sncy-20230427
0001743907false00017439072023-04-272023-04-270001743907sncy:TheNasdaqStockMarketLLCMember2023-04-272023-04-27

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 27, 2023
Sun Country Airlines Holdings, Inc.
(Exact name of Registrant as specified in its charter)
Delaware001-4021782-4092570
(State of
Incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
2005 Cargo Road

MinneapolisMinnesota
55450
(Address of principal executive offices)(Zip Code)
(651681-3900
(Registrant’s telephone number, including area code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange
on which registered
Common Stock, par value $0.01 per shareSNCYThe Nasdaq Stock Market LLC
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company 
If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 



Item 2.02    Results of Operations and Financial Condition.
On April 27, 2023, Sun Country Airlines Holdings, Inc. issued a press release announcing its financial results for the fiscal quarter ended March 31, 2023. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
The information contained in this Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act of 1934, as amended, regardless of any general incorporation language in such filings, unless expressly incorporated by specific reference in such filing.
Item 9.01    Financial Statements and Exhibits.
(d)Exhibits.
Exhibit No.Description
104Cover Page Interactive Data File (embedded within the Inline XBRL document)



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: April 27, 2023
Sun Country Airlines Holdings, Inc.
By:/s/ Erin Rose Neale
Name:Erin Rose Neale
Title:Senior Vice President, General Counsel and Secretary

Document

https://cdn.kscope.io/d842ac2272730f5fe4270e935515b4ac-image.jpg

Exhibit 99.1
Sun Country Airlines Reports First Quarter 2023 Results
Revenue of $294 million, Sun Country’s highest on record(1)
GAAP diluted EPS of $0.64 and operating income of $56 million, Sun Country’s highest on record(1)
Adj. diluted EPS of $0.68(2) and adjusted operating income of $58 million(2), Sun Country’s highest on record(1)
MINNEAPOLIS. April 27, 2023. Sun Country Airlines Holdings, Inc. (“Sun Country Airlines,” “Sun Country,” the “Company”) (NASDAQ: SNCY) today reported financial results for its first quarter ended March 31, 2023.

“Sun Country’s unique, diversified business model continues to deliver strong results,” said Jude Bricker, Chief Executive Officer of Sun Country. “The revenue environment remains resilient, as we saw a 20.8% increase in total average fare and a gain of 8.6 percentage points in load factor in the first quarter versus 2022. This demand strength helped deliver a first quarter GAAP operating income margin of 19.0% and an adjusted operating income margin of 19.9%(2), easily exceeding the first quarter of last year by over 9 percentage points. We delivered these outstanding results despite a winter season at our Minneapolis-St. Paul base that was the third snowiest on record. I want to thank our dedicated team of employees for their extraordinary efforts this winter.”
Overview of First Quarter
Three Months Ended March 31,
(unaudited) (in millions, except per share amounts)20232022% Change
Total Operating Revenue$294.1 $226.5 29.8 
Operating Income55.8 21.8 155.5 
Income Before Income Tax49.7 6.4 674.0 
Net Income38.3 3.6 953.8 
Diluted earnings per share$0.64$0.06 966.7 
Three Months Ended March 31,
(unaudited) (in millions, except per share amounts)20232022% Change
Adjusted Operating Income (2)
$58.5$22.8 156.9
Adjusted Income Before Income Tax (2)
52.5 15.7 234.6
Adjusted Net Income (2)
40.4 12.3 227.6
Adjusted diluted earnings per share (2)
$0.68 $0.20 240.0

For the quarter ended March 31, 2023, Sun Country reported net income of $38 million and income before income tax of $50 million, on $294 million of revenue. Adjusted income before income tax for the quarter was $53 million(2). GAAP operating income during the quarter was $56 million, while adjusted operating income was $58 million(2).

