0001670076-24-000155 | 10-Q | XBRL Viewer | Frontier Group Holdings INC

Operating Leases

9 Months Ended

Sep. 30, 2024

Aircraft

As of September 30, 2024, the Company leased 153 aircraft with remaining terms ranging from 5 months to 12 years, all of which are under operating leases and are included within operating lease right-of-use assets and operating lease liabilities on the Company’s condensed consolidated balance sheets. In addition, as of September 30, 2024, the Company leased 30 spare engines which are all under operating leases, with the remaining term ranging from one month to 12 years. As of September 30, 2024, the lease rates for six of the engines depended on variable usage-based metrics and, as such, these leases were not recorded on the Company’s condensed consolidated balance sheets as operating lease right-of-use assets or as operating lease liabilities.

During the three and nine months ended September 30, 2024 and 2023, the Company completed sale-leaseback transactions with third-party lessors for 5, 17, 3 and 7 new Airbus A320neo family aircraft, respectively. The Company did not enter into any direct leases during the three and nine months ended September 30, 2024 and entered into five and ten direct leases for new Airbus A320neo family aircraft during the three and nine months ended September 30, 2023, respectively. Additionally, the Company completed sale-leaseback transactions for one and three engines during both the three and nine months ended September 30, 2024 and 2023, respectively. All of the leases from the sale-leaseback transactions are accounted for as operating leases. The Company recognized sale-leaseback gain transactions of $70 million, $218 million, $40 million and $97 million during the three and nine months ended September 30, 2024 and 2023, respectively, which are included as a component of other operating expenses within the Company’s condensed consolidated statements of operations.

Aircraft Rent Expense and Maintenance Obligations

During the three and nine months ended September 30, 2024 and 2023, aircraft rent expense was $177 million, $483 million, $150 million and $429 million, respectively. Aircraft rent expense includes supplemental rent, which is made up of maintenance-related reserves and probable lease return condition obligations. Supplemental rent expense (benefit) for maintenance-related reserves was less than $1 million, $(7) million, less than $1 million and $(2) million for the three and nine months ended September 30, 2024 and 2023. The portion of supplemental rent expense related to probable lease return condition obligations was $14 million, $28 million, $13 million and $37 million for the three and nine months ended September 30, 2024 and 2023, respectively. As of September 30, 2024 and December 31, 2023, the Company’s total leased aircraft return cost liability was $39 million and $26 million, respectively, which are reflected in other current liabilities and other long-term liabilities on the Company’s condensed consolidated balance sheets.

During the nine months ended September 30, 2024, the Company reached an agreement with one of its aircraft lessors which eliminated requirements to pay maintenance reserves held as collateral in advance of the Company’s required performance of major maintenance activities on its aircraft leases. As a result of the agreement, the lessor disbursed back to the Company previously paid aircraft maintenance deposits of approximately $104 million, resulting in the Company no longer having any aircraft maintenance deposits with any of its lessors as of September 30, 2024.

During the nine months ended September 30, 2024, the Company extended the term for certain aircraft operating leases that were slated to expire between 2025 and 2027. For the nine months ended September 30, 2024, the Company recorded a benefit of $14 million to aircraft rent in the Company’s condensed consolidated statements of operations related to previously accrued lease return costs that were variable in nature and associated with the anticipated utilization and condition of the airframes and engines at the original return date. Given the extension of these aircraft operating leases, such variable return costs are no longer probable of occurring.

During the nine months ended September 30, 2023, the Company extended the term for certain aircraft operating leases that were slated to expire in the fourth quarter of 2023. For the nine months ended September 30, 2023, the Company recorded an $18 million benefit to aircraft rent in the Company’s condensed consolidated statement of operations related to previously accrued lease return costs that were variable in nature and associated with the anticipated utilization and condition of the airframes and engines at the original return date. Given the extension of these aircraft operating leases, such variable return costs are no longer probable of occurring.

Airport Facilities

The Company’s facility leases are primarily for space at approximately 100 airports, primarily in the United States. These leases are classified as operating leases and reflect the use of airport terminals, ticket counters, office space and maintenance facilities. Generally, this space is leased from government agencies that control the use of the airport. The majority of these leases are short-term in nature and renew on an evergreen basis. For these leases, the contractual term is used as the lease term. As of September 30, 2024, the remaining lease terms vary from one

month to 10 years. At the majority of the U.S. airports, the lease rates depend on airport operating costs or use of the facilities and are reset at least annually, and because of the variable nature of the rates, these leases are not recorded on the Company’s condensed consolidated balance sheets as right-of-use assets and lease liabilities.

Other Ground Property and Equipment

The Company leases certain other assets such as flight training equipment, building space, and various other equipment. Certain of the Company’s leases for other assets are deemed to contain fixed rental payments and, as such, are classified as operating leases and are recorded on the Company’s condensed consolidated balance sheets as a right-of-use asset and liability. The remaining lease terms ranged from one month to seven years as of September 30, 2024.

