. These factors could result in an increase or decrease in the related liability which would be recognized in the Company’s earnings in the period of such change.

Goodwill and Other Intangible Assets – Goodwill represents the excess purchase price over the estimated fair value of net assets acquired in a business combination. Indefinite-Lived Intangible Assets represents a tradename acquired in a business combination. Goodwill and Other Indefinite-Lived Intangible Assets must be tested for impairment at least annually, or more frequently if events or changes in circumstances indicate that they might be impaired. Goodwill is tested at the reporting unit level. The Company has two reporting units: Passenger Services and Cargo Services.

The value of Goodwill and Other Indefinite-lived Intangible Assets is assessed under either a qualitative or quantitative approach. Under a qualitative approach, the Company considers various market factors, including certain key assumptions, such as the market value of other airlines, fuel prices, the overall economy, passenger yields and changes to the regulatory environment. The Company analyzes these factors to determine if events and circumstances have affected the fair value of Goodwill and Other Indefinite-lived Intangible Assets. If it is determined that it is more likely than not that the asset may be impaired, the Company uses a quantitative approach to determine the reporting unit or intangible asset’s fair value incorporating the key assumptions listed below. An impairment charge is recorded for the amount of carrying value that exceeds the determined fair value as of the testing date.

When the Company evaluates Goodwill for impairment using a quantitative approach, the Company estimates the fair value of the Company by considering the number of Sun Country common shares outstanding times the market price per share (a market approach) and projected discounted future cash flows utilizing operating margins of the two reporting units (an income approach). When the Company performs a quantitative impairment assessment of indefinite-lived intangible assets, fair value is estimated based on (1) recent market transactions, where available, (2) the royalty method for the Sun Country tradename (which assumes hypothetical royalties generated from using the Company’s tradename) or (3) projected discounted future cash flows (an income approach).

The Company performed its most recent annual Goodwill and Other Indefinite-Lived Intangible Assets impairment analysis as of October 1, 2021 and did not recognize any impairment losses for the years ended December 31, 2021, 2020 or 2019.

Cash and Equivalents – The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. The Company maintains cash balances at several financial institutions; at times, such balances may be in excess of insurance limits. The Company has not experienced any losses on these balances.

Restricted Cash – Charter revenue receipts received prior to the date of transportation are recorded as Restricted Cash and as a component of the Air Traffic Liabilities. Department of Transportation ("DOT") regulations require that charter revenue receipts received prior to the date of transportation are maintained in a separate third-party escrow account. The restrictions are released once transportation is provided, which is typically within 12 months of booking.

Investments – Investments consist of certificates of deposit and are recorded at cost, plus accrued interest. The certificates of deposit serve as collateral for letters of credit required by various airports and other vendors. All of the certificates have original maturities greater than 90 days.

Accounts Receivable – Accounts receivable are recorded at the amount due from customers and do not bear interest. They consist primarily of amounts due from Amazon, credit card companies associated with ticket sales and charter service customers. The balances at December 31, 2021 and 2020 also included $2,163 and $2,178, respectively, due from aircraft lessors related to maintenance deposits. Accounts outstanding longer than the contractual payment terms are considered past due. The Company determines its allowances for credit losses by considering a number of factors, including the length of time accounts receivable are past due, the Company’s previous loss history, the customer’s current ability to pay its obligation to the Company, and the condition of the general economy and the industry as a whole. During the years ended December 31, 2021, 2020 and 2019, $17, $982 and $343 in accounts receivable were written off, respectively.

Lessor Maintenance Deposits – The Company’s aircraft lease agreements provide that the Company pay maintenance reserves monthly to aircraft lessors to be held as collateral in advance of major maintenance activities required to be performed by the Company. Maintenance reserve payments are variable based on actual flight hours or cycles. These lease agreements provide that maintenance reserves are reimbursable to the Company upon completion of the maintenance event in an amount equal to the lesser of (1) the amount of the maintenance reserve held by the lessor associated with the specific maintenance event or (2) the qualifying costs related to the specific maintenance event.

Maintenance reserve payments that are expected to be recoverable via reimbursable expenses are reflected as Lessor Maintenance Deposits on the accompanying Consolidated Balance Sheets. These deposits are expected to be reimbursed to the Company upon performance of maintenance activities. Upon completion of the maintenance event, the lessor is billed and the amount due is recorded in Accounts Receivable. Amounts not deemed probable of recovery are expensed as incurred.

At the April 11, 2018 acquisition date of Sun Country, Inc. (the “Acquisition Date”), the Company established a contra-asset to represent the Company’s obligation to perform planned maintenance events on leased aircraft held as of the Acquisition Date. As reimbursable maintenance events are performed and maintenance expense is incurred, the contra-asset is recognized as a reduction to Maintenance expense.

Inventory – Parts related to flight equipment, which cannot be economically repaired, reconditioned or reused after removal from the aircraft, are carried at average cost and charged to operations as consumed. An allowance for obsolescence is provided over the remaining useful life of the related fleet for spare parts expected to be on hand at the date that aircraft type is retired from service. The Company also provides an allowance for parts identified as excess to reduce the carrying costs to the lower of cost or net realizable value. These parts are assumed to have an estimated residual value of 10% of the original cost.

Property & Equipment – Property and equipment are recorded at cost or fair value at the Acquisition Date and depreciated on a straight-line basis to an estimated residual value over their estimated useful lives or lease term, whichever is shorter, as follows:


Airframes		10-25 years (depending on age)
Engines – Core		7 or 12 years (based on remaining cycles)
Engines - Initial Greentime (time remaining until the first scheduled major maintenance event)		1^st scheduled maintenance event
Leasehold Improvements, Aircraft, other		3-25 years (or life of lease, if shorter)
Office and Ground Equipment		5-7 years
Computer Hardware and Software		3-5 years
Property and Equipment under Finance Leases		3-25 years (or life of lease, if shorter)
Rotable Parts		6-16 years (average remaining life of aircraft fleet)

Modifications that enhance the operating performance or extend the useful lives of leased airframes are considered leasehold improvements and are capitalized and depreciated over the economic life of the asset or the term of the lease, whichever is shorter. Similar modifications made to owned aircraft are capitalized and depreciated consistent with the Company’s policy.

The Company capitalizes certain internal and external costs associated with the acquisition and development of internal-use software for new products, and enhancements to existing products, that have reached the application development stage and meet recoverability tests. Capitalized costs include external direct costs of materials and services utilized in developing or obtaining internal-use software, and labor cost for employees who are directly associated with, and devote time to, internal-use software projects.

The Company depreciates Rotable Parts to an estimated residual value using the pooling life method. Depreciation under the pooling life method is calculated over the estimated average useful life of the passenger aircraft fleet.

Leases – Lease classification is evaluated by the Company at lease commencement and when significant amendments are executed. The Company's leases generally do not provide a readily determinable implicit rate; therefore, the Company estimates the incremental borrowing rate to discount lease payments based on information available at lease commencement. The lease term consists of the noncancellable period of the lease and periods covered by options to extend the lease if the Company is reasonably certain to exercise the option. For leases of 12 months or less, the Company expenses lease payments on a straight-line basis over the lease term.

Operating Lease Right-of-Use Asset and Liabilities

For all operating leases with a term greater than 12 months, the Company recognizes a right-of-use asset and a lease liability at the lease commencement date based on the estimated present value of future minimum lease payments over the lease term. Operating Lease Right-of-use Assets and Operating Lease Obligations have their own lines on the Consolidated Balance Sheets.

Finance Leases

Finance leases are initially recorded at the net present value of future minimum lease payments. Finance leases generally have one of these five attributes: (a) ownership of the underlying asset transfers to the Company at the end of the lease term, (b) the lease agreement contains a purchase option that the Company is reasonably certain to exercise, (c) the lease term represents the major part of the asset’s economic life, (d) the present value of lease payments over the lease term equals or exceeds substantially all of the fair value of the asset, and (e) the underlying asset is so specialized in nature that it provides no alternative use to the lessor after the lease term.

Leased Aircraft Return Costs

The Company's aircraft lease agreements often contain provisions that require the Company to return aircraft airframes, engines, and other aircraft components to the lessor in a certain condition or pay an amount to the lessor based on the airframe and engine's actual return condition. Lease return costs are recognized beginning when it is probable that such costs will be incurred and they can be estimated. The Company assesses the need to accrue lease return costs periodically throughout the year or whenever facts and circumstances warrant an assessment. Expense associated with lease returns in the standard course of operating the aircraft is included in Maintenance in the Consolidated Statements of Operations.

Airframe and Engine Maintenance – For leased aircraft, the Company applies the expense as incurred method for maintenance events, where routine maintenance, airframe, and engine overhauls are charged to expense as incurred, except certain costs covered by third-party maintenance agreements, which are charged to expense based on an hourly fee, as defined by the contract.

The Company applies the Built-in Overhaul method for significant maintenance costs of owned engines, as well as to engines acquired via finance leases where the Company is reasonably certain to exercise a purchase option. Under this method, engine values are separated into amounts for life limited parts and “greentime”, representing the value of the engine for the time on-wing remaining until the next anticipated major maintenance event. Amounts capitalized as life limited parts are depreciated down to a residual value over the useful life. Initial engine greentime and subsequent major engine maintenance events are capitalized and depreciated until the next anticipated major maintenance event, assuming no residual value. These expenses are reported as a component of Depreciation and Amortization on the accompanying Consolidated Statements of Operations. The estimated period until the next scheduled major maintenance event is estimated based on assumptions such as estimated cycles, hours, and months, required maintenance intervals, and the age/condition of related parts.

Equity Incentive Plan – The Company recognizes all employee equity-based compensation as expense in the Consolidated Financial Statements over the requisite service period. The Company has elected to account for forfeitures as they occur, rather than forecasting the future forfeitures. See Note 10 for further information on the Equity Incentive Plan.

Co-branded Credit Card Program – Under the Company's co-branded credit card program, funds received for the marketing of a co-branded credit card and delivery of loyalty points are accounted for as a multiple-deliverable arrangement. At the inception of the arrangement, the Company evaluated all deliverables in the arrangement to determine whether they represent distinct performance obligations. The Company determined the arrangement has two distinct performance obligations: loyalty points to be awarded, and brand and marketing. Funds received are allocated based on relative standalone selling price. Revenue for the brand and marketing performance obligation is recognized as revenue when earned and recorded in Other Revenue. Consideration allocated to loyalty points is deferred and recognized as Passenger Revenue upon future redemption of the points.

Income Taxes – Deferred income taxes are recognized for the tax consequences in future years of differences between the tax basis of assets and liabilities and their financial reporting amounts at each year end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce Deferred Tax Assets to the amount expected to be realized. All Deferred Tax Assets and Liabilities, along with any related valuation allowance, are classified as noncurrent on the Consolidated Balance Sheets. Interest and penalties on uncertain tax positions, to the extent they exist, are included in the Company’s provision for income taxes. The provision for income taxes represents the current tax expense for the period and the change during the period in Deferred Tax Assets and Liabilities.

Concentration Risk

Approximately 56% and 41% of the Company’s Accounts Receivable balances as of December 31, 2021, and 2020 were due from Amazon. In addition, approximately 8% and 5% of the Company’s Accounts Receivable balances as of December 31, 2021 and 2020, were due from one financial institution for tickets purchased via credit cards.

Approximately 54%, 57% and 58% of the Company’s fuel purchases were made from two vendors for the years ended December 31, 2021, 2020 and 2019, respectively.

Approximately 46% of the Company’s workforce were under union contracts as of December 31, 2021 with three different unions: Air Line Pilots Association (“ALPA”), International Brotherhood of Teamsters (“IBT”) and

Transport Workers Union (“TWU”). Approximately 52% of the Company’s union workforce are under contracts that have expired or will be expiring within a year.

The following table shows the Company’s airline employee groups represented by unions:


	Number of Active
	Employees		Date on which Collective
	Represented at		Bargaining Agreement
Employee Group	December 31, 2021	Union	Becomes Amendable
Sun Country Pilots	456	ALPA	December 31, 2026
Sun Country Flight Attendants	527	IBT	December 31, 2019
Sun Country Dispatchers	27	TWU	November 30, 2024

Recently Adopted Accounting Standards

Income Taxes-Simplifying the Accounting for Income Taxes – In December 2019, the Financial Accounting Standards Board ("FASB") issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which removes certain exceptions related to the approach for intraperiod tax allocation, recognizing deferred tax liabilities for outside basis differences, and calculating income taxes in interim periods. The guidance also reduces complexity in certain areas, including franchise taxes that are partially based on income and accounting for tax law changes in interim periods. The standard was adopted prospectively effective January 1, 2021 and it did not have a material impact on the Company’s Consolidated Financial Statements.

Recently Issued Accounting Standards

On May 3, 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. This new standard provides clarification and reduces diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (such as warrants) that remain equity classified after modification or exchange. This standard is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Under this standard, issuers should apply the new standard prospectively to modifications or exchanges occurring after the effective date of the new standard. The Company is evaluating this new standard.

IMPACT OF THE COVID19 PANDEMIC

12 Months Ended

Dec. 31, 2021

IMPACT OF THE COVID19 PANDEMIC

IMPACT OF THE COVID19 PANDEMIC

3. IMPACT OF THE COVID-19 PANDEMIC

The COVID-19 pandemic resulted in a dramatic decline in passenger demand across the U.S. airline industry. Sun Country has experienced a significant decline in demand related to the COVID-19 pandemic, which has caused a material decline in 2020 and 2021 revenues as compared to pre-pandemic levels, and has negatively impacted the Company’s financial condition and operating results.

During 2021, Sun Country continued to see recovery in demand from the COVID-19 pandemic relative to demand in 2020. However, the ongoing impact of the COVID-19 pandemic on overall demand for air travel remains uncertain and cannot be predicted at this time. In addition, the impact of COVID-19 vaccine mandates could impact Sun Country’s business and results of operations in the near term.

Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”)

On March 27, 2020, the CARES Act was passed by the U.S. Government. The provisions in the CARES Act provide for economic relief to eligible individuals and businesses affected by COVID-19. As a provider of scheduled passenger service, air cargo service, charter air transportation and related services, the Company was eligible for and has received certain benefits outlined in the CARES Act including but not limited to payroll tax breaks, government grants and government loans.

The grant amounts recognized under the CARES Act Payroll Support Program for the years ended December 31, 2021 and 2020 were $71,587 and $62,312, respectively, and were recorded in Special Items, net in the Company’s Consolidated Statements of Operations.

The CARES Act provides an employee retention credit (“CARES Employee Retention Credit”) which is a refundable tax credit against certain employment taxes. During the years ended December 31, 2021 and 2020, the Company recorded a benefit of $848 and $2,328, respectively, related to the CARES Employee Retention Credit within Special Items, net in the Company's Consolidated Statements of Operations.

Under the CARES Act Loan Program, the Company received a $45,000 loan (the “CARES Act Loan”) from the Treasury on October 26, 2020, which was repaid in full on March 24, 2021.

In accordance with any grants and/or loans received under the CARES Act, the Company is required to comply with the relevant provisions of the CARES Act and the related implementing agreements which, among other things, include the following: the requirement to use the Payroll Support Payments exclusively for the continuation of payment of crewmember and employee wages, salaries and benefits; the requirement that certain levels of commercial air service be maintained until March 1, 2022, if ordered by the DOT; the prohibitions on share repurchases of listed securities and the payment of common stock (or equivalent) dividends until September 30, 2022; and restrictions on the payment of certain executive compensation until April 1, 2023. The Company has complied with these provisions.

REVENUE

12 Months Ended

Dec. 31, 2021

REVENUE

REVENUE

4. REVENUE

Sun Country is a certificated air carrier generating Operating Revenues from Scheduled service, Charter service, Ancillary, Cargo and Other revenue. Scheduled service revenue mainly consists of base fares. Charter service revenue is primarily generated through service provided to the U.S. Department of Defense, collegiate and professional sports teams, and casinos. Ancillary revenues consist of revenue earned from air travel-related services such as baggage fees, seat selection and upgrade fees, itinerary service fees, and on-board

sales. Cargo consists of revenue earned from flying cargo aircraft under the ATSA. Other revenue consists primarily of revenue from services in connection with Sun Country Vacations products.

The significant categories comprising Operating Revenues are as follows:


	Year Ended December 31,
	2021		2020		2019
Scheduled service	$	279,377	$	193,047	$	396,113
Charter service		127,331		98,130		174,562
Ancillary		117,237		68,055		118,158
Passenger		523,945		359,232		688,833
Cargo		91,428		36,809		—
Other		7,642		5,445		12,551
Total Operating Revenue	$	623,015	$	401,486	$	701,384

The Company attributes and measures its Operating Revenue by geographic region as defined by the DOT for airline reporting based upon the origin of each passenger and cargo flight segment.

The Company’s operations are highly concentrated in the U.S. but include service to many international locations, primarily based on scheduled service to Latin America during the winter season and on military charter services.

Total Operating Revenues by geographic region are as follows:


	Year Ended December 31,
	2021		2020		2019
Domestic	$	597,005	$	382,463	$	666,332
Latin America		24,646		18,515		33,716
Other		1,364		508		1,336
Total Operating Revenue	$	623,015	$	401,486	$	701,384

Contract Balances

The Company’s contract assets primarily relate to costs incurred to get the 12 Amazon cargo aircraft ready for service. The balances are included in Other Current Assets and Other Assets on the Consolidated Balance Sheets. These deferred up-front costs are being amortized into expense on a pro-rata basis over the initial six years of the ATSA. The amount expensed during fiscal years 2021 and 2020 was $691 and $271 respectively, and is included in Maintenance expense on the Company’s Consolidated Statements of Operations.

The Company’s significant contract liabilities are comprised of 1) ticket sales for transportation that has not yet been provided (reported as Air Traffic Liabilities on the Consolidated Balance Sheets), 2) outstanding loyalty points that may be redeemed for future travel and other non-air travel awards (reported as Loyalty Program Liabilities on the Consolidated Balance Sheets) and 3) the Amazon deferred up-front payment received (reported within Other Current Liabilities and Other Long-term Liabilities on the Consolidated Balance Sheets).