“We continue to see strength across our scheduled service, charter and cargo businesses,” said Dave Davis, President and Chief Financial Officer. “Total revenue was up nearly 30% year-over-year, with Scheduled Service TRASM(3) up 34.7% and TRASM(4), including charter revenue, up 30.6% versus the first quarter of 2022. GAAP operating income increased 155% while adjusted operating income was up 157% year-over-year, generating a GAAP operating margin of 19.0% and an adjusted operating income margin of nearly 20% in our seasonally strongest quarter. During the first quarter, our unit costs were negatively impacted by decreased aircraft utilization levels. In the second quarter, we expect total block hour growth of at least 11% versus last year, and pressure on non-fuel CASM should ease during the year. We are also excited to have acquired five 737-900ER aircraft which are currently on lease to Oman Air. We will obtain the lease revenue from Oman Air until the expiration of the leases and the aircraft are delivered to us beginning in late 2024 and continuing through 2025. The 737-900ER is a new fleet variant for Sun Country and we expect it to create new opportunities for our network.”
Page 1


Notable Highlights

As of early April, the Company acquired five 737-900ER aircraft which are currently on lease to Oman Air. The aircraft will remain on lease to Oman Air until the leases expire in late 2024 and through 2025. Sun Country will take delivery of one aircraft in late 2024 and the other four throughout 2025.
Extended the flight schedule through December 2023 to include 120 routes serving 90 airports.
The Company repurchased 750,000 shares at a price of $19.75 from the underwriters of the Apollo Global Management secondary offering. The Company also completed its $25 million accelerated share repurchase program resulting in the repurchase of 480,932 additional shares. It still has $10.2 million authorized by the board of directors available for share repurchases.
Named Jennifer Vogel as chair of the board of directors, the Company’s first female chairperson. She oversees a diverse board that is comprised of 50% women.
Capacity
System block hours flown during the first quarter of 2023 grew by 3.8% year over year. Cargo and charter block hours grew 5.2% and 32.9% respectively year over year, as more Amazon aircraft were available to fly and our contract charter business continues to expand. Scheduled service flying declined by 2.2% year over year and is expected to resume year over year growth in the second quarter.
Charter block hours under long-term contracts comprised 81% of the total charter flying performed in the first quarter of 2023. As the Company begins to normalize its aircraft utilization, it intends to pursue more ad-hoc charter flying.
Revenue
For the first quarter of 2023, the Company reported total revenue of $294 million, which was 29.8% more than the first quarter of 2022. The Company’s scheduled service TRASM(3) of 13.8 cents in the first quarter of 2023 increased 34.7% year over year while scheduled service ASMs decreased 3.5%. The first quarter 2023 average total fare of $221 exceeded first quarter 2022 by 20.8% and included strong average ancillary revenue per passenger of $69. In the first quarter of 2023, the Company’s charter service revenue was $46 million, an increase of 40.5% year over year. On a rate basis, first quarter 2023 charter revenue per block hour was 5.7% higher than the rate in the first quarter of 2022.
In the first quarter of 2023, cargo revenue was $23 million, a 11.0% increase versus the first quarter of 2022. The variance was primarily driven by a 5.2% increase in block hours and the annual rate escalation which went into effect in mid-December 2022.
Cost
For the first quarter of 2023, total GAAP operating expenses increased 16.4% year over year, primarily due to a 12.0% increase in aircraft fuel expense and a 26.5% increase in salaries, wages, and benefits compared to first quarter 2022. Adjusted CASM(5) in the first quarter increased 14.3% versus the first quarter 2022 on a decrease in daily aircraft utilization of 15.1% for the same period.
Page 2


Balance Sheet and Liquidity
Total liquidity(7) was $262 million on March 31, 2023, while the Company’s net debt(6) was $449 million.