Lease Costs

The table below presents certain information related to lease costs for operating leases during the three and nine months ended September 30, 2024 and 2023 (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Operating lease cost(a)	$	167	$	138	$	469	$	396
Variable lease cost(a)	100		85		273		229
Total lease costs	$	267	$	223	$	742	$	625

_________________

(a) Expenses are included within aircraft rent, station operations, maintenance, materials and repairs and other operating within the Company’s condensed consolidated statements of operations.

During the three and nine months ended September 30, 2024 and 2023, the Company acquired, through new or modified operating leases, operating lease assets totaling $232 million, $1,058 million, $283 million and $621 million, respectively, which are included in operating lease right-of-use assets on the Company’s condensed consolidated balance sheets. During the three and nine months ended September 30, 2024 and 2023, the Company paid cash of $156 million, $458 million, $137 million and $394 million, respectively, for amounts included in the measurement of lease liabilities.

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	The condensed consolidated financial statements have been prepared in accordance with the generally accepted accounting principles in the United States (“GAAP”)
Basis of Presentation	The condensed consolidated financial statements have been prepared in accordance with the generally accepted accounting principles in the United States (“GAAP”) and include the accounts of Frontier Group Holdings, Inc. (“FGHI” or the “Company”) and its wholly-owned direct and indirect subsidiaries, including Frontier Airlines Holdings, Inc. (“FAH”) and Frontier Airlines, Inc. (“Frontier”). All wholly-owned subsidiaries are consolidated, with all intercompany transactions and balances being eliminated.
Use of Estimates	The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and accompanying notes. Actual results could differ from those estimates.
Frequent Flyer Program	The Company’s FRONTIER Miles program provides frequent flyer travel awards to program members based on accumulated miles. Miles are generally accumulated as a result of travel, purchases using the co-branded credit card and purchases from other participating partners. The Company defers revenue for miles earned by passengers under its FRONTIER Miles program based on the equivalent ticket value a passenger receives by redeeming miles for a ticket rather than paying cash. The Company has a credit card affinity agreement, as amended from time to time, with its credit card partner, Barclays Bank Delaware (“Barclays”), through 2029, which provides for joint marketing, grants certain benefits to co-branded credit cardholders (“Cardholders”) and allows Barclays to market using the Company’s customer database. Cardholders earn miles under the FRONTIER Miles program and the Company sells miles at agreed-upon rates to Barclays and earns fees from Barclays for the acquisition, retention and use of the co-branded credit card by consumers.
Fair Value Measurement	Fair value is defined 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 Company utilizes several valuation techniques in order to assess the fair value of its financial assets and liabilities. Cash, Cash Equivalents and Restricted Cash Cash, cash equivalents and restricted cash are comprised of liquid money market funds, time deposits and cash, and are categorized as Level 1 instruments. The Company maintains cash with various high-quality financial institutions and holds restricted cash to secure medical claims paid. Cash, cash equivalents and restricted cash are carried at cost, which management believes approximates fair value. As of September 30, 2024 and December 31, 2023, the Company had less than $1 million of restricted cash. Debt The estimated fair value of the Company’s debt agreements has been determined to be Level 3 measurement, as certain inputs used to determine the fair value of these agreements are unobservable. The Company utilizes a discounted cash flow method to estimate the fair value of the Level 3 debt.

Commitments and Contingencies - Aircraft and Engine Orders (Details)	9 Months Ended
	Sep. 30, 2024 engine aircraft
Total Aircraft
Long-term Purchase Commitment [Line Items]
Remainder of 2024	6
2025	21
2026	22
2027	34
2028	34
Thereafter	76
Total	193
Engines
Long-term Purchase Commitment [Line Items]
Remainder of 2024 \| engine	0
2025 \| engine	4
2026 \| engine	4
2027 \| engine	3
2028 \| engine	2
Thereafter \| engine	0
Total \| engine	13
A320neo \| Total Aircraft
Long-term Purchase Commitment [Line Items]
Remainder of 2024	0
2025	8
2026	7
2027	8
2028	4
Thereafter	0
Total	27
A321neo \| Total Aircraft
Long-term Purchase Commitment [Line Items]
Remainder of 2024	6
2025	13
2026	15
2027	26
2028	30
Thereafter	76
Total	166

Fair Value Measurements - Narrative (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Fair Value Disclosures [Abstract]
Restricted cash (less than)	$ 1	$ 1

Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Statement of Comprehensive Income [Abstract]
Unrealized losses from cash flow hedges net of adjustment for de-designation of fuel hedges, tax benefit/(expense)	$ 1	$ (1)	$ (1)	$ (1)