Contract Assets and Liabilities are as follows:


	December 31,
	2021		2020
Contract Assets
Costs to fulfill contract with Amazon	$	2,819	$	3,614

Air Traffic Liabilities		118,562		101,075
Loyalty Program Liabilities		19,718		22,069
Amazon Deferred Up-front Payment		4,200		5,240
Total Contract Liabilities	$	142,480	$	128,384

The balance in the Air Traffic Liabilities fluctuates with seasonal travel patterns. Most tickets can be purchased no more than twelve months in advance, therefore any revenue associated with tickets sold for future travel will be recognized within that timeframe. For the year ended December 31, 2021, $95,982 of revenue was recognized in Passenger revenue that was included in the Air Traffic Liabilities as of December 31, 2020.

As part of the ATSA executed in December 2019, Amazon paid the Company $10,300 toward start-up costs. Upon signing the ATSA, Amazon received 632,183 fully vested warrants to purchase the Company’s common stock, with a fair value of $4,667. This fair value was assigned to a portion of the $10,300 cash received from Amazon and the remaining $5,633 was recorded in Other Liabilities on the Company’s Consolidated Balance Sheet. This deferred up-front payment is being amortized into revenue on a pro-rata basis over the initial six years of the ATSA. For the years ended December 31, 2021 and 2020, $1,040 and $393 was amortized into Cargo revenue, respectively, on the Company’s Consolidated Statements of Operations.

Loyalty Program

The Sun Country Rewards program provides loyalty awards to program members based on accumulated loyalty points. Loyalty points are earned as a result of travel and purchases using the Company’s co-branded credit card. The balance of the Loyalty Program Liabilities fluctuates based on seasonal patterns, which impact the volume of loyalty points awarded through travel or issued to co-branded credit card and other partners (deferral of revenue) and loyalty points redeemed (recognition of revenue).

Changes in the Loyalty Program Liabilities are as follows:


	2021		2020
Balance - January 1	$	22,069	$	22,892
Loyalty Points Earned		4,562		4,015
Loyalty Points Redeemed ⁽¹⁾		(6,913)		(4,838)
Balance - December 31	$	19,718	$	22,069

(1)

Principally relates to revenue recognized from the redemption of loyalty points for both air and non-air travel awards. Loyalty points are combined in one homogenous pool and are not separately identifiable. As such, the revenue recognized is comprised of points that were part of the Loyalty Program Liabilities balance at the beginning of the period, as well as points that were earned during the period.

The timing of loyalty point redemptions can vary significantly; however most new points, that are not left to expire, are later redeemed. Given the inherent uncertainty of the current operating environment due to COVID-19, the Company will continue to monitor redemption patterns and will adjust estimates in the future, which could be material.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI http://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
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-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045

+ Details

EARNINGS PER SHARE

12 Months Ended

Dec. 31, 2021

EARNINGS PER SHARE

EARNINGS PER SHARE

5. EARNINGS PER SHARE

Basic earnings per share, which excludes dilution, is computed by dividing Net Income (Loss) available to common stockholders by the weighted average number of shares of common stock outstanding for the period.

Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. The number of incremental shares from the assumed issuance of shares relating to share-based awards is calculated by applying the treasury stock method.

The following table shows the computation of basic and diluted earnings per share:


	Year Ended December 31,
	2021		2020		2019
Net Income (Loss)	$	77,470	$	(3,904)	$	46,072

Denominator:
Weighted Average Common Shares Outstanding - Basic		55,182,811		46,806,042		46,773,038
Dilutive effect of Stock Options, RSUs and Warrants ⁽¹⁾		4,141,229		—		1,136,375
Weighted Average Common Shares Outstanding - Diluted		59,324,040		46,806,042		47,909,413

Basic earnings (loss) per share	$	1.40	$	(0.08)	$	0.99
Diluted earnings (loss) per share	$	1.31	$	(0.08)	$	0.96

(1)

There were 3,636,771, 3,577,252 and 3,502,925 performance-based stock options outstanding at December 31, 2021, 2020, and 2019, respectively. As a result of the Company’s initial public offering, 75% of these options are expected to meet the performance conditions and are included in dilutive options at December 31, 2021. At December 31, 2020 and 2019 these options were excluded from the calculation of diluted EPS since the performance conditions were not considered likely to be met.

Prior to their exercise on January 31, 2020, all 40,005,885 warrants held by the Apollo Stockholder were included in basic and diluted weighted average shares outstanding as they were equity classified, had an exercise price of approximately $0.0005, and all necessary conditions for issuance were met.

Warrants held by Amazon are included in dilutive weighted average shares outstanding as of the date the warrants vest. The unvested warrants held by Amazon have not been included in dilutive shares as their performance condition had not been satisfied. As of December 31, 2021, 2020 and 2019, unvested Amazon warrants excluded from dilutive shares were 7,838,946, 8,597,554 and 8,850,423, respectively.

AIRCRAFT

12 Months Ended

Dec. 31, 2021

AIRCRAFT

AIRCRAFT

6. AIRCRAFT

Aircraft Fleet

As of December 31, 2021, Sun Country operated a fleet of 48 Boeing 737-NG aircraft, consisting of 47 Boeing 737-800s and one Boeing 737-700.

The following tables summarize the Company’s aircraft fleet activity for the years ended 2021 and 2020, respectively:


	December 31, 2020	Additions	Removals	December 31, 2021
Passenger:
Owned	14	7	—	21
Finance leases	5	4	—	9
Operating leases	12	—	(6)	6
Sun Country Airlines' Fleet	31	11	(6)	36

Cargo Aircraft Operated for Amazon	12	—	—	12
Total Aircraft Operated	43	11	(6)	48

Six of the aircraft purchased during fiscal year 2021 were financed through the Delayed Draw Term Loan Facility (see Note 8). All six of these were previously under operating leases. The remaining purchased aircraft was new to the Company’s fleet. The Company obtained an additional four aircraft under finance leases during 2021.


	December 31, 2019	Additions	Removals	December 31, 2020
Passenger:
Owned	5	9	—	14
Finance leases	10	—	(5)	5
Operating leases	14	—	(2)	12
Seasonal leases	2	—	(2)	—
Sun Country Airlines' Fleet	31	9	(9)	31

Cargo Aircraft Operated for Amazon	—	12	—	12
Total Aircraft Operated	31	21	(9)	43

The nine passenger aircraft purchased during the year ended December 31, 2020 were financed through equipment trust certificates (see Note 8). Two of these aircraft were previously under operating leases, five were previously under finance leases, and the other two aircraft were new to the Company’s fleet.

In addition to the nine purchases discussed above, the Company refinanced three previously owned aircraft in January 2020 utilizing equipment trust certificates (see Note 8).

During the year ended December 31, 2021 the Company executed lease agreements to add four incremental aircraft to its passenger fleet. The lease expiration dates range from fiscal year 2027 to fiscal year 2029 and these leases have been classified as finance leases. Three of these aircraft are currently within a “power-by-the-hour” (“PBH”) period during which monthly lease payments are determined based on aircraft utilization,

subject to minimums and limits set forth in the lease agreements. The PBH period ranges from twelve to eighteen months in length as dictated by the lease terms. Monthly lease payments during the remainder of the lease term consist of fixed and variable amounts set forth in the lease agreements.

Depreciation, amortization, and rent expense on aircraft is as follows:


		Year Ended December 31,
Aircraft Status	Expense Type	2021		2020		2019
Owned	Depreciation	$	33,799	$	25,294	$	12,900
Finance Leased	Amortization		11,507		13,253		12,069
Operating Leased	Aircraft Rent ⁽¹⁾		17,653		30,989		49,908
		$	62,959	$	69,536	$	74,877

(1)	Aircraft Rent expense includes credits for the amortization of over-market liabilities established at the Acquisition Date (see Note 9).

Depreciation expense on owned aircraft and amortization expense on finance leased aircraft are both classified in Depreciation and Amortization on the Consolidated Statements of Operations.

Aircraft Maintenance Deposits Contra-Assets

On April 11, 2018, the Company established a deposit contra-asset to represent the Company’s obligation to perform planned maintenance events on leased aircraft held as of that date. As of December 31, 2021 and 2020, the remaining balance of the contra-asset was $22,348 and $36,729, respectively. Of the $14,381 reduction in the contra-asset during the year ended December 31, 2021, $12,749 related to the purchase of six aircraft previously leased, whereupon the contra-assets and related maintenance deposits were written-off concurrently to Aircraft lease buy-out expense in Special Items, net (see Note 15). There was also a $337 adjustment to this contra-asset and the related asset since a deposit on one engine was recovered for less than the original established amount. For the years ended December 31, 2021, 2020 and 2019, the Company recognized $1,295, $1,402 and $12,263 respectively, of the contra-asset as a reduction to Maintenance expense on the accompanying Consolidated Statements of Operations.

Over-market Liabilities

At the Acquisition Date, the Company acquired liabilities related to its over-market lease rates and over-market maintenance reserve payments.

As of the Acquisition Date, the Company recognized a liability representing lease terms which are unfavorable compared with market terms of similar leases. The remaining unamortized balance of this contra-asset as of December 31, 2021 and 2020 was $10,363 and $16,501, respectively and is recorded within Operating Lease Right-of-Use Assets. During fiscal year 2021 the Company purchased six aircraft which were previously under leases with unfavorable terms, contributing to $3,765 of the decrease. The contra-asset representing over-market lease rates for those six aircraft are included in Aircraft lease buy-out expense in Special Items, net (see Note 15).

As of the Acquisition Date, Sun Country’s existing leases included payments for maintenance reserves in addition to the stated aircraft lease payments. For a substantial portion of these maintenance reserve payments,

the Company does not expect to be reimbursed by the lessor. Therefore, a liability was established representing over-market maintenance reserve lease terms compared to market terms of similar leases. The remaining balance of this liability at December 31, 2021 and 2020 was $14,737 and $37,409, respectively. Of the $22,672 reduction in the over-market maintenance reserve liabilities during fiscal year 2021, $17,435 related to the purchase of six aircraft previously leased. The over-market maintenance reserves for those aircraft are included in Aircraft lease buy-out expense in Special Items, net (see Note 15).

GOODWILL AND OTHER INTANGIBLE ASSETS

12 Months Ended

Dec. 31, 2021

GOODWILL AND OTHER INTANGIBLE ASSETS

GOODWILL AND OTHER INTANGIBLE ASSETS

7. GOODWILL AND OTHER INTANGIBLE ASSETS

Components of Goodwill and Other Intangible Assets were as follows:


	December 31, 2021
	Gross Carrying		Accumulated		Net Carrying
	Amount		Amortization		Value
Goodwill	$	222,223	$	—	$	222,223
Intangible Assets with Finite Lives:
Customer Relationships		48,000		(14,890)		33,110
Intangible Assets with Indefinite Lives:
Tradename		56,000		—		56,000
Total Other Intangible Assets		104,000		(14,890)		89,110
Total Goodwill and Other Intangible Assets	$	326,223	$	(14,890)	$	311,333


	December 31, 2020
	Gross Carrying		Accumulated		Net Carrying
	Amount		Amortization		Value
Goodwill	$	222,223	$	—	$	222,223
Intangible Assets with Finite Lives:
Customer Relationships		48,000		(10,890)		37,110
Intangible Assets with Indefinite Lives:
Tradename		56,000		—		56,000
Total Other Intangible Assets		104,000		(10,890)		93,110
Total Goodwill and Other Intangible Assets	$	326,223	$	(10,890)	$	315,333

Finite-Lived Intangible Assets are amortized over an estimated useful life based on several factors, including the effects of demand, competition, contractual relationship, and other business factors. The Company concluded that the Customer Relationships Finite-Lived Intangible Assets have an estimated life of 12 years and are being amortized over this period on a straight-line basis.

The Company recognized $4,000 of amortization expense on intangible assets with finite-lives during each of the years ended December 31, 2021, 2020 and 2019. As of December 31, 2021, estimated annual amortization expense for each of the next five fiscal years is $4,000 and $13,110 thereafter.

DEBT

12 Months Ended

Dec. 31, 2021

DEBT

DEBT

8. DEBT

Credit Facilities — On February 10, 2021, the Company executed a five-year credit agreement (the “Credit Agreement”) with a group of lenders that replaced the Company’s prior $25,000 asset-based revolving credit facility. The Credit Agreement provides for a $25,000 Revolving Credit Facility and a $90,000 Delayed Draw

Term Loan Facility, which are collectively referred to as the “Credit Facilities.” The interest rate on borrowings is determined by various alternative base rates plus an applicable margin ranging from 4% to 5%. The interest rate in effect as of December 31, 2021 on the Delayed Draw Term Loan facility is 6%, which is the minimum interest rate allowed under the Credit Agreement. Borrowings on the Delayed Draw Term Loan Facility are subject to possible interest rate adjustment in February 2022. In addition, there is a commitment fee on the unused Revolving Credit Facility of 0.5%. The proceeds from the Revolving Credit Facility can be used for general corporate purposes. The proceeds from the Delayed Draw Term Loan Facility are to be used solely to finance the acquisition of aircraft or engines to be registered in the United States. During 2021, the Company drew $80,500 on the Delayed Draw Term Loan Facility to purchase six aircraft, which were previously under operating leases. Principal payments of $1,006 are due at the end of each calendar quarter. Interest is paid approximately every 90 days, based on the original principal draw date. As of December 31, 2021, the Credit Facilities had an outstanding principal balance of $77,481. The Credit Agreement includes financial covenants that require a minimum trailing 12-month EBITDAR (ranging from $78,100 as of December 31, 2021, and $87,700 as of March 31, 2022 and beyond) and a minimum liquidity of $30,000 at the close of any business day.

Long-term Debt — In December 2019, the Company arranged for the issuance of Class A, Class B and Class C pass-through trust certificates Series 2019-1 (the “2019-1 EETC”), in an aggregate face amount of $248,587 for the purpose of financing or refinancing 13 used aircraft, which was completed in 2020. The Company is required to make semi-annual principal and interest payments each June and December. These payments include interest through approximately the 15^th of the payment month. The outstanding principal balance as of December 31, 2021 was $202,984. The 13 aircraft serve as security for the loan and the total appraised value of these aircraft was approximately $292,450 as of the original date of the agreement.

Under the CARES Act Loan Program, on October 26, 2020, the Company was awarded a $45,000 loan, which was secured by the Company’s loyalty program and certain cash deposit accounts. The loan bore interest at a rate per annum equal to the Adjusted LIBO Rate plus 6.50% and was due to be repaid on the earlier of (i) October 24, 2025 or (ii) six months prior to the expiration date of any material loyalty program securing the loan. On March 24, 2021, the CARES Act Loan was repaid in full, including outstanding principal and accrued interest for a total repayment amount of $46,260.

The Company was in compliance with all covenants in its debt agreements at December 31, 2021.

Long-term Debt includes the following:


	December 31,
	2021		2020
Notes payable under the Company's 2019-1 EETC agreement dated December 2019, with original loan amounts of $248,587 payable in bi-annual installments, in June and December, through December 2027. These notes bear interest at an annual rate of between 4.13% and 6.95% and the weighted average interest rate is 4.76% as of December 31, 2021.	$	202,984	$	227,347
Delayed Draw Term Loan Facility (see terms and conditions above)		77,481		—
U. S. Department of the Treasury CARES Act Loan (see terms and conditions above)		—		45,419
Notes payable to Wilmington Trust Company. Notes bore interest at an annual rate of 8.45% and were scheduled to mature Nov. 2023 to Feb. 2024. In April 2021, these notes were repaid.		—		12,506
Other Notes payable. These notes bear interest at an annual rate of approximately 5.0% and mature March 2029.		466		529
Total Debt		280,931		285,801
Less: Unamortized debt issuance costs		(3,505)		(3,338)
Less: Current Maturities of Long-term Debt		(29,412)		(26,118)
Total Long-term Debt	$	248,014	$	256,345

Debt issuance costs are capitalized and amortized over the term of the respective agreement, primarily utilizing the effective interest method.

Future maturities of the outstanding Debt are as follows:


	Debt Principal		Amortization of Debt
December 31	Payments		Issuance Costs		Net Debt
2022	$	30,367	$	(955)	$	29,412
2023		42,358		(882)		41,476
2024		44,000		(758)		43,242
2025		49,087		(643)		48,444
2026		84,281		(199)		84,082
Thereafter		30,838		(68)		30,770
Total	$	280,931	$	(3,505)	$	277,426

The table below presents the Company’s debt measured at fair value:


	December 31, 2021		December 31, 2020
Carrying Amount	$	280,931	$	285,801
Fair Value	$	272,004	$	279,119

The fair value of the Company’s debt was based on the discounted amount of future cash flows using the Company’s end-of-period incremental borrowing rate for similar obligations. The estimates were primarily based on Level 3 inputs.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI http://asc.fasb.org/topic&trid=2208564

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (h)
-URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (g)
-URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1E
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (i)
-URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

+ Details

LEASES

12 Months Ended

Dec. 31, 2021

LEASES

LEASES

9. LEASES

The Company classifies its Operating Leases into three categories: Aircraft, Real Estate, and Other. Aircraft leases consist of aircrafts, engines, and aircraft equipment under operating lease agreements. As of December 31, 2021, the Company had 15 leases for aircraft, of which nine were under finance leases and six were right-of-use operating leases. Real estate leases consist of leased hangar and administration facilities and other leases consist of non-aircraft equipment under operating lease agreements. Real estate and other leases have initial terms of up to ten years.

The Company’s fleet of 12 freighters is subleased directly from Amazon and the Company operates them pursuant to the ATSA. Based upon review of the ATSA, the sublease arrangement does not qualify as a lease, because the Company does not control the use of the aircraft. As such, no right-of-use asset and lease liability is recognized in these financial statements for the Amazon arrangement.

The Company also has various airport terminal agreements which include provisions for variable lease payments which are based on several factors, including, but not limited to, number of carriers, enplaned passengers, and airports’ annual operating budgets. Due to the variable nature of the rates, these leases are not recorded on the Company’s Consolidated Balance Sheets as a right-of-use asset and lease liability.

Certain aircraft lease agreements include an option to extend the lease term beyond the original expiration date. As of December 31, 2021, the Company remains uncertain as to whether it will exercise any of the available extension options. As such, the Company’s operating and finance lease obligations do not reflect lease payments associated with extension periods that remain unexercised. Also, none of the Company’s aircraft leases contain an early termination provision.