(in millions)March 31, 2023December 31, 2022
(Unaudited)
Cash and Cash Equivalents$71.6 $92.1 
Available-for-Sale Securities165.3 172.6 
Amount Available Under Revolving Credit Facility24.7 24.7 
Total Liquidity$261.6 $289.4 
(in millions)March 31, 2023December 31, 2022
(Unaudited)
Total Debt, net$412.3 $352.2 
Finance Lease Obligations247.0 251.3 
Operating Lease Obligations26.1 26.1 
Total Debt, net, and Lease Obligations685.4 629.6 
Cash and Cash Equivalents71.6 92.1 
Available-for-Sale Securities165.3 172.6 
Net Debt$448.5 $364.9 
Fleet
As of March 31, 2023, the Company had 42 aircraft in its passenger service fleet, operated 12 freighter aircraft in its cargo operation, and had three aircraft held for operating lease.
Guidance for Second Quarter 2023
Q2 2023
H/(L) vs Q2 2022
Total revenue - millions$255 to $26516% to 21%
Economic fuel cost per gallon$2.85(35%)
Operating income margin - percentage11% to 16%9pp to 14pp
Effective tax rate23%
Total system block hours - thousands34 to 3511% to 14%

Conference Call & Webcast Details
Sun Country Airlines will host a conference call to discuss its first quarter 2023 results at 8:30 a.m. Eastern Time on Friday, April 28, 2023. A live broadcast of the conference call will be available via the investor relations section of Sun Country Airlines’ website at https://ir.suncountry.com/news-events/events-and-presentations. The online replay will be available on the same website approximately one hour after the call.
About Sun Country Airlines
Sun Country Airlines is a new breed of hybrid low-cost air carrier that dynamically deploys shared resources across our synergistic scheduled service, charter and cargo businesses. Based in Minnesota, we focus on serving leisure and visiting friends and relatives ("VFR") passengers and charter customers and providing cargo services, with flights throughout the United States and to destinations in Mexico, Central America, Canada, and the Caribbean.

End Notes
Page 3


1 -Records begin in January 2017
2 -
See additional details, including reconciliations to the most comparable GAAP measures, in the section titled “Non-GAAP financial measures”
3 -
Scheduled service TRASM = scheduled service revenue + ancillary revenue + other revenue / scheduled service ASMs
4 -
Total system TRASM = total revenue – cargo revenue / system ASMs
5 -
Adjusted CASM is a non-GAAP measure derived from CASM by excluding fuel costs, non-cash management stock compensation expense, costs arising from its cargo operations (began in 2020 when the Company launched cargo operations), certain commissions, and other costs of selling its vacations product from this measure. See table titled “Reconciliation of CASM to Adjusted CASM”
6 -
Net debt = current portion of long-term debt + long-term debt + finance lease obligations + operating lease obligations – cash and cash equivalents - Available-for-Sale Securities
7 - Total liquidity = cash and cash equivalents + available-for-sale securities + amount available under revolver
Contacts

Investor Relations
Chris Allen
651-681-4810
IR@suncountry.com
Media
Wendy Burt
651-900-8400
mediarelations@suncountry.com


Page 4


Forward Looking Statements
This press release contains forward-looking statements, which involve risks and uncertainties. These forward-looking statements are generally identified by the use of forward-looking terminology, including the terms “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “likely,” “may,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and, in each case, their negative or other various or comparable terminology. All statements other than statements of historical facts contained in this press release, including statements regarding our strategy, future operations, future financial position, future revenue, projected costs, prospects, plans, objectives of management, and expected market growth are forward-looking statements. The forward-looking statements are relating to:
• our strategy, outlook and growth prospects;
• our operational and financial targets and dividend policy;
• general economic trends and trends in the industry and markets;
• potential repurchases of our common stock; and
• the competitive environment in which we operate.
These statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements.
These forward-looking statements reflect our views with respect to future events as of the date of this press release and are based on assumptions and subject to risks and uncertainties. Given these uncertainties, you should not place undue reliance on these forward-looking statements. These forward-looking statements represent our estimates and assumptions only as of the date of this press release and, except as required by law, we undertake no obligation to update or review publicly any forward-looking statements, whether as a result of new information, future events or otherwise after the date of this press release. We anticipate that subsequent events and developments will cause our views to change. You should read this press release completely and with the understanding that our actual future results may be materially different from what we expect. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, or investments we may undertake. We qualify all of our forward-looking statements by these cautionary statements. Additional information concerning certain factors is contained in the Company’s Securities and Exchange Commission filings, including but not limited to the Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K.
Non-GAAP Financial Measures
We sometimes use information that is derived from the Consolidated Financial Statements, but that is not presented in accordance with GAAP. We believe these non-GAAP measures provide a meaningful comparison of our results to others in the airline industry and our prior year results. Investors should consider these non-GAAP financial measures in addition to, and not as a substitute for, our financial performance measures prepared in accordance with GAAP. Further, our non-GAAP information may be different from the non-GAAP information provided by other companies. We believe certain charges included in our operating expenses on a GAAP basis make it difficult to compare our current period results to prior periods as well as future periods and guidance. The tables below show a reconciliation of non-GAAP financial measures used in this document to the most directly comparable GAAP financial measures.