Certain aircraft lease agreements grant the Company the option to purchase the aircraft at the end of the lease term. To the extent the Company is reasonably certain to exercise the purchase option, the lease arrangement has been accounted for as a finance lease with the purchase option price recognized as part of the lease obligation.

The following table summarizes the lease-related assets and liabilities recorded on the Company’s Consolidated Balance Sheets:


		December 31,
	Classification	2021		2020
Assets
Finance lease assets, net	Property and Equipment, net	$	181,097	$	104,815
Operating lease assets	Operating Lease Right-of-use Assets		61,658		121,269
Total lease assets		$	242,755	$	226,084
Liabilities
Current:
Finance lease liabilities	Short-term Finance Lease Obligations	$	11,705	$	11,460
Operating lease liabilities	Short-term Operating Lease Obligations		17,231		34,492
Long-term:
Finance lease liabilities	Long-term Finance Lease Obligations		180,450		95,710
Operating lease liabilities	Long-term Operating Lease Obligations		58,810		112,707
Total lease liabilities		$	268,196	$	254,369

During the year ended December 31, 2020 the Company negotiated rent payment deferrals with a majority of its aircraft lessors due to COVID-19 cash flow impacts. The amount deferred as of December 31, 2020 was $7,569, consisting of $2,133 under finance leases and $5,436 under operating leases. These deferrals are classified within the current portion of the respective lease liabilities on the Consolidated Balance Sheet. There were no amounts deferred as of December 31, 2021.

The following table provides details of the Company’s obligations under Finance and Operating Leases as of December 31, 2021:


	Finance		Operating Leases
Year Ending December 31	Leases		Aircraft		Real Estate		Other		Total
2022	$	23,052	$	18,221	$	1,962	$	358	$	20,541
2023		25,492		18,418		1,466		358		20,242
2024		35,209		15,492		1,466		—		16,958
2025		37,444		9,400		1,466		—		10,866
2026		18,790		8,222		1,466		—		9,688
Thereafter		110,666		—		3,605		—		3,605
Total Minimum Lease Payments		250,654		69,753		11,431		716		81,900
Less: Amount Representing Interest		(58,499)		(8,054)		(2,073)		(39)		(10,166)
Present Value of Minimum Lease Payments		192,155		61,699		9,358		677		71,734
Plus: Tennant Improvements		—		—		4,307		—		4,307
Less: Short-term Obligations		(11,705)		(14,930)		(1,972)		(329)		(17,231)
Long-term Lease Obligations	$	180,450	$	46,769	$	11,693	$	348	$	58,810

The following table presents lease costs related to the Company’s Finance and Operating Leases:


		Year Ended December 31,
	Classification	2021		2020		2019
Finance lease cost
Amortization of leased assets	Depreciation and Amortization	$	12,536	$	11,948	$	13,104
Interest on lease liabilities	Interest Expense		8,021		8,659		10,741

Operating lease cost
Included in ROU asset - Aircraft	Aircraft Rent ⁽¹⁾		18,608		30,717		40,043
Included in ROU asset - Real Estate & Other	Ground Handling, Landing Fees and Airport Rent & Other Operating		3,976		4,872		5,415
Short-term	Aircraft Rent		277		1,813		5,345
Variable - Aircraft	Aircraft Rent ⁽¹⁾		(1,232)		(1,541)		4,520
Variable - Other	Landing Fees & Airport Rentals		1,210		1,049		1,345
Total Lease cost		$	43,396	$	57,517	$	80,513

(1)	The years ended December 31, 2021, 2020 and 2019, include credits of $7,609, $14,110 and $20,386, respectively, for the amortization of Over-market Liabilities established at the Acquisition Date related to lease rates and maintenance reserves.

The following table presents Supplemental cash flow information related to leases, included in the Consolidated Statements of Cash Flows:


	Year Ended December 31,
	2021		2020		2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating Cash Flows for Operating Leases	$	29,360	$	34,576	$	50,081
Operating Cash Flows for Finance Leases	$	8,021	$	8,659	$	10,741
Financing Cash Flows for Finance Leases	$	11,931	$	89,697	$	8,258

The table below presents lease-related terms and discount rates related to the Company’s Finance and Operating Leases:


	Year Ended December 31,
	2021		2020		2019
Weighted-average remaining lease term
Operating Leases	4.6 years		4.8 years		5.7 years
Finance Leases	7.2 years		8.6 years		6.4 years

Weighted-average discount rates
Operating Leases	6.0	%	6.0	%	6.0	%
Finance Leases	6.1	%	6.1	%	5.8	%

During the years ended December 31, 2021, 2020, and 2019 the Company expensed $4,004, $8,691 and $18,584 of maintenance reserve payments, respectively. These expenses are reflected in Aircraft Rent on the accompanying Consolidated Statements of Operations.

STOCK BASED COMPENSATION

12 Months Ended

Dec. 31, 2021

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION

10. STOCK-BASED COMPENSATION

In March 2021, the stockholders approved the Sun Country Airlines Holdings, Inc. 2021 Omnibus Incentive Plan (the “Plan”). The Plan authorizes that no more than 3,600,000 shares of Common Stock may be delivered in the aggregate pursuant to Awards granted under the Plan. An “Award” means any Incentive Stock Option, Nonqualified Stock Option, Stock Appreciation Right, Restricted Stock, Restricted Stock Unit, Other Stock-Based Award, or Other Cash-Based Award granted under the Plan. As of December 31, 2021, there were 3,434,074 shares available for future grants.

Upon implementation of this new Plan, grants under the October 2018 equity incentive plan ceased. Awards already issued under the 2018 plan are not impacted by the new Plan.

Compensation expense related to time-based stock options is recognized in an amount equal to the fair value on the date of the grant and is recognized on a straight-line basis over the employee’s requisite service period, generally the four year vesting period of the award. Time-based stock option awards vest at 25% per year over the first four years following the grant. Compensation expense related to performance-based stock options is recognized only if the performance condition becomes probable of occurring. All stock options expire 10 years after the grant date.

A summary of stock option activity:


	Time-Based Stock Options
		Weighted				Weighted
		average		Weighted		average
		exercise		average		remaining
	Number of	price per		grant date		contractual
	shares	share		fair value		term (years)
Outstanding as of December 31, 2018	2,243,588	$	5.30	$	2.39	9.8
Granted	472,253	$	7.93	$	3.14
Forfeited	(434,533)	$	5.30	$	2.39
Outstanding as of December 31, 2019	2,281,308	$	5.84	$	2.54	9.0
Granted	221,941	$	17.99	$	7.02
Forfeited	(173,788)	$	14.65	$	5.70
Outstanding as of December 31, 2020	2,329,461	$	6.36	$	2.74	7.6
Granted	62,080	$	33.10	$	13.47
Forfeited	(18,613)	$	11.75	$	5.15
Exercised	(718,985)	$	5.89	$	2.56
Outstanding as of December 31, 2021	1,653,943	$	7.57	$	3.22	7.2
Exercisable as of December 31, 2021	881,742	$	5.93	$	2.61
Vested or expected to vest, December 31, 2021	1,653,943	$	7.57	$	3.22


	Performance-Based Stock Options
		Weighted				Weighted
		average		Weighted		average
		exercise		average		remaining
	Number of	price per		grant date		contractual
	shares	share		fair value		term (years)
Outstanding as of December 31, 2018	3,583,923	$	5.30	$	1.50	9.8
Granted	746,836	$	7.96	$	2.01
Forfeited	(827,812)	$	5.30	$	1.50
Outstanding as of December 31, 2019	3,502,947	$	5.86	$	1.61	9.0
Granted	346,984	$	17.99	$	4.36
Forfeited	(272,679)	$	14.65	$	3.59
Outstanding as of December 31, 2020	3,577,252	$	6.38	$	1.72	7.6
Granted	99,167	$	33.10	$	10.08
Forfeited	(39,648)	$	6.89	$	1.67
Outstanding as of December 31, 2021	3,636,771	$	7.10	$	1.53	7.2
Exercisable as of December 31, 2021	—	$	—	$	—
Vested or expected to vest, December 31, 2021 ⁽¹⁾	2,727,578	$	7.10	$	1.53

(1)

As a result of the Company's initial public offering, 75% of Performance-Based options are expected to meet the performance conditions and are included in dilutive options at December 31, 2021. At December 31, 2020, these options were excluded from the calculation of diluted EPS since the performance conditions were not considered likely to be met.

Additionally, as of December 31, 2021, there were 4,679 shares of common stock that may be issued upon the vesting of outstanding RSUs. During 2021, 7,634 RSUs were granted and 2,955 were forfeited.

Stock compensation expense was $5,562, $2,110, and $1,888 during the years ended December 31, 2021, 2020 and 2019, respectively. The 2021 expense includes $3,804 for performance-based options, which were expensed for the first time in 2021 since a majority of the performance conditions are expected to be achieved. As of December 31, 2021, there was $3,777 of total unrecognized compensation expense related to stock options and restricted stock units (“RSUs”).

This unrecognized compensation is expected to be fully recognized over a weighted average period of approximately 1.4 years.

The intrinsic value of stock options exercised in 2021 was $18,621.

A third-party valuation advisor was utilized to assist management in determining the fair value of options granted using the Black-Scholes option-pricing model based on the grant price and assumptions regarding the expected term, expected volatility, dividends, and risk-free interest rates. The grant price was determined based on the fair value of the Company’s stock on the date the Compensation Committee of the Board approves the grant.

The fair value of the time-based stock options granted was estimated using the Black-Scholes option-pricing model with the following weighted-average assumptions used for grants:


	2021		2020		2019
Expected Term	5.11 years		5.59 years		5.67 years
Expected Volatility	34.0	%	38.8	%	33.9	%
Risk-free Interest Rate	1.2	%	1.7	%	1.7	%
Expected Dividend Yield	—		—		—

The expected term was based on vesting criteria and time to expiration. The expected volatility was based on historical volatility of stock prices and assets of a public company peer group. The risk-free interest rate was based on the implied risk-free rate using the expected term and yields of U.S Treasury stock and S&P bond yields.

The fair value of performance-based stock options granted was estimated by simulating the future stock price using geometric brownian motion and risk-free rate of return at intervals specified in the grant agreement. The number of shares vested and future price at each interval were recorded for each simulation and then multiplied together and discounted to present value at the risk-free rate of return.

FUEL DERIVATIVES AND RISK MANAGEMENT

12 Months Ended

Dec. 31, 2021

FUEL DERIVATIVES AND RISK MANAGEMENT

FUEL DERIVATIVES AND RISK MANAGEMENT

11. FUEL DERIVATIVES AND RISK MANAGEMENT

The Company’s operations are inherently dependent upon the price of aircraft fuel. To manage economic risks associated with fluctuations in aircraft fuel prices, the Company periodically enters into fuel option and swap contracts. The Company does not apply hedge accounting to its fuel derivative contracts, nor does it hold or issue them for trading purposes.

Fuel derivative contracts are recognized at fair value on the Consolidated Balance Sheets as Derivative Assets, if the fair value is in an asset position, or as Derivative Liabilities, if the fair value is in a liability position. The

Company did not have any collateral held by counterparties to these agreements as of December 31, 2021 and 2020. Derivatives where the payment due date is greater than one year from the balance sheet date are classified as long-term.

Changes in Derivative Assets (Liabilities) are as follows:


	Year Ended December 31,
	2021		2020
Balance - January 1	$	(1,174)	$	2,233
Non-cash Gains (Losses)		3,527		(12,206)
Contract Settlements		(2,353)		8,799
Balance - December 31	$	—	$	(1,174)

Fuel Derivative Gains (Losses) consist of the following:


	Year Ended December 31,
	2021		2020		2019
Non-cash Gains (Losses)	$	3,527	$	(12,206)	$	10,791
Cash Premiums Paid		—		(2,053)		(665)
Total Fuel Derivative Gains (Losses)	$	3,527	$	(14,259)	$	10,126

Fuel derivative gains and losses are classified in Aircraft Fuel on the Consolidated Statements of Operations.

As of December 31, 2021, the Company had no outstanding fuel derivative contracts.

FAIR VALUE MEASUREMENTS

12 Months Ended

Dec. 31, 2021

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS

12. FAIR VALUE MEASUREMENTS

Accounting standards define fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The standards also establish a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Under GAAP, there are three levels of inputs that may be used to measure fair value:

Level 1 - Quoted prices for identical assets or liabilities in active markets.

Level 2 - Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The Company uses the following valuation methodologies for financial instruments measured at fair value on a recurring basis.

Derivative Instruments - Derivative instruments are accounted for as either assets or liabilities and are carried at fair value. The fair value for fuel derivative options and swaps is determined utilizing an option pricing model that uses inputs that are readily available in active markets or can be derived from information available in active markets and are classified within Level 2.

There were no assets or liabilities measured at fair value on a recurring basis as of December 31, 2021. The following table summarizes the assets and liabilities measured at fair value on a recurring basis as of December 31, 2020:


	December 31, 2020
	Level 1		Level 2		Level 3		Total
Liabilities
Fuel Derivative Contracts	$	—	$	1,174	$	—	$	1,174
Total Liabilities measured at fair value on a recurring basis	$	—	$	1,174	$	—	$	1,174

Certain assets are measured at fair value on a nonrecurring basis. The Company’s non-financial assets, which primarily consist of Property & Equipment, Goodwill and Other Intangible Assets are not required to be measured at fair value on a recurring basis and are reported at carrying value. However, on a periodic basis whenever events or changes in circumstances indicate that their carrying value may not be recoverable, non-financial assets are assessed for impairment and, if applicable, written down to fair value using significant unobservable inputs, classified as Level 3.

The Company’s debt portfolio consists of 2019-1 EETC certificates, borrowings under the Delayed Draw Term Loan Facility, and fixed-rate notes payable. See Note 8 for debt fair values.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

INCOME TAXES

12 Months Ended

Dec. 31, 2021

INCOME TAXES

INCOME TAXES

13. INCOME TAXES

The following table summarizes the significant components of the provision for income taxes from continuing operations:


	Year Ended December 31,
	2021		2020		2019
Current:
Federal	$	—	$	—	$	—
State and Local		135		10		66
Total Current Tax Expense		135		10		66


Deferred:
Federal		15,818		(597)		12,509
State and Local		2,000		(191)		1,513
Total Deferred Tax Expense (Benefit)		17,818		(788)		14,022
Total Income Tax Expense (Benefit)	$	17,953	$	(778)	$	14,088

The income tax provision differs from that computed at the federal statutory corporate tax rate as follows:


	Year Ended December 31,
	2021			2020			2019
Expected Provision at Federal Statutory Tax Rate		21.0	%		21.0	%		21.0	%
State Tax, net of Federal Impact		1.8	%		3.1	%		2.1	%
Stock Option benefit		(3.8)	%		0.0	%		0.0	%
Tax receivable agreement		(3.6)	%		0.0	%		0.0	%
Executive Compensation Limitation		3.2	%		0.0	%		0.0	%
Employee Parking		0.2	%		(3.3)	%		0.2	%
Meals and Entertainment		0.0	%		(2.2)	%		0.2	%
Other Permanent Adjustments		0.0	%		(2.0)	%		0.0	%
Effective Tax Rate		18.8	%		16.6	%		23.5	%

The following table summarizes the significant components of the Company’s deferred taxes:


	December 31,
	2021		2020
Deferred Tax Assets:
Net Operating Loss	$	77,920	$	75,389
Operating Lease Obligations		16,544		32,942
Finance Lease Obligations		40,178		20,095
Goodwill and Other Intangible Assets		9,699		12,586
Loyalty Program Liabilities		4,407		4,911
Accrued Maintenance		718		4,434
Other		5,105		4,318
Total Deferred Tax Assets		154,571		154,675

Deferred Tax Liabilities:
Accelerated Depreciation		(80,001)		(67,105)
Operating Lease Right-of-use Assets		(14,181)		(27,892)
Finance Lease Assets		(41,652)		(23,462)
Total Deferred Tax Liabilities		(135,834)		(118,459)
Total Net Deferred Tax Assets	$	18,737	$	36,216

As of December 31, 2021, the Company has $75,610 of federal net operating losses and $2,310 of state net operating losses, net of tax effect, available that may be applied against future tax liabilities. As a result of ownership changes that occurred in 2021, the existing federal and state NOLs may be subject to certain limitations under Section 382 of the Internal Revenue Code. However, the Company does not believe these limitations will adversely impact its ability to use these losses to offset taxable income in future periods. There is no expiration of federal net operating losses. The state net operating losses begin to expire in 2025.

In assessing the realizability of Deferred Tax Assets, management considers whether it is more likely than not that some portion or all the Deferred Tax Assets will not be realized. The ultimate realization of the Deferred Tax Assets is dependent upon the generation of future taxable income during periods in which the temporary differences become deductible. Management considers the scheduled reversal of the liabilities (including the impact of available carryback and carryforward periods), projected future taxable income, and tax-planning strategies in making this assessment. As of December 31, 2021, management believes that it is more likely than not that the future results of the operations will generate sufficient taxable income to realize the tax benefits related to its Deferred Tax Assets.

The Company recognizes the consolidated financial statement effect of a tax position when it is more likely than not, based on the technical merits, that the position will be sustained upon examination. If applicable, the Company reports both accrued interest and penalties related to unrecognized tax benefits as a component of Income Tax Expense in the Consolidated Statements of Operations.

As of December 31, 2021 and 2020, the Company had no liability for unrecognized tax benefits recorded in its Consolidated Balance Sheets.

The Company files income tax returns in the United States and various states. In the normal course of business, the Company is subject to potential income tax examination by the federal and state tax authorities in these

jurisdictions for tax years that are open under local statute. For U.S. federal and state income tax purposes, the Company's 2020, 2019 and 2018 tax returns remain open to examination.

Tax Receivable Agreement

In connection with the Company’s IPO, the Company entered into a TRA with pre-IPO stockholders (the “TRA holders”). The TRA provides for the payment by the Company to the TRA holders of 85% of the amount of cash savings, if any, in U.S. federal, state, local, and foreign income tax that the Company actually realizes (or are deemed to realize in certain circumstances) as a result of certain tax attributes that existed at the time of the IPO (the “Pre-IPO Tax Attributes”). The Company will retain the benefit of the remaining 15% of these cash savings.

Pursuant to certain CARES Act restrictions, payments under the TRA are prohibited through September 30, 2022. Based on the Company’s current participation in the CARES Act Program, the Company does not expect to make payments under the TRA until 2023, and thus is presented as non-current liability” on the Consolidated Balance Sheet.

If the Company does not generate sufficient taxable income in the aggregate over the term of the TRA to utilize the tax benefits, then it would not be required to make the related TRA payments. Upon the closing of the IPO, the Company recognized a non-current liability of $115,200 which represented undiscounted aggregate payments that were expected to be paid to the TRA holders, with an offset to Stockholders’ Equity. Subsequent changes in the measurement of the liability are being adjusted through the Consolidated Statements of Operations. During fiscal year 2021, the TRA liability balance decreased $16,400 from $115,200 to $98,800 as of December 31, 2021. Any quarterly income statement adjustments to the TRA are recorded in other non-operating income (expense). The decrease in the TRA liability was mainly due to the receipt of an additional CARES Act grant in 2021, which extended the time period in which distributions made to shareholders are restricted from March 31, 2022 to September 30, 2022, and also resulted from an increase in 2021 pre-tax income.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

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+ Details

DEFINED CONTRIBUTION 401K

12 Months Ended

Dec. 31, 2021

DEFINED CONTRIBUTION 401K

DEFINED CONTRIBUTION 401K

14. DEFINED CONTRIBUTION 401(k) PLAN

The Company has a 401(k) profit-sharing retirement plan covering substantially all employees. The plan allows employee contributions up to 50% of a participant’s eligible compensation, subject to limits established under the 401(k) plan and annual IRS elective deferral limits. The Company currently matches 100% of participants contribution up to a maximum of 4% for non-pilot participants’ and 6% for pilot participants’ eligible compensation. The Company was also required to make a non-discretionary 2% Company contribution for pilots based on gross earnings. Starting in 2022, this non-discretionary Company contribution for pilots will increase to 13%, followed by 14% in 2023, and 15% for 2024 and thereafter.

The Company made 401(k) contributions as follows:


	Year Ended December 31,
	2021		2020		2019
Non-Discretionary	$	1,187	$	1,040	$	908
Discretionary		5,220		4,263		4,246
Total 401(k) Contributions	$	6,407	$	5,303	$	5,154

Contributions are classified in Salaries, Wages, and Benefits on the Consolidated Statements of Operations.

SPECIAL ITEMS, NET

12 Months Ended

Dec. 31, 2021

SPECIAL ITEMS, NET

SPECIAL ITEMS, NET

15. SPECIAL ITEMS, NET

Special Items, net on the Consolidated Statements of Operations consist of the following:


	Year Ended December 31,
	2021		2020		2019
CARES Act grant recognition (see Note 3)	$	(71,587)	$	(62,312)	$	—
CARES Act employee retention credit (see Note 3)		(848)		(2,328)		—
Aircraft lease buy-out expense ⁽¹⁾		6,963		—		—
Contractual obligations for retired technology ⁽²⁾		—		—		7,578
Sale of airport slot rights ⁽³⁾		—		—		(1,200)
Other ⁽⁴⁾		16		77		714
Total Special Items, net	$	(65,456)	$	(64,563)	$	7,092

(1)

Six aircraft were purchased in 2021 that were previously under operating leases. Aircraft lease buy-out expense represents the net impact of these transactions, including the associated lease termination costs, write-off of previously capitalized maintenance deposits, and the write-off of over-market liabilities (see Note 6).

(2)	Represents contractual obligations for retired technology. In connection with implementing Sun Country’s updated reservations systems, the Company incurred obligations under the contracts for existing systems that were being phased out ahead of their scheduled contract terms.

(3)	Represents proceeds from the sale of unused airport slot rights. Sun Country does not hold any other remaining airport slot rights; therefore, this gain does not reflect the Company’s continuing operations.

(4)	The 2021 and 2020 costs were related to relocation of flight attendant bases due to the closure of the Portland and Las Vegas bases, and the 2019 costs were related to exiting the Company’s prior headquarters building.

COMMITMENTS AND CONTINGENCIES

12 Months Ended

Dec. 31, 2021

COMMITMENTS AND CONTINGENCIES.

COMMITMENTS AND CONTINGENCIES

16. COMMITMENTS AND CONTINGENCIES

The Company has contractual obligations and commitments primarily with regard to lease arrangements (see Note 9), repayment of debt (see Note 8), payments under the TRA (see Note 13), and probable future purchases of aircraft.

As of December 31, 2021, the Company had a commitment of approximately $20,000 to purchase an aircraft which is anticipated to be delivered in the first quarter of 2022. The Company also had a commitment to lease an aircraft starting in the first quarter of 2022, which calls for annual lease payments of approximately $2,200 per year for 8 years.

The Company is subject to various legal proceedings in the normal course of business and expenses legal costs as incurred. Management does not believe these proceedings will have a materially adverse effect on the Company.

OPERATING SEGMENTS

12 Months Ended

Dec. 31, 2021

OPERATING SEGMENTS

OPERATING SEGMENTS

17. OPERATING SEGMENTS

Operating segments are defined as components of an enterprise about which separate financial information is both available and evaluated regularly by the Chief Operating Decision Maker and is used in resource allocation and performance assessments. The Company’s Chief Operating Decision Maker is considered to be the Company’s Chief Executive Officer. The Company's Chief Operating Decision Maker makes resource allocation decisions to maximize the Company's consolidated financial results. Substantially all the Company’s tangible assets are located in the U.S. or relate to flight equipment, which is mobile across geographic markets. The Company has two operating segments: Passenger and Cargo.

The Company’s Passenger segment has two internal passenger groups (Scheduled and Charter), but since resources are shared and expenses are combined, they are considered one Passenger operating segment. The Company’s Passenger operations are highly concentrated in the U.S., but include service to many international locations, primarily based on scheduled service to Latin America during the winter season and on military charter services. All Goodwill is related to the Passenger Operating Segment.

The Cargo segment began providing air cargo services under the ATSA in May 2020. Fuel consumed in Cargo operations is directly reimbursed by Amazon and therefore aircraft fuel revenue is presented net of such reimbursements on the Consolidated Statements of Operations. Fuel consumed in Cargo maintenance activities is included in the Cargo segment. Certain operating expenses are directly attributable to the Cargo operating segment.

Certain operating expenses are allocated between the operating segments. Non-Fuel operating expenses are allocated based on metrics such as block hours, fleet count and departures, which best align with the nature of the respective expense. CARES Act credits, included in Special Items, net, are allocated based on the respective segment salaries, wages, and benefits.

The following tables present financial information for the Company’s two operating segments: Passenger and Cargo. Assets by segment are not reviewed by the Chief Operating Decision Maker and have not been presented herein.


	Year Ended December 31, 2021						Year Ended December 31, 2020
	Passenger		Cargo		Consolidated		Passenger		Cargo ⁽¹⁾		Consolidated
Operating Revenues	$	531,587	$	91,428	$	623,015	$	364,677	$	36,809	$	401,486
Non-Fuel Operating Expenses		383,524		68,797		452,321		332,742		32,530		365,272
Aircraft Fuel		128,863		247		129,110		83,392		—		83,392
Special Items, net		(47,056)		(18,400)		(65,456)		(53,842)		(10,721)		(64,563)
Total Operating Expenses		465,331		50,644		515,975		362,292		21,809		384,101
Operating Income	$	66,256	$	40,784		107,040	$	2,385	$	15,000		17,385
Interest Income						85						377
Interest Expense						(26,326)						(22,073)
Other, net						14,624						(371)
Income (Loss) before Income Tax					$	95,423					$	(4,682)

(1)	As air cargo operations commenced in May 2020, there are limited Cargo amounts included in the year ended December 31, 2020.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

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+ Details

PARENT COMPANY FINANCIAL STATEMENTS

12 Months Ended

Dec. 31, 2021

PARENT COMPANY FINANCIAL STATEMENTS

PARENT COMPANY FINANCIAL STATEMENTS

18. PARENT COMPANY FINANCIAL STATEMENTS

The following parent company financial information is presented to show only the parent company, Sun Country Airlines Holdings, Inc.

Balance Sheets


	December 31,
	2021		2020
ASSETS

Current Assets:
Cash and Cash Equivalents	$	—	$	—
Total Current Assets		—		—

Other Assets:
Investment in Subsidiary		602,561		282,569
Other Assets		—		1,429
Total Other Assets		602,561		283,998
Total Assets	$	602,561	$	283,998


	December 31,
	2021		2020
LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
Accounts Payable	$	(1)	$	—
Other Current Liabilities		57		181
Total Current Liabilities		56		181

Other Long-term Liabilities		494		—
Total Liabilities		550		181

Stockholders' Equity:
Common Stock		579		468
Loans to Stockholders		—		(3,500)
Additional Paid In Capital		485,638		248,525
Retained Earnings		115,794		38,324
Total Stockholders' Equity		602,011		283,817
Total Liabilities and Stockholders' Equity	$	602,561	$	283,998

Statements of Operations


	Year Ended December 31,
	2021		2020		2019
Operating Expenses:
Other Operating, net	$	64	$	179	$	439
Total Operating Expenses		64		179		439
Operating Income (Loss)		(64)		(179)		(439)

Non-operating Income (Expense):
Equity in Income (Loss) of Subsidiaries		77,534		(3,725)		46,283
Other, net		—		—		228
Total Non-operating Income (Expense), net		77,534		(3,725)		46,511

Income (Loss) before Income Tax		77,470		(3,904)		46,072
Income Tax Expense (Benefit)		—		—		—
Net Income (Loss)	$	77,470	$	(3,904)	$	46,072

Statements of Cash Flows


	Year Ended December 31,
	2021		2020		2019
Cash Flows from Operating Activities:
Net Cash Provided by Operating Activities	$	—	$	—	$	—

Cash Flows from Investing Activities:
Net Payments to Subsidiary		—		(28)		—
Net Cash Used in Investing Activities		—		(28)		—

Cash Flows from Financing Activities:
Cash Contributions from Stockholders		—		—		—
Net Payments from Subsidiary		—		—		7
Proceeds Received from Exercise of Apollo Warrants		—		21		—
Net Cash Provided by Financing Activities		—		21		7

Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash		—		(7)		7
Cash, Cash Equivalents and Restricted Cash--Beginning of the Period		—		7		—
Cash, Cash Equivalents and Restricted Cash--End of the Period	$	—	$	—	$	7

Basis of Presentation

These condensed Parent company-only financial statements are not general-purpose financial statements and should be read in conjunction with the consolidated financial statements. The Parent’s significant accounting policies are consistent with those described in the consolidated financial statements, except that all subsidiaries are accounted for as equity method investments.

SUBSEQUENT EVENTS

12 Months Ended

Dec. 31, 2021

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

19. SUBSEQUENT EVENTS

The Company evaluated subsequent events for the period from the Balance Sheet date through February 18, 2022, the date that the Consolidated Financial Statements were available to be issued.

Subsequent to December 31, 2021, the Company entered into letters of intent to acquire four additional 737-800 aircraft, at a total cost of approximately $75,000. The Company also committed to lease an aircraft for six years at approximately $2,000 per year. All five aircraft are expected to be delivered in 2022.

There is also an aircraft currently under an operating lease that the Company committed in 2022 to purchase when the lease expires in 2026.

QUARTERLY FINANCIAL DATA (UNAUDITED)

12 Months Ended

Dec. 31, 2021

QUARTERLY FINANCIAL DATA (UNAUDITED)

QUARTERLY FINANCIAL DATA (UNAUDITED)

20. QUARTERLY FINANCIAL DATA (UNAUDITED)

Quarterly results of operations for the years ended December 31, 2021 and 2020 are summarized below:


	First		Second		Third		Fourth
	Quarter		Quarter		Quarter		Quarter
2021
Operating Revenues	$	127,611	$	149,189	$	173,663	$	172,552
Operating Expenses		102,678		99,951		151,661		161,685
Operating Income		24,933		49,238		22,002		10,867
Net Income (Loss)	$	12,416	$	51,753	$	13,903	$	(602)

Earnings (Loss) Per Share:
Basic	$	0.26	$	0.91	$	0.24	$	(0.01)
Diluted	$	0.24	$	0.83	$	0.23	$	(0.01)

Shares Used for Computation:
Basic		48,496,077		57,156,159		57,355,104		57,712,097
Diluted		52,508,186		61,982,441		61,712,378		57,712,097

2020
Operating Revenues	$	180,330	$	35,376	$	77,973	$	107,807
Operating Expenses		165,100		37,610		69,156		112,235
Operating Income (Loss)		15,230		(2,234)		8,817		(4,428)
Net Income / (Loss)	$	7,251	$	(6,040)	$	2,927	$	(8,042)

Earnings (Loss) Per Share:
Basic	$	0.16	$	(0.13)	$	0.06	$	(0.17)
Diluted	$	0.15	$	(0.13)	$	0.06	$	(0.17)

Shares Used for Computation:
Basic		46,805,950		46,805,950		46,805,950		46,806,317
Diluted		48,225,603		46,805,950		48,350,943		46,806,317

The sum of the quarterly Earnings (Loss) Per Share amounts does not equal the annual amount reported since per share amounts are computed independently for each quarter and for the full year based on respective weighted-average shares of common stock outstanding and other dilutive potential common stock.

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

12 Months Ended

Dec. 31, 2021

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

Fiscal Year

The Company operates its fiscal year on a calendar year basis.

Use of Estimates

Management believes that all adjustments necessary for the fair presentation of results, consisting of normally recurring items, have been included in the Consolidated Financial Statements.

Revenue Recognition

Loyalty Program Accounting

Asset Impairment Analysis

Valuation of the TRA Liability

Goodwill and Other Intangible Assets

Lessor Maintenance Deposits

Inventory

Property & Equipment


Airframes		10-25 years (depending on age)
Engines – Core		7 or 12 years (based on remaining cycles)
Engines - Initial Greentime (time remaining until the first scheduled major maintenance event)		1^st scheduled maintenance event
Leasehold Improvements, Aircraft, other		3-25 years (or life of lease, if shorter)
Office and Ground Equipment		5-7 years
Computer Hardware and Software		3-5 years
Property and Equipment under Finance Leases		3-25 years (or life of lease, if shorter)
Rotable Parts		6-16 years (average remaining life of aircraft fleet)

Leases

Operating Lease Right-of-Use Asset and Liabilities

Finance Leases

Leased Aircraft Return Costs

Airframe and Engine Maintenance

Equity Incentive Plan

Co-branded Credit Card Program

Income Taxes

Concentration Risk

Concentration Risk

Approximately 54%, 57% and 58% of the Company’s fuel purchases were made from two vendors for the years ended December 31, 2021, 2020 and 2019, respectively.

Transport Workers Union (“TWU”). Approximately 52% of the Company’s union workforce are under contracts that have expired or will be expiring within a year.

The following table shows the Company’s airline employee groups represented by unions:


	Number of Active
	Employees		Date on which Collective
	Represented at		Bargaining Agreement
Employee Group	December 31, 2021	Union	Becomes Amendable
Sun Country Pilots	456	ALPA	December 31, 2026
Sun Country Flight Attendants	527	IBT	December 31, 2019
Sun Country Dispatchers	27	TWU	November 30, 2024

Recently Adopted And Issued Accounting Standards

Recently Adopted Accounting Standards

Recently Issued Accounting Standards

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

12 Months Ended

Dec. 31, 2021

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Schedule of estimated useful lives of property and equipment


Airframes		10-25 years (depending on age)
Engines – Core		7 or 12 years (based on remaining cycles)
Engines - Initial Greentime (time remaining until the first scheduled major maintenance event)		1^st scheduled maintenance event
Leasehold Improvements, Aircraft, other		3-25 years (or life of lease, if shorter)
Office and Ground Equipment		5-7 years
Computer Hardware and Software		3-5 years
Property and Equipment under Finance Leases		3-25 years (or life of lease, if shorter)
Rotable Parts		6-16 years (average remaining life of aircraft fleet)

Schedule of airline employee groups represented by unions


	Number of Active
	Employees		Date on which Collective
	Represented at		Bargaining Agreement
Employee Group	December 31, 2021	Union	Becomes Amendable
Sun Country Pilots	456	ALPA	December 31, 2026
Sun Country Flight Attendants	527	IBT	December 31, 2019
Sun Country Dispatchers	27	TWU	November 30, 2024

REVENUE (Tables)

12 Months Ended

Dec. 31, 2021

REVENUE

Schedule of significant categories comprising operating revenues


	Year Ended December 31,
	2021		2020		2019
Scheduled service	$	279,377	$	193,047	$	396,113
Charter service		127,331		98,130		174,562
Ancillary		117,237		68,055		118,158
Passenger		523,945		359,232		688,833
Cargo		91,428		36,809		—
Other		7,642		5,445		12,551
Total Operating Revenue	$	623,015	$	401,486	$	701,384

Schedule of operating revenue by geographic region


	Year Ended December 31,
	2021		2020		2019
Domestic	$	597,005	$	382,463	$	666,332
Latin America		24,646		18,515		33,716
Other		1,364		508		1,336
Total Operating Revenue	$	623,015	$	401,486	$	701,384

Summary of contract assets and liabilities


	December 31,
	2021		2020
Contract Assets
Costs to fulfill contract with Amazon	$	2,819	$	3,614

Air Traffic Liabilities		118,562		101,075
Loyalty Program Liabilities		19,718		22,069
Amazon Deferred Up-front Payment		4,200		5,240
Total Contract Liabilities	$	142,480	$	128,384

Schedule of change in contract with customer, liability


	2021		2020
Balance - January 1	$	22,069	$	22,892
Loyalty Points Earned		4,562		4,015
Loyalty Points Redeemed ⁽¹⁾		(6,913)		(4,838)
Balance - December 31	$	19,718	$	22,069

(1)

EARNINGS PER SHARE (Tables)

12 Months Ended

Dec. 31, 2021

EARNINGS PER SHARE

Summary of computation of basic and diluted earnings per share


	Year Ended December 31,
	2021		2020		2019
Net Income (Loss)	$	77,470	$	(3,904)	$	46,072

Denominator:
Weighted Average Common Shares Outstanding - Basic		55,182,811		46,806,042		46,773,038
Dilutive effect of Stock Options, RSUs and Warrants ⁽¹⁾		4,141,229		—		1,136,375
Weighted Average Common Shares Outstanding - Diluted		59,324,040		46,806,042		47,909,413

Basic earnings (loss) per share	$	1.40	$	(0.08)	$	0.99
Diluted earnings (loss) per share	$	1.31	$	(0.08)	$	0.96

(1)

AIRCRAFT (Tables)

12 Months Ended

Dec. 31, 2021

AIRCRAFT

Summary of aircraft fleet activity


	December 31, 2020	Additions	Removals	December 31, 2021
Passenger:
Owned	14	7	—	21
Finance leases	5	4	—	9
Operating leases	12	—	(6)	6
Sun Country Airlines' Fleet	31	11	(6)	36

Cargo Aircraft Operated for Amazon	12	—	—	12
Total Aircraft Operated	43	11	(6)	48


	December 31, 2019	Additions	Removals	December 31, 2020
Passenger:
Owned	5	9	—	14
Finance leases	10	—	(5)	5
Operating leases	14	—	(2)	12
Seasonal leases	2	—	(2)	—
Sun Country Airlines' Fleet	31	9	(9)	31

Cargo Aircraft Operated for Amazon	—	12	—	12
Total Aircraft Operated	31	21	(9)	43

Schedule of depreciation, amortization, and rent expense on aircraft


		Year Ended December 31,
Aircraft Status	Expense Type	2021		2020		2019
Owned	Depreciation	$	33,799	$	25,294	$	12,900
Finance Leased	Amortization		11,507		13,253		12,069
Operating Leased	Aircraft Rent ⁽¹⁾		17,653		30,989		49,908
		$	62,959	$	69,536	$	74,877

(1)	Aircraft Rent expense includes credits for the amortization of over-market liabilities established at the Acquisition Date (see Note 9).

GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)

12 Months Ended

Dec. 31, 2021

GOODWILL AND OTHER INTANGIBLE ASSETS

Schedule of goodwill and other intangible assets


	December 31, 2021
	Gross Carrying		Accumulated		Net Carrying
	Amount		Amortization		Value
Goodwill	$	222,223	$	—	$	222,223
Intangible Assets with Finite Lives:
Customer Relationships		48,000		(14,890)		33,110
Intangible Assets with Indefinite Lives:
Tradename		56,000		—		56,000
Total Other Intangible Assets		104,000		(14,890)		89,110
Total Goodwill and Other Intangible Assets	$	326,223	$	(14,890)	$	311,333


	December 31, 2020
	Gross Carrying		Accumulated		Net Carrying
	Amount		Amortization		Value
Goodwill	$	222,223	$	—	$	222,223
Intangible Assets with Finite Lives:
Customer Relationships		48,000		(10,890)		37,110
Intangible Assets with Indefinite Lives:
Tradename		56,000		—		56,000
Total Other Intangible Assets		104,000		(10,890)		93,110
Total Goodwill and Other Intangible Assets	$	326,223	$	(10,890)	$	315,333

DEBT (Tables)

12 Months Ended

Dec. 31, 2021

DEBT

Summary of long term debt


	December 31,
	2021		2020
Notes payable under the Company's 2019-1 EETC agreement dated December 2019, with original loan amounts of $248,587 payable in bi-annual installments, in June and December, through December 2027. These notes bear interest at an annual rate of between 4.13% and 6.95% and the weighted average interest rate is 4.76% as of December 31, 2021.	$	202,984	$	227,347
Delayed Draw Term Loan Facility (see terms and conditions above)		77,481		—
U. S. Department of the Treasury CARES Act Loan (see terms and conditions above)		—		45,419
Notes payable to Wilmington Trust Company. Notes bore interest at an annual rate of 8.45% and were scheduled to mature Nov. 2023 to Feb. 2024. In April 2021, these notes were repaid.		—		12,506
Other Notes payable. These notes bear interest at an annual rate of approximately 5.0% and mature March 2029.		466		529
Total Debt		280,931		285,801
Less: Unamortized debt issuance costs		(3,505)		(3,338)
Less: Current Maturities of Long-term Debt		(29,412)		(26,118)
Total Long-term Debt	$	248,014	$	256,345

Schedule of future maturities of the outstanding debt


	Debt Principal		Amortization of Debt
December 31	Payments		Issuance Costs		Net Debt
2022	$	30,367	$	(955)	$	29,412
2023		42,358		(882)		41,476
2024		44,000		(758)		43,242
2025		49,087		(643)		48,444
2026		84,281		(199)		84,082
Thereafter		30,838		(68)		30,770
Total	$	280,931	$	(3,505)	$	277,426

Schedule of debt measured at fair value


	December 31, 2021		December 31, 2020
Carrying Amount	$	280,931	$	285,801
Fair Value	$	272,004	$	279,119

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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+ Details

LEASES (Tables)

12 Months Ended

Dec. 31, 2021

LEASES

Summary of lease-related assets and liabilities

The following table summarizes the lease-related assets and liabilities recorded on the Company’s Consolidated Balance Sheets:


		December 31,
	Classification	2021		2020
Assets
Finance lease assets, net	Property and Equipment, net	$	181,097	$	104,815
Operating lease assets	Operating Lease Right-of-use Assets		61,658		121,269
Total lease assets		$	242,755	$	226,084
Liabilities
Current:
Finance lease liabilities	Short-term Finance Lease Obligations	$	11,705	$	11,460
Operating lease liabilities	Short-term Operating Lease Obligations		17,231		34,492
Long-term:
Finance lease liabilities	Long-term Finance Lease Obligations		180,450		95,710
Operating lease liabilities	Long-term Operating Lease Obligations		58,810		112,707
Total lease liabilities		$	268,196	$	254,369

Summary of obligations under finance leases

The following table provides details of the Company’s obligations under Finance and Operating Leases as of December 31, 2021:


	Finance		Operating Leases
Year Ending December 31	Leases		Aircraft		Real Estate		Other		Total
2022	$	23,052	$	18,221	$	1,962	$	358	$	20,541
2023		25,492		18,418		1,466		358		20,242
2024		35,209		15,492		1,466		—		16,958
2025		37,444		9,400		1,466		—		10,866
2026		18,790		8,222		1,466		—		9,688
Thereafter		110,666		—		3,605		—		3,605
Total Minimum Lease Payments		250,654		69,753		11,431		716		81,900
Less: Amount Representing Interest		(58,499)		(8,054)		(2,073)		(39)		(10,166)
Present Value of Minimum Lease Payments		192,155		61,699		9,358		677		71,734
Plus: Tennant Improvements		—		—		4,307		—		4,307
Less: Short-term Obligations		(11,705)		(14,930)		(1,972)		(329)		(17,231)
Long-term Lease Obligations	$	180,450	$	46,769	$	11,693	$	348	$	58,810

Summary of obligations under operating leases


	Finance		Operating Leases
Year Ending December 31	Leases		Aircraft		Real Estate		Other		Total
2022	$	23,052	$	18,221	$	1,962	$	358	$	20,541
2023		25,492		18,418		1,466		358		20,242
2024		35,209		15,492		1,466		—		16,958
2025		37,444		9,400		1,466		—		10,866
2026		18,790		8,222		1,466		—		9,688
Thereafter		110,666		—		3,605		—		3,605
Total Minimum Lease Payments		250,654		69,753		11,431		716		81,900
Less: Amount Representing Interest		(58,499)		(8,054)		(2,073)		(39)		(10,166)
Present Value of Minimum Lease Payments		192,155		61,699		9,358		677		71,734
Plus: Tennant Improvements		—		—		4,307		—		4,307
Less: Short-term Obligations		(11,705)		(14,930)		(1,972)		(329)		(17,231)
Long-term Lease Obligations	$	180,450	$	46,769	$	11,693	$	348	$	58,810

Summary of lease costs related to the Finance and Operating Leases

The following table presents lease costs related to the Company’s Finance and Operating Leases:


		Year Ended December 31,
	Classification	2021		2020		2019
Finance lease cost
Amortization of leased assets	Depreciation and Amortization	$	12,536	$	11,948	$	13,104
Interest on lease liabilities	Interest Expense		8,021		8,659		10,741

Operating lease cost
Included in ROU asset - Aircraft	Aircraft Rent ⁽¹⁾		18,608		30,717		40,043
Included in ROU asset - Real Estate & Other	Ground Handling, Landing Fees and Airport Rent & Other Operating		3,976		4,872		5,415
Short-term	Aircraft Rent		277		1,813		5,345
Variable - Aircraft	Aircraft Rent ⁽¹⁾		(1,232)		(1,541)		4,520
Variable - Other	Landing Fees & Airport Rentals		1,210		1,049		1,345
Total Lease cost		$	43,396	$	57,517	$	80,513

(1)	The years ended December 31, 2021, 2020 and 2019, include credits of $7,609, $14,110 and $20,386, respectively, for the amortization of Over-market Liabilities established at the Acquisition Date related to lease rates and maintenance reserves.

Summary of supplemental cash flow information related to leases

The following table presents Supplemental cash flow information related to leases, included in the Consolidated Statements of Cash Flows:


	Year Ended December 31,
	2021		2020		2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating Cash Flows for Operating Leases	$	29,360	$	34,576	$	50,081
Operating Cash Flows for Finance Leases	$	8,021	$	8,659	$	10,741
Financing Cash Flows for Finance Leases	$	11,931	$	89,697	$	8,258

Summary of lease-related terms and discount rates

The table below presents lease-related terms and discount rates related to the Company’s Finance and Operating Leases:


	Year Ended December 31,
	2021		2020		2019
Weighted-average remaining lease term
Operating Leases	4.6 years		4.8 years		5.7 years
Finance Leases	7.2 years		8.6 years		6.4 years

Weighted-average discount rates
Operating Leases	6.0	%	6.0	%	6.0	%
Finance Leases	6.1	%	6.1	%	5.8	%

STOCK-BASED COMPENSATION (Tables)

12 Months Ended

Dec. 31, 2021

STOCK-BASED COMPENSATION

Summary of stock option activity

A summary of stock option activity:


	Time-Based Stock Options
		Weighted				Weighted
		average		Weighted		average
		exercise		average		remaining
	Number of	price per		grant date		contractual
	shares	share		fair value		term (years)
Outstanding as of December 31, 2018	2,243,588	$	5.30	$	2.39	9.8
Granted	472,253	$	7.93	$	3.14
Forfeited	(434,533)	$	5.30	$	2.39
Outstanding as of December 31, 2019	2,281,308	$	5.84	$	2.54	9.0
Granted	221,941	$	17.99	$	7.02
Forfeited	(173,788)	$	14.65	$	5.70
Outstanding as of December 31, 2020	2,329,461	$	6.36	$	2.74	7.6
Granted	62,080	$	33.10	$	13.47
Forfeited	(18,613)	$	11.75	$	5.15
Exercised	(718,985)	$	5.89	$	2.56
Outstanding as of December 31, 2021	1,653,943	$	7.57	$	3.22	7.2
Exercisable as of December 31, 2021	881,742	$	5.93	$	2.61
Vested or expected to vest, December 31, 2021	1,653,943	$	7.57	$	3.22


	Performance-Based Stock Options
		Weighted				Weighted
		average		Weighted		average
		exercise		average		remaining
	Number of	price per		grant date		contractual
	shares	share		fair value		term (years)
Outstanding as of December 31, 2018	3,583,923	$	5.30	$	1.50	9.8
Granted	746,836	$	7.96	$	2.01
Forfeited	(827,812)	$	5.30	$	1.50
Outstanding as of December 31, 2019	3,502,947	$	5.86	$	1.61	9.0
Granted	346,984	$	17.99	$	4.36
Forfeited	(272,679)	$	14.65	$	3.59
Outstanding as of December 31, 2020	3,577,252	$	6.38	$	1.72	7.6
Granted	99,167	$	33.10	$	10.08
Forfeited	(39,648)	$	6.89	$	1.67
Outstanding as of December 31, 2021	3,636,771	$	7.10	$	1.53	7.2
Exercisable as of December 31, 2021	—	$	—	$	—
Vested or expected to vest, December 31, 2021 ⁽¹⁾	2,727,578	$	7.10	$	1.53

(1)

Schedule of stock options valuation assumptions

The fair value of the time-based stock options granted was estimated using the Black-Scholes option-pricing model with the following weighted-average assumptions used for grants:


	2021		2020		2019
Expected Term	5.11 years		5.59 years		5.67 years
Expected Volatility	34.0	%	38.8	%	33.9	%
Risk-free Interest Rate	1.2	%	1.7	%	1.7	%
Expected Dividend Yield	—		—		—

FUEL DERIVATIVES AND RISK MANAGEMENT (Tables)

12 Months Ended

Dec. 31, 2021

FUEL DERIVATIVES AND RISK MANAGEMENT

Schedule of changes in derivative assets (liabilities)


	Year Ended December 31,
	2021		2020
Balance - January 1	$	(1,174)	$	2,233
Non-cash Gains (Losses)		3,527		(12,206)
Contract Settlements		(2,353)		8,799
Balance - December 31	$	—	$	(1,174)

Schedule of fuel derivative gains (losses)


	Year Ended December 31,
	2021		2020		2019
Non-cash Gains (Losses)	$	3,527	$	(12,206)	$	10,791
Cash Premiums Paid		—		(2,053)		(665)
Total Fuel Derivative Gains (Losses)	$	3,527	$	(14,259)	$	10,126

FAIR VALUE MEASUREMENTS (Tables)

12 Months Ended

Dec. 31, 2021

FAIR VALUE MEASUREMENTS

Summary of assets and liabilities measured at fair value on a recurring basis


	December 31, 2020
	Level 1		Level 2		Level 3		Total
Liabilities
Fuel Derivative Contracts	$	—	$	1,174	$	—	$	1,174
Total Liabilities measured at fair value on a recurring basis	$	—	$	1,174	$	—	$	1,174

- Definition

Tabular disclosure of financial instruments measured at fair value, including those classified in shareholders' equity measured on a recurring or nonrecurring basis. Disclosures include, but are not limited to, fair value measurements recorded and the reasons for the measurements, level within the fair value hierarchy in which the fair value measurements are categorized and transfers between levels 1 and 2. Nonrecurring fair value measurements are those that are required or permitted in the statement of financial position in particular circumstances.

+ References + Details

INCOME TAXES (Table)

12 Months Ended

Dec. 31, 2021

INCOME TAXES

Summary of the significant components of the provision for income taxes from continuing operations


	Year Ended December 31,
	2021		2020		2019
Current:
Federal	$	—	$	—	$	—
State and Local		135		10		66
Total Current Tax Expense		135		10		66


Deferred:
Federal		15,818		(597)		12,509
State and Local		2,000		(191)		1,513
Total Deferred Tax Expense (Benefit)		17,818		(788)		14,022
Total Income Tax Expense (Benefit)	$	17,953	$	(778)	$	14,088

Summary of difference of income tax provision from that computed at the federal statutory corporate tax rate


	Year Ended December 31,
	2021			2020			2019
Expected Provision at Federal Statutory Tax Rate		21.0	%		21.0	%		21.0	%
State Tax, net of Federal Impact		1.8	%		3.1	%		2.1	%
Stock Option benefit		(3.8)	%		0.0	%		0.0	%
Tax receivable agreement		(3.6)	%		0.0	%		0.0	%
Executive Compensation Limitation		3.2	%		0.0	%		0.0	%
Employee Parking		0.2	%		(3.3)	%		0.2	%
Meals and Entertainment		0.0	%		(2.2)	%		0.2	%
Other Permanent Adjustments		0.0	%		(2.0)	%		0.0	%
Effective Tax Rate		18.8	%		16.6	%		23.5	%

Summary of the significant components of the deferred taxes


	December 31,
	2021		2020
Deferred Tax Assets:
Net Operating Loss	$	77,920	$	75,389
Operating Lease Obligations		16,544		32,942
Finance Lease Obligations		40,178		20,095
Goodwill and Other Intangible Assets		9,699		12,586
Loyalty Program Liabilities		4,407		4,911
Accrued Maintenance		718		4,434
Other		5,105		4,318
Total Deferred Tax Assets		154,571		154,675

Deferred Tax Liabilities:
Accelerated Depreciation		(80,001)		(67,105)
Operating Lease Right-of-use Assets		(14,181)		(27,892)
Finance Lease Assets		(41,652)		(23,462)
Total Deferred Tax Liabilities		(135,834)		(118,459)
Total Net Deferred Tax Assets	$	18,737	$	36,216

DEFINED CONTRIBUTION 401K (Tables)

12 Months Ended

Dec. 31, 2021

DEFINED CONTRIBUTION 401K

Schedule of 401(k) contributions


	Year Ended December 31,
	2021		2020		2019
Non-Discretionary	$	1,187	$	1,040	$	908
Discretionary		5,220		4,263		4,246
Total 401(k) Contributions	$	6,407	$	5,303	$	5,154

SPECIAL ITEMS, NET (Tables)

12 Months Ended

Dec. 31, 2021

SPECIAL ITEMS, NET

Schedule of special items, net


	Year Ended December 31,
	2021		2020		2019
CARES Act grant recognition (see Note 3)	$	(71,587)	$	(62,312)	$	—
CARES Act employee retention credit (see Note 3)		(848)		(2,328)		—
Aircraft lease buy-out expense ⁽¹⁾		6,963		—		—
Contractual obligations for retired technology ⁽²⁾		—		—		7,578
Sale of airport slot rights ⁽³⁾		—		—		(1,200)
Other ⁽⁴⁾		16		77		714
Total Special Items, net	$	(65,456)	$	(64,563)	$	7,092

(1)

(2)	Represents contractual obligations for retired technology. In connection with implementing Sun Country’s updated reservations systems, the Company incurred obligations under the contracts for existing systems that were being phased out ahead of their scheduled contract terms.

(3)	Represents proceeds from the sale of unused airport slot rights. Sun Country does not hold any other remaining airport slot rights; therefore, this gain does not reflect the Company’s continuing operations.