Page 5


CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except per share amounts)
(Unaudited)
Three Months Ended March 31,
20232022% Change
Operating Revenues:
Scheduled Service$152,657 $124,068 23.0 
Charter Service46,187 32,879 40.5 
Ancillary68,425 45,086 51.8 
Passenger267,269 202,033 32.3 
Cargo23,361 21,053 11.0 
Other3,485 3,439 1.3 
Total Operating Revenue294,115 226,525 29.8 
Operating Expenses:
Aircraft Fuel72,290 64,544 12.0
Salaries, Wages, and Benefits75,430 59,617 26.5 
Aircraft Rent1,480 3,186 (53.5)
Maintenance13,039 11,995 8.7 
Sales and Marketing9,929 8,628 15.1 
Depreciation and Amortization19,460 15,328 27.0
Ground Handling11,038 7,958 38.7 
Landing Fees and Airport Rent12,051 10,286 17.2 
Other Operating, net23,615 23,150 2.0 
Total Operating Expenses238,332 204,692 16.4 
Operating Income55,783 21,833 155.5 
Non-operating Income (Expense):
Interest Income2,741 24 NM
Interest Expense(8,630)(8,562)0.8 
Other, net(212)(6,876)(96.9)
Total Non-operating Expense, net(6,101)(15,414)(60.4)
Income before Income Tax49,682 6,419 674.0 
Income Tax Expense 11,354 2,782 308.1 
Net Income$38,328 $3,637 953.8 
Net Income per share to common stockholders:
Basic$0.68 $0.06 1033.3 
Diluted$0.64 $0.06 966.7 
Shares used for computation:
Basic56,630,656 57,907,655 (2.2)
Diluted59,535,045 61,731,942 (3.6)
“NM” stands for not meaningful
Page 6


KEY OPERATING STATISTICS
The following table presents key operating statistics and metrics for the three months ended March 31, 2023 and 2022.
Three Months Ended March 31,
20232022% Change
Scheduled Service Statistics:
Revenue passenger miles (RPMs) – thousands1,432,1311,338,4597.0
Available seat miles (ASMs) – thousands1,625,7281,684,532(3.5)
Load factor88.1%79.5%8.6
Revenue passengers carried998,238922,6528.2
Departures6,1776,227(0.8)
Block hours21,94122,433(2.2)
Scheduled service TRASM(1) - cents
13.8110.2534.7
Average base fare per passenger$152.93$134.4713.7
Ancillary revenue per passenger$68.55$48.8740.3
Fuel gallons - thousands17,38317,401(0.1)
Charter Statistics:
Departures2,3691,62046.2
Block hours5,0543,80432.9
Available seats miles (ASMs) - thousands301,913235,70528.1
Fuel gallons - thousands3,5262,75827.8
Cargo Statistics:
Departures3,0272,57417.6
Block hours7,7767,3905.2
Total System Statistics:
Average passenger aircraft41.334.121.1
Passenger aircraft – end of period423810.5
Cargo aircraft – end of period1212
Aircraft held for operating lease – end of period3NM
Available seat miles (ASMs) – thousands1,945,0011,928,1490.9
Departures11,67210,48711.3
Block hours35,08333,8053.8
Daily utilization – hours7.38.6(15.1)
Average stage length – miles1,2251,336(8.3)
Total revenue per ASM (TRASM)(2) - cents
13.9210.6630.6
Cost per ASM (CASM) - cents12.2510.6215.3
Adjusted CASM - cents7.106.2114.3
Fuel gallons - thousands21,07320,2454.1
Fuel cost per gallon$3.45$3.207.8
Employees at end of period2,6342,31613.7
1 – Scheduled service TRASM = scheduled service revenue + ancillary revenue + other revenue / scheduled service ASMs
2 – Total system TRASM = total revenue – cargo revenue / system ASMs

Page 7



SUMMARY BALANCE SHEET
(Dollars in millions)
(amounts may not recalculate due to rounding)
March 31, 2023December 31, 2022% Change
(Unaudited)
Cash & Cash Equivalents$71.6 $92.1 (22.3)
Other Current Assets254.4 253.40.4 
Total Current Assets326.0 345.5 (5.6)
Total Property & Equipment, net868.3 785.7 10.5 
Other387.5 393.3 (1.5)
Total Assets1,581.7 1,524.4 3.8 
Air Traffic Liabilities141.6 158.0 (10.4)
Current Finance Lease Obligations18.5 18.0 2.9 
Current Operating Lease Obligations6.6 6.3 4.5 
Current Maturities of Long-Term Debt, net66.2 57.5 15.0 
Income Tax Receivable Agreement Liability8.2 2.3 261.3 
Other Current Liabilities125.3 135.0 (7.2)
Total Current Liabilities366.4 377.1 (2.9)
Finance Lease Obligations228.5 233.3 (2.1)
Operating Lease Obligations19.5 19.8 (1.6)
Long-Term Debt, net346.1 294.7 17.4 
Income Tax Receivable Agreement Liability92.9 101.5 (8.6)
Other7.4 5.2 42.2 
Total Liabilities1,060.7 1,031.7 2.8 
Total Stockholders Equity$521.0 $492.7 5.7 

Page 8


SUMMARY CASH FLOW
(Dollars in millions)
(Unaudited - amounts may not recalculate due to rounding)
Three Months Ended March 31,
20232022% Change
Net Cash Provided by Operating Activities$47.9$18.2162.8
Purchases of Property & Equipment(105.0)(49.7)111.3
Other, net9.70.1NM
Net Cash Used in Investing Activities(95.2)(49.6)91.9
Common Stock Repurchases(14.8)NM
Proceeds from Borrowing71.378.0(8.6)
Repayment of Finance Lease Obligations(4.3)(4.5)(4.2)
Repayment of Borrowings(10.1)(77.9)(87.0)
Other, net(3.3)(1.5)123.8
Net Cash Provided by (Used In) Financing Activities38.8(5.9)(759.7)
Net Decrease in Cash(8.6)(37.3)(77.0)
Cash, Cash Equivalents and Restricted Cash – Beginning of the Period102.9317.8(67.6)
Cash, Cash Equivalents and Restricted Cash –
End of the Period
$94.4$280.5(66.4)
“NM” stands for not meaningful
NON-GAAP FINANCIAL MEASURES
Adjusted Operating Income, Adjusted Operating Income Margin, Adjusted Income Before Income Tax, Adjusted Pre-tax Margin, Adjusted Net Income, Adjusted Net Income per Share, Adjusted EBITDA and Adjusted EBITDA Margin
Adjusted Operating Income, Adjusted Operating Income Margin, Adjusted Income Before Income Tax, Adjusted Pre-tax Margin, Adjusted Net Income, Adjusted Net Income per share, Adjusted EBITDA and Adjusted EBITDA Margin are non-GAAP measures included as supplemental disclosure because we believe they are useful indicators of our operating performance. Derivations of Operating Income and Net Income are well recognized performance measurements in the airline industry that are frequently used by our management, as well as by investors, securities analysts and other interested parties in comparing the operating performance of companies in our industry.
The measures described above have limitations as analytical tools. Some of the limitations applicable to these measures include: they do not reflect the impact of certain cash and non-cash charges resulting from matters we consider not to be indicative of our ongoing operations; and other companies in our industry may calculate these non-GAAP measures differently than we do, limiting each measure’s usefulness as a comparative measure. Because of these limitations, the following non-GAAP measures should not be considered in isolation or as a substitute for performance measures calculated in accordance with GAAP and may not be the same as or comparable to similarly titled measures presented by other companies due to the possible differences in the method of calculation and in the items being adjusted.
For the aforementioned reasons, Adjusted Operating Income, Adjusted Operating Income Margin, Adjusted Income Before Income Tax, Adjusted Pre-tax Margin, Adjusted Net Income, Adjusted Net Income per Share,
Page 9