(4)	The 2021 and 2020 costs were related to relocation of flight attendant bases due to the closure of the Portland and Las Vegas bases, and the 2019 costs were related to exiting the Company’s prior headquarters building.

OPERATING SEGMENTS (Tables)

12 Months Ended

Dec. 31, 2021

OPERATING SEGMENTS

Summary of financial information for the operating segments


	Year Ended December 31, 2021						Year Ended December 31, 2020
	Passenger		Cargo		Consolidated		Passenger		Cargo ⁽¹⁾		Consolidated
Operating Revenues	$	531,587	$	91,428	$	623,015	$	364,677	$	36,809	$	401,486
Non-Fuel Operating Expenses		383,524		68,797		452,321		332,742		32,530		365,272
Aircraft Fuel		128,863		247		129,110		83,392		—		83,392
Special Items, net		(47,056)		(18,400)		(65,456)		(53,842)		(10,721)		(64,563)
Total Operating Expenses		465,331		50,644		515,975		362,292		21,809		384,101
Operating Income	$	66,256	$	40,784		107,040	$	2,385	$	15,000		17,385
Interest Income						85						377
Interest Expense						(26,326)						(22,073)
Other, net						14,624						(371)
Income (Loss) before Income Tax					$	95,423					$	(4,682)

(1)	As air cargo operations commenced in May 2020, there are limited Cargo amounts included in the year ended December 31, 2020.

PARENT COMPANY FINANCIAL STATEMENTS (Tables)

12 Months Ended

Dec. 31, 2021

PARENT COMPANY FINANCIAL STATEMENTS

Schedule of condensed financial statements

Balance Sheets


	December 31,
	2021		2020
ASSETS

Current Assets:
Cash and Cash Equivalents	$	—	$	—
Total Current Assets		—		—

Other Assets:
Investment in Subsidiary		602,561		282,569
Other Assets		—		1,429
Total Other Assets		602,561		283,998
Total Assets	$	602,561	$	283,998


	December 31,
	2021		2020
LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
Accounts Payable	$	(1)	$	—
Other Current Liabilities		57		181
Total Current Liabilities		56		181

Other Long-term Liabilities		494		—
Total Liabilities		550		181

Stockholders' Equity:
Common Stock		579		468
Loans to Stockholders		—		(3,500)
Additional Paid In Capital		485,638		248,525
Retained Earnings		115,794		38,324
Total Stockholders' Equity		602,011		283,817
Total Liabilities and Stockholders' Equity	$	602,561	$	283,998

Statements of Operations


	Year Ended December 31,
	2021		2020		2019
Operating Expenses:
Other Operating, net	$	64	$	179	$	439
Total Operating Expenses		64		179		439
Operating Income (Loss)		(64)		(179)		(439)

Non-operating Income (Expense):
Equity in Income (Loss) of Subsidiaries		77,534		(3,725)		46,283
Other, net		—		—		228
Total Non-operating Income (Expense), net		77,534		(3,725)		46,511

Income (Loss) before Income Tax		77,470		(3,904)		46,072
Income Tax Expense (Benefit)		—		—		—
Net Income (Loss)	$	77,470	$	(3,904)	$	46,072

Statements of Cash Flows


	Year Ended December 31,
	2021		2020		2019
Cash Flows from Operating Activities:
Net Cash Provided by Operating Activities	$	—	$	—	$	—

Cash Flows from Investing Activities:
Net Payments to Subsidiary		—		(28)		—
Net Cash Used in Investing Activities		—		(28)		—

Cash Flows from Financing Activities:
Cash Contributions from Stockholders		—		—		—
Net Payments from Subsidiary		—		—		7
Proceeds Received from Exercise of Apollo Warrants		—		21		—
Net Cash Provided by Financing Activities		—		21		7

Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash		—		(7)		7
Cash, Cash Equivalents and Restricted Cash--Beginning of the Period		—		7		—
Cash, Cash Equivalents and Restricted Cash--End of the Period	$	—	$	—	$	7

QUARTERLY FINANCIAL DATA (UNAUDITED) (Tables)

12 Months Ended

Dec. 31, 2021

QUARTERLY FINANCIAL DATA (UNAUDITED)

Schedule of quarterly financial data

Quarterly results of operations for the years ended December 31, 2021 and 2020 are summarized below:


	First		Second		Third		Fourth
	Quarter		Quarter		Quarter		Quarter
2021
Operating Revenues	$	127,611	$	149,189	$	173,663	$	172,552
Operating Expenses		102,678		99,951		151,661		161,685
Operating Income		24,933		49,238		22,002		10,867
Net Income (Loss)	$	12,416	$	51,753	$	13,903	$	(602)

Earnings (Loss) Per Share:
Basic	$	0.26	$	0.91	$	0.24	$	(0.01)
Diluted	$	0.24	$	0.83	$	0.23	$	(0.01)

Shares Used for Computation:
Basic		48,496,077		57,156,159		57,355,104		57,712,097
Diluted		52,508,186		61,982,441		61,712,378		57,712,097

2020
Operating Revenues	$	180,330	$	35,376	$	77,973	$	107,807
Operating Expenses		165,100		37,610		69,156		112,235
Operating Income (Loss)		15,230		(2,234)		8,817		(4,428)
Net Income / (Loss)	$	7,251	$	(6,040)	$	2,927	$	(8,042)

Earnings (Loss) Per Share:
Basic	$	0.16	$	(0.13)	$	0.06	$	(0.17)
Diluted	$	0.15	$	(0.13)	$	0.06	$	(0.17)

Shares Used for Computation:
Basic		46,805,950		46,805,950		46,805,950		46,806,317
Diluted		48,225,603		46,805,950		48,350,943		46,806,317

COMPANY BACKGROUND (Details) $ / shares in Units, $ in Thousands					1 Months Ended	12 Months Ended
	Jun. 30, 2020 aircraft	Jun. 29, 2020 aircraft	Dec. 13, 2019 item	Apr. 11, 2018 $ / shares shares	Dec. 31, 2019 USD ($) $ / shares shares	Dec. 31, 2021 aircraft $ / shares shares	Dec. 31, 2020 aircraft $ / shares shares	Mar. 31, 2021 $ / shares	Jan. 30, 2020 $ / shares
Additions \| aircraft						11	21
Exercise price (in dollars per share) \| $ / shares									$ 0.0005
Common stock-par value (in dollars per share) \| $ / shares						$ 0.01	$ 0.01	$ 0.01
Warrants issued (in shares)					8,850,423	7,838,946	8,597,554
Amazon Agreement
Term of agreement			6 years
Number of extension option \| item			2
Term of agreement			2 years
Threshold term of agreement			10 years
Number of aircrafts operated \| aircraft	12	10
Warrants issued					9,482,606
Exercise price (in dollars per share) \| $ / shares					$ 15.17
Warrants vested					632,183	252,869	758,608
Number of warrants that vest on achievement of each milestone					63,217
Milestone achievement for warrants to vest \| $					$ 8,000
Cumulative warrants vested						1,643,660
Apollo Global Management, Inc. and its Subsidiaries
Exercise price (in dollars per share) \| $ / shares				$ 0.0005
Common stock-par value (in dollars per share) \| $ / shares				$ 0
Equity interest issued or Issuable, number of shares				5,326,755
Warrants issued (in shares)				40,005,885

COMPANY BACKGROUND - Equity Transactions (Details) $ / shares in Units, $ in Thousands			1 Months Ended	12 Months Ended
	Jan. 31, 2020 shares	Apr. 11, 2018 USD ($) stockholder $ / shares shares	May 31, 2021 shares	Dec. 31, 2019 shares	Dec. 31, 2021 $ / shares shares	Mar. 31, 2021 $ / shares	Dec. 31, 2020 $ / shares shares	Jan. 30, 2020 $ / shares
Warrants issued (in shares)				8,850,423	7,838,946		8,597,554
Common stock-par value (in dollars per share) \| $ / shares					$ 0.01	$ 0.01	$ 0.01
Exercise price (in dollars per share) \| $ / shares								$ 0.0005
Shares issued			7,250,000
Apollo Global Management, Inc. and its Subsidiaries
Equity interest issued or Issuable, number of shares		5,326,755
Warrants issued (in shares)		40,005,885
Common stock-par value (in dollars per share) \| $ / shares		$ 0
Exercise price (in dollars per share) \| $ / shares		$ 0.0005
Warrants exercised	40,005,885
Shares issued		1,416,645		56,665
Number of stockholders \| stockholder		2
Notes Issued \| $		$ 3,500

COMPANY BACKGROUND- Stock split (Details)	1 Months Ended
COMPANY BACKGROUND- Stock split (Details)	Mar. 31, 2021 $ / shares shares	Dec. 31, 2021 $ / shares	Dec. 31, 2020 $ / shares
COMPANY BACKGROUND
Stock split ratio	18.8886
Common stock-par value (in dollars per share) \| $ / shares	$ 0.01	$ 0.01	$ 0.01
Share issued as a result of stock split \| shares	44,226,587

COMPANY BACKGROUND - Initial Public Offering (Details) - USD ($) $ / shares in Units, $ in Thousands				1 Months Ended			12 Months Ended
	Mar. 19, 2021	Mar. 17, 2021	Mar. 16, 2021	Nov. 30, 2021	Oct. 31, 2021	May 31, 2021	Dec. 31, 2021
Shares issued						7,250,000
Share price						$ 34.50
Offering expenses							$ 8,384
Jude Bricker, the Chief Executive Officer
Shares issued					8,500,000
Share price					$ 32.50
IPO
Shares issued	10,454,545		9,090,909			8,337,500
Share price			$ 24.00
Offering expenses					$ 1,123	$ 640
Proceeds from issuance of common stock	$ 225,329
Underwriters option
Shares issued		1,363,636		435,291	1,275,000	1,087,500
Private placement
Share price							$ 24.00
Private placement \| P A R Investment Partners, L.P
Shares issued							2,216,312
Aggregate purchase price							$ 50,000
Share price percentage of I P O share price							94.00%
Private placement \| Certain funds or accounts managed by an investment adviser subsidiary of Blackrock, Inc
Shares issued							2,216,308
Aggregate purchase price							$ 50,000
Share price percentage of I P O share price							94.00%

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Mar. 31, 2021
Stockholders' Equity
Common stock-par value (in dollars per share)	$ 0.01	$ 0.01		$ 0.01
Reclassification in common stock value	$ 238,694	$ 239,073	$ 239,073
Common stock-shares issued	57,872,452	46,839,659
Warrants issued (in shares)	7,838,946	8,597,554	8,850,423

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property and Equipment (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2021 USD ($)
PROPERTY & EQUIPMENT
Impairment of its long-lived assets	$ 0
Airframes \| Minimum
PROPERTY & EQUIPMENT
Estimated useful life	10 years
Airframes \| Maximum
PROPERTY & EQUIPMENT
Estimated useful life	25 years
Engines - Core \| Minimum
PROPERTY & EQUIPMENT
Estimated useful life	7 years
Engines - Core \| Maximum
PROPERTY & EQUIPMENT
Estimated useful life	12 years
Leasehold Improvements, Aircraft, other \| Minimum
PROPERTY & EQUIPMENT
Estimated useful life	3 years
Leasehold Improvements, Aircraft, other \| Maximum
PROPERTY & EQUIPMENT
Estimated useful life	25 years
Office and Ground Equipment \| Minimum
PROPERTY & EQUIPMENT
Estimated useful life	5 years
Office and Ground Equipment \| Maximum
PROPERTY & EQUIPMENT
Estimated useful life	7 years
Computer Hardware and Software \| Minimum
PROPERTY & EQUIPMENT
Estimated useful life	3 years
Computer Hardware and Software \| Maximum
PROPERTY & EQUIPMENT
Estimated useful life	5 years
Finance Lease Assets \| Minimum
PROPERTY & EQUIPMENT
Estimated useful life	3 years
Finance Lease Assets \| Maximum
PROPERTY & EQUIPMENT
Estimated useful life	25 years
Rotable Parts \| Minimum
PROPERTY & EQUIPMENT
Estimated useful life	6 years
Rotable Parts \| Maximum
PROPERTY & EQUIPMENT
Estimated useful life	16 years

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Goodwill and Other Intangible Assets (Details)	12 Months Ended
	Dec. 31, 2021 item
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Number of reporting units	2

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accounts Receivable (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Accounts Receivable
Accounts Receivable	$ 30,156	$ 28,690
Amazon
Accounts Receivable
Accounts Receivable	2,163	2,178
Accounts receivable write offs	$ 17	$ 982	$ 343

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Inventory (Details)	Dec. 31, 2021
Parts Related to Flight Equipment
PROPERTY & EQUIPMENT
Estimated residual value (as a percent)	10.00%

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition (Details)	Dec. 31, 2021 item
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Performance obligations	3

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Concentration Risk (Details) - item	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Concentration Risk
Number of unions	3
Accounts Receivable \| Customer Concentration Risk \| Amazon
Concentration Risk
Percentage of concentration risk	56.00%	41.00%
Accounts Receivable \| Customer Concentration Risk \| One Financial Institution
Concentration Risk
Percentage of concentration risk	8.00%	5.00%
Number of Financial Institutions	1
Fuel Purchases \| Supplier Concentration Risk \| Two Vendors
Concentration Risk
Percentage of concentration risk	54.00%	57.00%	58.00%
Number Of Vendors	2
Workforce Under Union Contracts \| Unionized Employees Concentration Risk
Concentration Risk
Percentage of concentration risk	46.00%
Workforce Under Union Contracts with Expiring Contracts \| Unionized Employees Concentration Risk
Concentration Risk
Percentage of concentration risk	52.00%

IMPACT OF THE COVID19 PANDEMIC (Details) - USD ($) $ in Thousands		12 Months Ended
	Oct. 26, 2020	Dec. 31, 2021	Dec. 31, 2020
IMPACT OF THE COVID19 PANDEMIC
Grants recognized		$ 71,587	$ 62,312
U. S. Department of the Treasury CARES Act Loan
IMPACT OF THE COVID19 PANDEMIC
Loan received	$ 45,000
PSP2
IMPACT OF THE COVID19 PANDEMIC
Grants recognized		$ 71,587	$ 62,312

IMPACT OF THE COVID19 PANDEMIC - CARES Employee Retention Credit (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
IMPACT OF THE COVID19 PANDEMIC
CARES Act employee retention credit	$ 848	$ 2,328

REVENUE - Disaggregation of Operating Revenue (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
REVENUE
Operating Revenues	$ 172,552	$ 173,663	$ 149,189	$ 127,611	$ 107,807	$ 77,973	$ 35,376	$ 180,330	$ 623,015	$ 401,486	$ 701,384
Domestic
REVENUE
Operating Revenues									597,005	382,463	666,332
Latin America
REVENUE
Operating Revenues									24,646	18,515	33,716
Other Countries
REVENUE
Operating Revenues									1,364	508	1,336
Passenger
REVENUE
Operating Revenues									523,945	359,232	688,833
Scheduled service
REVENUE
Operating Revenues									279,377	193,047	396,113
Charter service
REVENUE
Operating Revenues									127,331	98,130	174,562
Ancillary
REVENUE
Operating Revenues									117,237	68,055	118,158
Cargo
REVENUE
Operating Revenues									91,428	36,809
Other
REVENUE
Operating Revenues									$ 7,642	$ 5,445	$ 12,551

REVENUE - Contract Balances (Details) $ in Thousands	12 Months Ended
REVENUE - Contract Balances (Details) $ in Thousands	Dec. 31, 2021 USD ($) aircraft	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)
REVENUE
Maintenance expense	$ 40,095	$ 27,416	$ 35,286
Total Contract Liabilities	142,480	128,384
Air Traffic Liabilities
REVENUE
Total Contract Liabilities	$ 118,562	101,075
Threshold period in which tickets can be booked in advance	12 months
Loyalty Program Liabilities
REVENUE
Total Contract Liabilities	$ 19,718	22,069	$ 22,892
Revenue recognized	6,913	4,838
Amazon Deferred Up-front Payment
REVENUE
Total Contract Liabilities	$ 4,200	5,240
Costs to fulfill contract with Amazon
REVENUE
Number of cargo aircraft \| aircraft	12
Deferred up-front costs amortization period	6 years
Maintenance expense	$ 691	271
Contract Assets	2,819	$ 3,614
Passenger \| Air Traffic Liabilities
REVENUE
Revenue recognized	$ 95,982

REVENUE (Details) - Amazon Deferred Up-front Payment - USD ($) shares in Thousands, $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
REVENUE
Proceeds from startup costs	$ 10,300
Warrants vested				632,183
Fair value of warrants vested	$ 4,667			$ 4,667
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-12-01
REVENUE
Amortization period	6 years			6 years
Other Liabilities
REVENUE
Remaining start up costs	$ 5,633			$ 5,633
Cargo
REVENUE
Revenue recognized		$ 1,040	$ 393

REVENUE - Loyalty Program (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Changes in the Loyalty Program Liabilities
Balance - January 1	$ 128,384
Balance - December 31	142,480	$ 128,384
Loyalty Program Liabilities
Changes in the Loyalty Program Liabilities
Balance - January 1	22,069	22,892
Loyalty Points Earned	4,562	4,015
Loyalty Points Redeemed	(6,913)	(4,838)
Balance - December 31	$ 19,718	$ 22,069

EARNINGS PER SHARE - Computation of basic and diluted earnings (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Numerator:
Net Income (Loss)	$ (602)	$ 13,903	$ 51,753	$ 12,416	$ (8,042)	$ 2,927	$ (6,040)	$ 7,251	$ 77,470	$ (3,904)	$ 46,072
Denominator:
Weighted Average Common Shares Outstanding - Basic	57,712,097	57,355,104	57,156,159	48,496,077	46,806,317	46,805,950	46,805,950	46,805,950	55,182,811	46,806,042	46,773,038
Dilutive effect of Stock Options and Warrants (1)									4,141,229		1,136,375
Diluted	57,712,097	61,712,378	61,982,441	52,508,186	46,806,317	48,350,943	46,805,950	48,225,603	59,324,040	46,806,042	47,909,413
Basic	$ (0.01)	$ 0.24	$ 0.91	$ 0.26	$ (0.17)	$ 0.06	$ (0.13)	$ 0.16	$ 1.40	$ (0.08)	$ 0.99
Diluted	$ (0.01)	$ 0.23	$ 0.83	$ 0.24	$ (0.17)	$ 0.06	$ (0.13)	$ 0.15	$ 1.31	$ (0.08)	$ 0.96