Adjusted EBITDA and Adjusted EBITDA Margin have significant limitations which affect their use as indicators of our profitability. Accordingly, readers are cautioned not to place undue reliance on this information.

Reconciliation of GAAP Operating Income to Adjusted Operating Income
Dollars in millions – Unaudited - amounts may not recalculate due to rounding
The following table presents the reconciliation of GAAP operating income to adjusted operating income.
Three Months Ended March 31,
20232022
Operating Revenue$294.1 $226.5 
Operating Income55.8 21.8 
Stock Compensation Expense2.7 0.9 
Adjusted Operating Income$58.5 $22.8 
Operating Income Margin19.0 %9.6 %
Adjusted Operating Income Margin19.9 %10.0 %


Reconciliation of GAAP Income Before Income Tax to Adjusted Income Before Income Tax
Dollars in millions – Unaudited - amounts may not recalculate due to rounding
The following table presents the reconciliation of GAAP income before income tax to adjusted income before income tax.
Three Months Ended March 31,
20232022
Net Income$38.3 $3.6 
Add: Provision for Income Tax Expense11.4 2.8 
Income Before Income Tax, as reported49.7 6.4 
Pre-tax margin16.9 %2.8 %
Stock Compensation Expense2.7 0.9 
Tax Receivable Agreement adjustment (1)
(0.4)6.8 
Loss on refinancing credit facility— 1.6 
Secondary offering costs0.5 — 
Adjusted Income Before Income Tax$52.5 $15.7 
Adjusted Pre-tax margin17.9 %6.9 %
(1)
This represents the adjustment to the TRA for the period, which is recorded in Non-Operating Income (Expense)

Page 10


Reconciliation of GAAP Net Income and Earnings per Share to Adjusted Net Income and Adjusted Earnings per Share
Dollars and shares in millions, except for per share – Unaudited - amounts may not recalculate due to rounding
The following table presents the reconciliation of GAAP net income and earnings per share to adjusted net income and adjusted earnings per share.
Three Months Ended March 31,
20232022
DollarsPer Share - dilutedDollarsPer Share - diluted
Net Income$38.3 $0.64 $3.6 $0.06 
Stock Compensation Expense2.7 0.05 0.9 0.01 
Tax Receivable Agreement adjustment (1)
(0.4)(0.01)6.8 0.11 
Loss on refinancing credit facility— — 1.6 0.03 
Secondary offering costs0.5 0.01 — — 
Income tax effect of adjusting items, net (2)
(0.7)(0.01)(0.6)(0.01)
Adjusted Net Income$40.4 $0.68 $12.3 $0.20 
Diluted share count59.5 61.7 
(1)
This represents the adjustment to the TRA for the period, which is recorded in Non-Operating Income (Expense)
(2)
The tax effect of adjusting items, net is calculated at the Company’s statutory rate for the application period
Reconciliation of GAAP Net Income to Adjusted EBITDA
Dollars in millions – Unaudited - amounts may not recalculate due to rounding
The following tables present the reconciliation of net income to adjusted EBITDA for the periods presented below.
Three Months Ended March 31,
20232022
Net Income$38.3 $3.6 
Interest Income(2.7)— 
Interest Expense8.6 8.6 
Stock Compensation Expense2.7 0.9 
 Tax Receivable Agreement adjustment (1)
(0.4)6.8 
Secondary offering costs0.5 — 
Provision for Income Taxes11.4 2.8 
Depreciation and Amortization19.5 15.3 
Adjusted EBITDA$77.9 $38.0 
Adjusted EBITDA margin26.5 %16.8 %
(1)
This represents the adjustment to the TRA for the period, which is recorded in Non-Operating Income (Expense)
Page 11