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 1
-Subparagraph (e)(4)
-URI http://asc.fasb.org/extlink&oid=123482062&loc=SL123482106-238011

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 3
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+ Details

EARNINGS PER SHARE (Details) - $ / shares		12 Months Ended
EARNINGS PER SHARE (Details) - $ / shares	Jan. 30, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Warrants held	40,005,885
Exercise price (in dollars per share)	$ 0.0005
Unvested Amazon warrants excluded from dilutive shares		7,838,946	8,597,554	8,850,423
Performance-based stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Outstanding shares		3,636,771	3,577,252	3,502,925
Percentage Of Stock Options Expected To Meet Performance Conditions		75.00%

AIRCRAFT - Aircraft fleet (Details) $ in Thousands	1 Months Ended	12 Months Ended
AIRCRAFT - Aircraft fleet (Details) $ in Thousands	Jan. 31, 2020 aircraft	Dec. 31, 2021 USD ($) aircraft	Dec. 31, 2020 USD ($) aircraft	Dec. 31, 2019 USD ($) aircraft
AIRCRAFT - Owned and Leased
Balance at beginning of period	31	43	31
Additions		11	21
Removals		(6)	(9)
Balance at end of period		48	43	31
Number of aircrafts previously under operating leases		6
Number of aircrafts in power by hour period		3
Owned
AIRCRAFT - Owned and Leased
Depreciation expense \| $		$ 33,799	$ 25,294	$ 12,900
Finance leases
AIRCRAFT - Owned and Leased
Amortization \| $		$ 11,507	$ 13,253	$ 12,069
Passenger.
AIRCRAFT - Owned and Leased
Balance at beginning of period	31	31	31
Additions		11	9
Removals		(6)	(9)
Balance at end of period		36	31	31
Number of aircrafts previously under operating leases		6
Number of new aircrafts purchased		2
Number of aircrafts refinanced	3
Passenger. \| Owned
AIRCRAFT - Owned and Leased
Balance at beginning of period	5	14	5
Additions	9	7	9
Balance at end of period		21	14	5
Number of aircrafts previously under operating leases		2
Number of aircrafts previously under finance leases		4	5
Passenger. \| Finance leases
AIRCRAFT - Owned and Leased
Balance at beginning of period	10	5	10
Additions		4
Removals			(5)
Balance at end of period		9	5	10
Number of aircrafts under finance leases		4
Passenger. \| Finance leases \| Minimum
AIRCRAFT - Owned and Leased
Lease term		12 months
Passenger. \| Finance leases \| Maximum
AIRCRAFT - Owned and Leased
Lease term		18 months
Passenger. \| Operating leases
AIRCRAFT - Owned and Leased
Balance at beginning of period	14	12	14
Removals		(6)	(2)
Balance at end of period		6	12	14
Passenger. \| Seasonal leases
AIRCRAFT - Owned and Leased
Balance at beginning of period	2		2
Removals			(2)
Balance at end of period				2
Cargo, \| Aircraft Operated for Amazon
AIRCRAFT - Owned and Leased
Balance at beginning of period		12
Additions			12
Balance at end of period		12	12
Boeing 737-800
AIRCRAFT - Owned and Leased
Balance at end of period		47
Boeing 737-700
AIRCRAFT - Owned and Leased
Balance at end of period		1
Delayed Draw Term Loan Facility
AIRCRAFT - Owned and Leased
Number of aircrafts previously under operating leases		6
Delayed Draw Term Loan Facility \| Passenger. \| Owned
AIRCRAFT - Owned and Leased
Additions		6

AIRCRAFT - Depreciation, Amortization, and Rent Expense on Aircraft (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Property, Plant and Equipment [Line Items]
Amortization	$ 12,536	$ 11,948	$ 13,104
Aircraft Rent	17,653	30,989	49,908
Depreciation amortization and aircraft rent	62,959	69,536	74,877
Owned
Property, Plant and Equipment [Line Items]
Depreciation	33,799	25,294	12,900
Operating leases
Property, Plant and Equipment [Line Items]
Aircraft Rent	$ 17,653	$ 30,989	$ 49,908

AIRCRAFT - Aircraft Lease Payment Deferrals (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
AIRCRAFT - Owned and Leased
Aircraft Lease Payment Deferrals	$ 0	$ 7,569
Finance leases
AIRCRAFT - Owned and Leased
Aircraft Lease Payment Deferrals	2,133
Operating leases
AIRCRAFT - Owned and Leased
Aircraft Lease Payment Deferrals	$ 5,436

AIRCRAFT - Aircraft Maintenance Deposits Contra-Assets (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2021 USD ($) aircraft engine	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)
AIRCRAFT - Owned and Leased
Number of aircrafts previously under operating leases \| aircraft	6
Aircraft maintenance deposits contra assets
AIRCRAFT - Owned and Leased
Remaining unamortized balance contra assets	$ 22,348	$ 36,729
Reduction in contra assets	(14,381)
Additional adjustment in contra assets	$ 337
Number of engines for deposit recovered \| engine	1
Number of aircrafts previously under operating leases \| aircraft	6
Contra assets as a reduction to maintenance expense	$ 1,295	1,402	$ 12,263
Aircraft maintenance deposits contra assets \| Owned
AIRCRAFT - Owned and Leased
Reduction in contra assets	12,749
Over-market rent and maintenance reserves
AIRCRAFT - Owned and Leased
Remaining unamortized balance contra assets	10,363	16,501
Decrease in purchase of aircrafts previously leased	$ 3,765
Number of aircrafts previously under operating leases \| aircraft	6
Over market liabilities	$ 14,737	37,409
Reduction in over-market maintenance reserve liabilities	22,672
Amortization of Over-market Liabilities	7,609	$ 14,110	$ 20,386
Over-market rent and maintenance reserves \| Owned
AIRCRAFT - Owned and Leased
Reduction in over-market maintenance reserve liabilities	$ 17,435

GOODWILL AND OTHER INTANGIBLE ASSETS - Components (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Finite-Lived Intangible Assets [Line Items]
Goodwill	$ 222,223	$ 222,223
Intangible Assets with Finite Lives
Gross Carrying Amount	48,000	48,000
Accumulated Amortization	(14,890)	(10,890)
Net Carrying Value	33,110	37,110
Total Other Intangible Assets
Gross Carrying Amount	104,000	104,000
Total Other Intangible Assets	89,110	93,110
Total Goodwill and Other Intangible Assets Gross	326,223	326,223
Total Goodwill and Other Intangible Assets	311,333	315,333
Tradename
Intangible Assets with Indefinite Lives:
Intangible Assets with Indefinite Lives	$ 56,000	$ 56,000

GOODWILL AND OTHER INTANGIBLE ASSETS - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
GOODWILL AND OTHER INTANGIBLE ASSETS
Assets estimated life	12 years
Amortization expense	$ 4,000	$ 4,000	$ 4,000
Annual amortization expense fiscal year maturity
2022	4,000
2023	4,000
2024	4,000
2025	4,000
2026	4,000
Thereafter	$ 13,110

DEBT - Lines of Credit (Details)			12 Months Ended
DEBT - Lines of Credit (Details)	Mar. 31, 2022 USD ($)	Feb. 10, 2021 USD ($)	Dec. 31, 2021 USD ($) aircraft
DEBT
Number of aircrafts previously under operating leases \| aircraft			6
Prior revolving credit agreement
DEBT
Maximum borrowing capacity		$ 25,000,000
Credit Facilities
DEBT
Term of debt		5 years
Amount drawn			$ 77,481,000
Minimum liquidity required to be maintained			30,000,000
Credit Facilities \| Minimum
DEBT
Minimum EBITDAR required to be maintained			$ 78,100,000
Credit Facilities \| Subsequent Event \| Minimum
DEBT
Minimum EBITDAR required to be maintained	$ 87,700,000
Credit Facilities \| Base rate \| Minimum
DEBT
Margin (as a percent)		4.00%
Credit Facilities \| Base rate \| Maximum
DEBT
Margin (as a percent)		5.00%
Revolving Credit Facility
DEBT
Maximum borrowing capacity		$ 25,000,000
Commitment fee on unused facility (as a percent)		0.50%
Delayed Draw Term Loan Facility
DEBT
Maximum borrowing capacity		$ 90,000,000
Debt instrument fixed interest rate			6.00%
Amount of draw			$ 80,500
Amount drawn			$ 1,006,000
Number of aircrafts previously under operating leases \| aircraft			6
Delayed Draw Term Loan Facility \| Minimum
DEBT
Amount drawn			$ 202,984,000

DEBT - Long-term Debt (Details) $ in Thousands			1 Months Ended	12 Months Ended
DEBT - Long-term Debt (Details) $ in Thousands	Feb. 24, 2021 USD ($)	Oct. 26, 2020 USD ($)	Dec. 31, 2019 USD ($) aircraft	Dec. 31, 2021 USD ($) aircraft	Dec. 31, 2020 USD ($) aircraft
DEBT
Number Of Aircrafts Purchased \| aircraft				11	21
Unamortized Debt Issuance Costs				$ 3,505	$ 3,338
Notes payable under the Company's 2019-1 EETC agreement
DEBT
Face amount				248,587	$ 248,587
Number of used aircrafts purchased or refinanced \| aircraft					13
Appraised value of aircraft purchased			$ 292,450
Number of aircraft serve as security for loan \| aircraft			13
U. S. Department of the Treasury CARES Act Loan
DEBT
Face amount		$ 45,000
Repayment period prior to expiration date of loyalty program		6 months
Repayment of debt	$ 46,260
U. S. Department of the Treasury CARES Act Loan \| Adjusted LIBOR Rate
DEBT
Margin (as a percent)		6.50%
Credit Facilities \| Minimum
DEBT
Minimum EBITDAR required to be maintained				$ 78,100

DEBT - Long-term Debt schedule (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020	Oct. 26, 2020
DEBT
Total Debt	$ 280,931	$ 285,801
Less: Unamortized debt issuance costs	(3,505)	(3,338)
Less: Current Maturities of Long-term Debt	(29,412)	(26,118)
Total Long-term Debt	248,014	256,345
Notes payable under the Company's 2019-1 EETC agreement
DEBT
Total Debt	202,984	227,347
Face amount	$ 248,587	$ 248,587
Weighted average interest rate	4.76%
Notes payable under the Company's 2019-1 EETC agreement \| Minimum
DEBT
Interest Rate	4.13%	4.13%
Notes payable under the Company's 2019-1 EETC agreement \| Maximum
DEBT
Interest Rate	6.95%	6.95%
Delayed Draw Term Loan Facility
DEBT
Total Debt	$ 77,481
U. S. Department of the Treasury CARES Act Loan
DEBT
Total Debt		$ 45,419
Face amount			$ 45,000
Notes payable to Wilmington Trust Company
DEBT
Total Debt		$ 12,506
Interest Rate		8.45%
Other Notes payable
DEBT
Total Debt	$ 466	$ 529
Interest Rate	5.00%	5.00%

DEBT - Future maturities of the outstanding Debt (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Debt Principal Payments
2022	$ 30,367
2023	42,358
2024	44,000
2025	49,087
2026	84,281
Thereafter	30,838
Total	280,931	$ 285,801
Amortization of Debt Issuance Costs
2022	(955)
2023	(882)
2024	(758)
2025	(643)
2026	(199)
Thereafter	(68)
Total	(3,505)	$ (3,338)
Debt, net
2022	29,412
2023	41,476
2024	43,242
2025	48,444
2026	84,082
Thereafter	30,770
Net Debt	$ 277,426

DEBT - Measured at fair value (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
DEBT
Carrying Amount	$ 280,931	$ 285,801
Fair Value	$ 272,004	$ 279,119

LEASES - Summary (Details) $ in Thousands	12 Months Ended
LEASES - Summary (Details) $ in Thousands	Dec. 31, 2021 USD ($) lease	Mar. 31, 2022	Dec. 31, 2020 USD ($)	Jan. 01, 2019 USD ($)
LEASES
Number of categories in operating leases \| lease	3
Initial terms		8 years
Operating Lease Right-of-use Assets	$ 61,658		$ 121,269
Lease liability	$ 71,734
Aircraft Operated for Amazon
LEASES
Number of freighters subleased directly \| lease	12
Operating Lease Right-of-use Assets				$ 0
Lease liability				$ 0
Aircraft
LEASES
Number of leases for aircraft \| lease	15
Number of leases under finance leases \| lease	9
Number of leases under Right-of-use operating leases \| lease	6
Lease liability	$ 61,699
Real Estate
LEASES
Lease liability	$ 9,358
Real Estate \| Maximum
LEASES
Initial terms	10 years
Other.
LEASES
Lease liability	$ 677

LEASES - Lease-related assets and liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Assets
Finance lease assets, net	$ 181,097	$ 104,815
Operating Lease Right-of-use Assets	61,658	121,269
Total lease assets	242,755	226,084
Liabilities
Finance lease liabilities, current	11,705	11,460
Operating lease liabilities, current	17,231	34,492
Finance lease liabilities, long-term	180,450	95,710
Operating lease liabilities, long-term	58,810	112,707
Total lease liabilities	$ 268,196	$ 254,369

LEASES - Rent payment deferrals (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
LEASES
Aircraft Lease Payment Deferrals	$ 0	$ 7,569
Finance leases
LEASES
Aircraft Lease Payment Deferrals	2,133
Operating leases
LEASES
Aircraft Lease Payment Deferrals	$ 5,436

LEASES - Finance lease obligations (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Finance Leases
2022	$ 23,052
2023	25,492
2024	35,209
2025	37,444
2026	18,790
Thereafter	110,666
Total Minimum Lease Payments	250,654
Less: Amount Representing Interest	(58,499)
Present Value of Minimum Lease Payments	192,155
Less: Short-term Obligations	(11,705)	$ (11,460)
Finance lease liabilities, long-term	$ 180,450	$ 95,710

LEASES - Operating lease obligations (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Operating Leases
2022		$ 20,541
2023		20,242
2024		16,958
2025		10,866
2026		9,688
Thereafter		3,605
Total Minimum Lease Payments	$ 2,200	81,900
Less: Amount Representing Interest		(10,166)
Present Value of Minimum Lease Payments		71,734
Plus: Tennant Improvements		4,307
Less: Short-term Obligations		(17,231)	$ (34,492)
Operating lease liabilities, long-term		58,810	$ 112,707
Aircraft
Operating Leases
2022		18,221
2023		18,418
2024		15,492
2025		9,400
2026		8,222
Total Minimum Lease Payments		69,753
Less: Amount Representing Interest		(8,054)
Present Value of Minimum Lease Payments		61,699
Less: Short-term Obligations		(14,930)
Operating lease liabilities, long-term		46,769
Real Estate
Operating Leases
2022		1,962
2023		1,466
2024		1,466
2025		1,466
2026		1,466
Thereafter		3,605
Total Minimum Lease Payments		11,431
Less: Amount Representing Interest		(2,073)
Present Value of Minimum Lease Payments		9,358
Plus: Tennant Improvements		4,307
Less: Short-term Obligations		(1,972)
Operating lease liabilities, long-term		11,693
Other.
Operating Leases
2022		358
2023		358
Total Minimum Lease Payments		716
Less: Amount Representing Interest		(39)
Present Value of Minimum Lease Payments		677
Less: Short-term Obligations		(329)
Operating lease liabilities, long-term		$ 348

LEASES - Lease cost (Details) - USD ($) $ in Thousands	12 Months Ended
LEASES - Lease cost (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Finance lease cost
Amortization of leased assets	$ 12,536	$ 11,948	$ 13,104
Interest on lease liabilities	8,021	8,659	10,741
Operating lease cost
Short-term	277	1,813	5,345
Total Lease cost	43,396	57,517	80,513
Over-market rent and maintenance reserves
Operating lease cost
Credits for amortization of Over-market Liabilities	7,609	14,110	20,386
Aircraft
Operating lease cost
Included in ROU asset	18,608	30,717	40,043
Variable	(1,232)	(1,541)
Variable			4,520
Other.
Operating lease cost
Included in ROU asset	3,976	4,872	5,415
Variable	$ 1,210	$ 1,049	$ 1,345

LEASES - Supplemental cash flow information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating Cash Flows for Operating Leases	$ 29,360	$ 34,576	$ 50,081
Operating Cash Flows for Finance Leases	8,021	8,659	10,741
Financing Cash Flows for Finance Leases	$ 11,931	$ 89,697	$ 8,258

LEASES - Terms and discount rates (Details)	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
LEASES
Weighted-average remaining lease term, operating leases	4 years 7 months 6 days	4 years 9 months 18 days	5 years 8 months 12 days
Weighted-average remaining lease term, finance leases	7 years 2 months 12 days	8 years 7 months 6 days	6 years 4 months 24 days
Weighted-average discount rates, operating leases	6.00%	6.00%	6.00%
Weighted-average discount rates, finance leases	6.10%	6.10%	5.80%

LEASES - Additional disclosures (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
LEASES
Maintenance reserve payments expensed	$ 4,004	$ 8,691	$ 18,584

STOCK-BASED COMPENSATION (Details) - USD ($) $ in Thousands	12 Months Ended
STOCK-BASED COMPENSATION (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Mar. 31, 2021
STOCK-BASED COMPENSATION
Stock compensation expense	$ 5,562	$ 2,110	$ 1,888
Total unrecognized compensation expense, expected to be recognized	$ 3,777
Unrecognized compensation expense, weighted average period in which expected to be recognized	1 year 4 months 24 days
Intrinsic value of stock options exercised	$ 18,621
Performance based vesting
STOCK-BASED COMPENSATION
Vesting percentage	75.00%
Stock compensation expense	$ 3,804
Time-Based Stock Options
STOCK-BASED COMPENSATION
Granted	62,080	221,941	472,253
Vesting period	4 years
Vesting percentage each year over four years	25.00%
Initial vesting period from grant date	4 years
Expiration period	10 years
Restricted stock units ("RSUs")
STOCK-BASED COMPENSATION
Shares issued	4,679
Shares granted	7,634
Shares forfeited	2,955
Equity incentive plan
STOCK-BASED COMPENSATION
Available for grant	3,434,074
Equity incentive plan \| Maximum
STOCK-BASED COMPENSATION
Authorized				3,600,000

STOCK-BASED COMPENSATION - Stock option activity (Details) - $ / shares	1 Months Ended	12 Months Ended
	May 31, 2021	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Weighted average grant date fair value
Shares issued	7,250,000
Time-Based Stock Options
Number of shares
Outstanding at beginning of period (in shares)		2,329,461	2,281,308	2,243,588
Granted (in shares)		62,080	221,941	472,253
Forfeited (in shares)		(18,613)	(173,788)	(434,533)
Exercised (in shares)		(718,985)
Outstanding at end of period (in shares)		1,653,943	2,329,461	2,281,308	2,243,588
Exercisable at end of period (in shares)		881,742
Vested or expected to vest, at end of period (in shares)		1,653,943
Weighted average exercise price per share
Outstanding at beginning of period (in dollars per share)		$ 6.36	$ 5.84	$ 5.30
Granted (in dollars per share)		33.10	17.99	7.93
Forfeited (in dollars per share)		11.75	14.65	5.30
Exercised (in dollars per share)		5.89
Outstanding at end of period (in dollars per share)		7.57	6.36	5.84	$ 5.30
Exercisable at end of period (in dollars per share)		5.93
Vested or expected to vest, at end of period (in dollars per share)		7.57
Weighted average grant date fair value
Outstanding at beginning of period (in dollars per share)		2.74	2.54	2.39
Granted (in dollars per share)		13.47	7.02	3.14
Forfeited (in dollars per share)		5.15	5.70	2.39
Exercised (in dollars per share)		2.56
Outstanding at end of period (in dollars per share)		3.22	$ 2.74	$ 2.54	$ 2.39
Exercisable at end of period (in dollars per share)		2.61
Vested or expected to vest, at end of period (in dollars per share)		$ 3.22
Weighted average remaining contractual term, outstanding (in years)		7 years 2 months 12 days	7 years 7 months 6 days	9 years	9 years 9 months 18 days
Performance-Based Stock Options
Number of shares
Outstanding at beginning of period (in shares)		3,577,252	3,502,947	3,583,923
Granted (in shares)		99,167	346,984	746,836
Forfeited (in shares)		(39,648)	(272,679)	(827,812)
Outstanding at end of period (in shares)		3,636,771	3,577,252	3,502,947	3,583,923
Vested or expected to vest, at end of period (in shares)		2,727,578
Weighted average exercise price per share
Outstanding at beginning of period (in dollars per share)		$ 6.38	$ 5.86	$ 5.30
Granted (in dollars per share)		33.10	17.99	7.96
Forfeited (in dollars per share)		6.89	14.65	5.30
Outstanding at end of period (in dollars per share)		7.10	6.38	5.86	$ 5.30
Vested or expected to vest, at end of period (in dollars per share)		7.10
Weighted average grant date fair value
Outstanding at beginning of period (in dollars per share)		1.72	1.61	1.50
Granted (in dollars per share)		10.08	4.36	2.01
Forfeited (in dollars per share)		1.67	3.59	1.50
Outstanding at end of period (in dollars per share)		1.53	$ 1.72	$ 1.61	$ 1.50
Vested or expected to vest, at end of period (in dollars per share)		$ 1.53
Weighted average remaining contractual term, outstanding (in years)		7 years 2 months 12 days	7 years 7 months 6 days	9 years	9 years 9 months 18 days

STOCK-BASED COMPENSATION - Stock options valuation assumptions (Details)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract]
Expected Term	5 years 1 month 9 days	5 years 7 months 2 days	5 years 8 months 1 day
Expected Volatility	34.00%	38.80%	33.90%
Risk-free Interest Rate	1.20%	1.70%	1.70%

FUEL DERIVATIVES AND RISK MANAGEMENT (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Fuel Derivative Gains (Losses)
Outstanding derivative contracts	$ 0
Fuel Derivative Contracts
Changes in Derivative Assets (Liabilities)
Balance - January 1	(1,174)	$ 2,233
Non-cash Gains (Losses)	3,527	(12,206)
Contract Settlements	(2,353)	8,799
Balance - End of period		(1,174)	$ 2,233
Fuel Derivative Gains (Losses)
Non-cash Gains (Losses)	3,527	(12,206)	10,791
Cash Premiums Paid		(2,053)	(665)
Total Fuel Derivative Gains (Losses)	$ 3,527	$ (14,259)	$ 10,126

FAIR VALUE MEASUREMENTS (Details) - Recurring $ in Thousands	Dec. 31, 2020 USD ($)
FAIR VALUE MEASUREMENTS
Total Liabilities measured at fair value on a recurring basis	$ 1,174
Fuel Derivative Contracts
FAIR VALUE MEASUREMENTS
Total Liabilities measured at fair value on a recurring basis	1,174
Level 2
FAIR VALUE MEASUREMENTS
Total Liabilities measured at fair value on a recurring basis	1,174
Level 2 \| Fuel Derivative Contracts
FAIR VALUE MEASUREMENTS
Total Liabilities measured at fair value on a recurring basis	$ 1,174

INCOME TAXES - Components of Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Current:
State and Local	$ 135	$ 10	$ 66
Total Current Tax Expense	135	10	66
Deferred:
Federal	15,818	(597)	12,509
State and Local	2,000	(191)	1,513
Total Deferred Tax Expense (Benefit)	17,480	(789)	14,022
Total Income Tax Expense (Benefit)	$ 17,953	$ (778)	$ 14,088

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

INCOME TAXES - Tax Rate Reconciliation (Details)	12 Months Ended
INCOME TAXES - Tax Rate Reconciliation (Details)	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Expected Provision at Federal Statutory
Tax Rate	21.00%	21.00%	21.00%
State Tax, net of Federal Impact	1.80%	3.10%	2.10%
Stock Option benefit	(3.80%)	0.00%	0.00%
Tax receivable agreement	(3.60%)	0.00%	0.00%
Executive Compensation Limitation	3.20%	0.00%	0.00%
Employee Parking	0.20%	(3.30%)	0.20%
Meals and Entertainment	0.00%	(2.20%)	0.20%
Other Permanent Adjustments	0.00%	(2.00%)	0.00%
Effective Tax Rate	18.80%	16.60%	23.50%

INCOME TAXES - Deferred taxes (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Deferred Tax Assets:
Net Operating Loss	$ 77,920	$ 75,389
Operating Lease Obligations	16,544	32,942
Finance Lease Obligations	40,178	20,095
Goodwill and Other Intangible Assets	9,699	12,586
Loyalty Program Liabilities	4,407	4,911
Accrued Maintenance	718	4,434
Other	5,105	4,318
Total Deferred Tax Assets	154,571	154,675
Deferred Tax Liabilities:
Accelerated Depreciation	(80,001)	(67,105)
Operating Lease Right-of-use Assets	(14,181)	(27,892)
Finance Lease Assets	(41,652)	(23,462)
Total Deferred Tax Liabilities	(135,834)	(118,459)
Total Net Deferred Tax Assets	$ 18,737	$ 36,216

INCOME TAXES - Paragraphs (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
INCOME TAXES
Federal net operating losses	$ 75,610
State net operating losses	2,310
Liability for unrecognized tax benefits		$ 0	$ 0
Tax receivable agreement liability non current	98,800	$ 115,200
Increase (decrease) in tax receivable agreement liability	$ (16,400)
Percentage of cash savings	85.00%
Percentage of cash savings retained	15.00%

DEFINED CONTRIBUTION 401K (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
DEFINED CONTRIBUTION 401(K) PLAN
Employee's maximum contribution allowed (as a percent)	50.00%
Matching contribution of participants' contribution (as a percent)	100.00%
Non-discretionary contribution for pilots based on gross earnings	2.00%
Non-discretionary contributions 2022	13.00%
Non-discretionary contributions 2023	14.00%
Non-discretionary contributions 2024	15.00%
Non-Discretionary	$ 1,187	$ 1,040	$ 908
Discretionary	5,220	4,263	4,246
Total 401(k) Contributions	$ 6,407	$ 5,303	$ 5,154
Non Pilot Employees [Member]
DEFINED CONTRIBUTION 401(K) PLAN
Maximum contribution as a percent of participants' compensation	4.00%
Pilot Employees [Member]
DEFINED CONTRIBUTION 401(K) PLAN
Maximum contribution as a percent of participants' compensation	6.00%

SPECIAL ITEMS, NET - Schedule of special items, net (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2021 USD ($) aircraft	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)
CARES Act grant recognition	$ (71,587)	$ (62,312)
CARES Act employee retention credit	(848)	(2,328)
Aircraft lease buy-out expense	6,963
Contractual obligations for retired technology			$ 7,578
Sale of airport slot rights			(1,200)
Other	16	77	714
Total Special Items, net	$ (65,456)	(64,563)	$ 7,092
Number of aircrafts previously under operating leases \| aircraft	6
PSP2
CARES Act grant recognition	$ (71,587)	$ (62,312)

COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
COMMITMENTS AND CONTINGENCIES.
Commitment to purchase an aircraft		$ 20,000
Annual lease payments	$ 2,200	$ 81,900
Lessee, Operating Lease, Term of Contract	8 years

OPERATING SEGMENTS (Details) $ in Thousands	3 Months Ended								12 Months Ended
OPERATING SEGMENTS (Details) $ in Thousands	Dec. 31, 2021 USD ($)	Sep. 30, 2021 USD ($)	Jun. 30, 2021 USD ($)	Mar. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Sep. 30, 2020 USD ($)	Jun. 30, 2020 USD ($)	Mar. 31, 2020 USD ($)	Dec. 31, 2021 USD ($) segment item	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)
OPERATING SEGMENTS
Number of operating segments \| segment									2
Number of internal passenger groups \| item									2
Operating Revenues	$ 172,552	$ 173,663	$ 149,189	$ 127,611	$ 107,807	$ 77,973	$ 35,376	$ 180,330	$ 623,015	$ 401,486	$ 701,384
Non-Fuel Operating Expenses									452,321	365,272
Aircraft Fuel									129,110	83,392	165,666
Special Items, net									(65,456)	(64,563)	7,092
Total Operating Expenses	161,685	151,661	99,951	102,678	112,235	69,156	37,610	165,100	515,975	384,101	623,262
Operating Income	$ 10,867	$ 22,002	$ 49,238	$ 24,933	$ (4,428)	$ 8,817	$ (2,234)	$ 15,230	107,040	17,385	78,122
Interest Income									85	377	937
Interest Expense									(26,326)	(22,073)	(17,170)
Other, net									14,624	(371)	(1,729)
Income (Loss) before Income Tax									95,423	(4,682)	$ 60,160
Passenger,
OPERATING SEGMENTS
Operating Revenues									531,587	364,677
Non-Fuel Operating Expenses									383,524	332,742
Aircraft Fuel									128,863	83,392
Special Items, net									(47,056)	(53,842)
Total Operating Expenses									465,331	362,292
Operating Income									66,256	2,385
Cargo.
OPERATING SEGMENTS
Operating Revenues									91,428	36,809
Non-Fuel Operating Expenses									68,797	32,530
Aircraft Fuel									247
Special Items, net									(18,400)	(10,721)
Total Operating Expenses									50,644	21,809
Operating Income									$ 40,784	$ 15,000

PARENT COMPANY FINANCIAL STATEMENTS - Balance Sheets (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Current Assets:
Cash and Cash Equivalents	$ 309,338	$ 62,028	$ 51,006
Total Current Assets	375,443	126,740
Other Assets:
Other Assets	5,495	6,357
Total Other Assets	427,590	512,012
Total Assets	1,376,644	1,053,267
Current Liabilities:
Accounts Payable	39,805	34,035
Other Current Liabilities	7,913	6,841
Total Current Liabilities	281,651	253,743
Other Long-term Liabilities	3,413	7,764
Total Liabilities	889,833	769,450
Stockholders' Equity:
Common Stock	579	468
Loans to Stockholders		(3,500)
Additional Paid In Capital	485,638	248,525
Retained Earnings	594	38,324
Total Stockholders' Equity	486,811	283,817
Total Liabilities and Stockholders' Equity	1,376,644	1,053,267
Parent Company
Other Assets:
Investment in Subsidiary	602,561	282,569
Other Assets		1,429
Total Other Assets	602,561	283,998
Total Assets	602,561	283,998
Current Liabilities:
Accounts Payable	(1)
Other Current Liabilities	57	181
Total Current Liabilities	56	181
Other Long-term Liabilities	494
Total Liabilities	550	181
Stockholders' Equity:
Common Stock	579	468
Loans to Stockholders		(3,500)
Additional Paid In Capital	485,638	248,525
Retained Earnings	115,794	38,324
Total Stockholders' Equity	602,011	283,817
Total Liabilities and Stockholders' Equity	$ 602,561	$ 283,998

PARENT COMPANY FINANCIAL STATEMENTS - Statements of Operations (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Operating Expenses:
Other Operating, net									$ 71,580	$ 48,718	$ 68,187
Total Operating Expenses	$ 161,685	$ 151,661	$ 99,951	$ 102,678	$ 112,235	$ 69,156	$ 37,610	$ 165,100	515,975	384,101	623,262
Operating Income (Loss)	10,867	22,002	49,238	24,933	(4,428)	8,817	(2,234)	15,230	107,040	17,385	78,122
Non-operating Income (Expense):
Other, net									14,624	(371)	(1,729)
Total Non-operating Income (Expense), net									(11,617)	(22,067)	(17,962)
Income (Loss) before Income Tax									95,423	(4,682)	60,160
Income Tax Expense (Benefit)									17,953	(778)	14,088
Net Income (Loss)	$ (602)	$ 13,903	$ 51,753	$ 12,416	$ (8,042)	$ 2,927	$ (6,040)	$ 7,251	77,470	(3,904)	46,072
Parent Company
Operating Expenses:
Other Operating, net									64	179	439
Total Operating Expenses									64	179	439
Operating Income (Loss)									(64)	(179)	(439)
Non-operating Income (Expense):
Equity in Income / (Loss) of Subsidiaries									77,534	(3,725)	46,283
Other, net											228
Total Non-operating Income (Expense), net									77,534	(3,725)	46,511
Income (Loss) before Income Tax									77,470	(3,904)	46,072
Net Income (Loss)									$ 77,470	$ (3,904)	$ 46,072

PARENT COMPANY FINANCIAL STATEMENTS - Statements of Cash Flows (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Cash Flows from Operating Activities:
Net Cash Provided by Operating Activities	$ 152,013	$ 374	$ 63,272
Cash Flows from Investing Activities:
Net Cash Used in Investing Activities	(116,973)	(96,028)	(69,564)
Cash Flows from Financing Activities:
Proceeds Received from Exercise of Apollo Warrants			4,667
Net Cash Provided by Financing Activities	212,382	101,539	27,329
Net Increase in Cash, Cash Equivalents and Restricted Cash	247,422	5,885	21,037
Cash, Cash Equivalents and Restricted Cash--Beginning of the Period	70,363	64,478	43,441
Cash, Cash Equivalents and Restricted Cash--End of the Period	317,785	70,363	64,478
Parent Company
Cash Flows from Investing Activities:
Net Payments to Subsidiary		(28)
Net Cash Used in Investing Activities		(28)
Cash Flows from Financing Activities:
Net Payments from Subsidiary			7
Proceeds Received from Exercise of Apollo Warrants		21
Net Cash Provided by Financing Activities		21	7
Net Increase in Cash, Cash Equivalents and Restricted Cash		(7)	7
Cash, Cash Equivalents and Restricted Cash--Beginning of the Period	$ 7	7
Cash, Cash Equivalents and Restricted Cash--End of the Period		$ 7	$ 7

SUBSEQUENT EVENTS (Details) $ in Thousands	Mar. 31, 2022	Jan. 01, 2022 USD ($) aircraft	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
SUBSEQUENT EVENTS
Initial terms	8 years
Property & Equipment			$ 688,624	$ 479,580
Aircraft and Flight Equipment
SUBSEQUENT EVENTS
Property & Equipment			$ 440,356	$ 331,685
Subsequent Event \| Boeing 737-800
SUBSEQUENT EVENTS
Aircrarfts purchased \| aircraft		4
Initial terms		6 years
Payments committed per year		$ 2,000
Number of aircrafts expected to be delivered \| aircraft		5
Subsequent Event \| Aircraft and Flight Equipment \| Boeing 737-800
SUBSEQUENT EVENTS
Property & Equipment		$ 75,000

QUARTERLY FINANCIAL DATA (UNAUDITED) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
QUARTERLY FINANCIAL DATA (UNAUDITED)
Operating Revenues	$ 172,552	$ 173,663	$ 149,189	$ 127,611	$ 107,807	$ 77,973	$ 35,376	$ 180,330	$ 623,015	$ 401,486	$ 701,384
Operating Expenses	161,685	151,661	99,951	102,678	112,235	69,156	37,610	165,100	515,975	384,101	623,262
Operating Income	10,867	22,002	49,238	24,933	(4,428)	8,817	(2,234)	15,230	107,040	17,385	78,122
Net Income (Loss)	$ (602)	$ 13,903	$ 51,753	$ 12,416	$ (8,042)	$ 2,927	$ (6,040)	$ 7,251	$ 77,470	$ (3,904)	$ 46,072
Earnings / (Loss) Per Share:
Basic (in dollars per share)	$ (0.01)	$ 0.24	$ 0.91	$ 0.26	$ (0.17)	$ 0.06	$ (0.13)	$ 0.16	$ 1.40	$ (0.08)	$ 0.99
Diluted (in dollars per share)	$ (0.01)	$ 0.23	$ 0.83	$ 0.24	$ (0.17)	$ 0.06	$ (0.13)	$ 0.15	$ 1.31	$ (0.08)	$ 0.96
Shares used for computation:
Basic	57,712,097	57,355,104	57,156,159	48,496,077	46,806,317	46,805,950	46,805,950	46,805,950	55,182,811	46,806,042	46,773,038
Diluted	57,712,097	61,712,378	61,982,441	52,508,186	46,806,317	48,350,943	46,805,950	48,225,603	59,324,040	46,806,042	47,909,413