Adjusted CASM
Adjusted CASM is a non-GAAP measure derived from CASM by excluding fuel costs, costs related to our cargo operations, stock based compensation, certain commissions and other costs of selling our vacations product from this measure as these costs are unrelated to our airline operations and improve comparability to our peers. Adjusted CASM is an important measure used by management and by our board of directors in assessing quarterly and annual cost performance. Adjusted CASM is also a measure commonly used by industry analysts and we believe it is an important metric by which they compare our airline to others in the industry, although other airlines may exclude certain other costs in their calculation of Adjusted CASM. The measure is also the subject of frequent questions from investors.

Adjusted CASM excludes fuel costs. By excluding volatile fuel expenses that are outside of our control from our unit metrics, we believe that we have better visibility into the results of operations and our non-fuel cost initiatives. Our industry is highly competitive and is characterized by high fixed costs, so even a small reduction in non-fuel operating costs can lead to a significant improvement in operating results. In addition, we believe that all domestic carriers are similarly impacted by changes in jet fuel costs over the long run, so it is important for management and investors to understand the impact and trends in company-specific cost drivers, such as labor rates, aircraft and maintenance costs, and productivity, which are more controllable by management.
We have excluded costs related to the cargo operations as these operations do not create ASMs. Adjusted CASM further excludes other adjustments, as defined in the relevant reporting period, that are not representative of the ongoing costs necessary to our airline operations and may improve comparability between periods. We also exclude stock compensation expense when computing Adjusted CASM. The Company’s compensation strategy includes the use of stock-based compensation to attract and retain employees and executives and is principally aimed at aligning their interests with those of our stockholders and at long-term employee retention, rather than to motivate or reward operational performance for any particular period. Thus, stock-based compensation expense varies for reasons that are generally unrelated to operational decisions and performance in any period.
As derivations of Adjusted CASM are not determined in accordance with GAAP, such measures are susceptible to varying calculations and not all companies calculate the measures in the same manner. As a result, derivations of Adjusted CASM as presented may not be directly comparable to similarly titled measures presented by other companies. Adjusted CASM should not be considered in isolation or as a replacement for CASM. For the aforementioned reasons, Adjusted CASM has significant limitations which affect its use as an indicator of our profitability. Accordingly, readers are cautioned not to place undue reliance on this information.

Reconciliation of CASM to Adjusted CASM
Amounts may not recalculate due to rounding, dollar amounts in millions

The following table presents the reconciliation of CASM to Adjusted CASM.
Three Months Ended March 31,
20232022
Operating Expenses
- mm
Per ASM (cents)
Operating Expenses
- mm
Per ASM (cents)
CASM$238.312.25$204.7 10.62 
Less:
Aircraft Fuel72.33.7264.5 3.35 
Stock Compensation Expense2.70.130.9 0.05 
Cargo expenses, not already adjusted above24.81.2819.1 0.99 
Sun Country Vacations0.40.020.4 0.02 
Adjusted CASM$138.17.10$119.7 6.21 
Available seat miles (ASMs) - mm1,945.01,928.1 
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