Related Parties	9 Months Ended
Related Parties	Sep. 30, 2024
Related Party Transactions [Abstract]
Related Parties	Related Parties Management Services Indigo Partners LLC (“Indigo Partners”) managed an investment fund, Indigo Frontier Holdings Company, LLC (“Indigo Frontier”), that was the controlling stockholder of the Company until April 2024, when Indigo Frontier distributed all of its shares held to its members on a pro rata basis, in-kind and without consideration. Certain affiliates of Indigo Partners continue to be substantial stockholders of the Company. Indigo Partners continues to provide management services to the Company, for which the Company is assessed a quarterly fee. The Company recorded less than $1 million for each of the three months ended September 30, 2024 and 2023 and $1 million for each of the nine months ended September 30, 2024 and 2023 for these fees, which are included as other operating expenses within the Company’s condensed consolidated statements of operations. Codeshare Arrangement The Company entered into a codeshare agreement with Controladora Vuela Compañía de Aviación, S.A.B. de C.V. (an airline based in Mexico doing business as “Volaris”) during 2018. Two of the Company’s directors are members of the board of directors of Volaris and one is an honorary director. In August 2018, the Company and Volaris began operating scheduled codeshare flights. Each party bears its own costs and expenses of performance under the codeshare agreement. The codeshare agreement is subject to automatic renewals and may be terminated by either party at any time upon the satisfaction of certain conditions.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-2

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-6

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(g)(3))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(c))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(e))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
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-URI https://asc.fasb.org/850/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
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-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-6

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-1

+ Details

Commitments and Contingencies - Additional Information (Details) $ in Millions	1 Months Ended	3 Months Ended	9 Months Ended
	Oct. 29, 2024 USD ($)	Sep. 30, 2024 USD ($) employeeGroup	Sep. 30, 2024 USD ($) engine aircraft employeeGroup	Dec. 31, 2023 USD ($)
Long-term Purchase Commitment [Line Items]
Costs capitalized		$ 91	$ 91	$ 78
Litigation settlement, amount awarded from other party		40
Litigation settlement, gain		40
Accounts receivable, net		147	147	93
Legal settlements receivable		$ 40	$ 40
Number of union-represented employee groups \| employeeGroup		7	7
Amount of employees represented by unions			87.00%
Accrued liabilities for health care claims		$ 6	$ 6	$ 5
Subsequent Event
Long-term Purchase Commitment [Line Items]
Proceeds from legal settlements	$ 40
Engines
Long-term Purchase Commitment [Line Items]
Number of aircraft agreed to purchase \| engine			13
Total Aircraft
Long-term Purchase Commitment [Line Items]
Number of aircraft agreed to purchase \| aircraft			193
Total Aircraft \| A320neo
Long-term Purchase Commitment [Line Items]
Number of aircraft agreed to purchase \| aircraft			27
Total Aircraft \| A321neo
Long-term Purchase Commitment [Line Items]
Number of aircraft agreed to purchase \| aircraft			166

Summary of Significant Accounting Policies (Details)	9 Months Ended
Summary of Significant Accounting Policies (Details)	Sep. 30, 2024 airport segment
Accounting Policies [Abstract]
Number of airports served \| airport	100
Number of reportable segments \| segment	1

Earnings (Loss) per Share

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Earnings (Loss) per Share

Basic and diluted earnings (loss) per share are computed pursuant to the two-class method. Under the two-class method, the Company attributes net income to common stock and other participating rights (including those with vested share-based awards). Basic earnings per share is calculated by taking net income, less earnings allocated to participating rights, divided by the basic weighted-average common stock outstanding. Loss per share is calculated by taking net loss divided by basic weighted-average common stock outstanding as participating rights do not share in losses. In accordance with the two-class method, diluted earnings per share is calculated using the more dilutive impact of the treasury-stock method or from reducing net income for the earnings allocated to participating rights.

The following table sets forth the computation of earnings (loss) per share on a basic and diluted basis pursuant to the two-class method for the periods indicated (in millions, except for share and per share data):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Basic:
Net income (loss)	$	26	$	(32)	$	31	$	26
Less: net income attributable to participating rights	—		—		—		—
Net income (loss) attributable to common stockholders	$	26	$	(32)	$	31	$	26
Weighted-average common shares outstanding, basic	224,484,159		220,837,983		224,044,697		219,483,736
Earnings (loss) per share, basic	$	0.11	$	(0.14)	$	0.14	$	0.12
Diluted:
Net income (loss)	$	26	$	(32)	$	31	$	26
Less: net income attributable to participating rights	—		—		—		—
Net income (loss) attributable to common stockholders	$	26	$	(32)	$	31	$	26
Weighted-average common shares outstanding, basic	224,484,159		220,837,983		224,044,697		219,483,736
Effect of dilutive potential common shares	1,232,093		—		2,071,009		1,155,147
Weighted-average common shares outstanding, diluted	225,716,252		220,837,983		226,115,706		220,638,883
Earnings (loss) per share, diluted	$	0.11	$	(0.14)	$	0.14	$	0.12

Approximately 7,729,362 and 5,229,528 shares were excluded from the computation of diluted weighted-average shares for the three and nine months ended September 30, 2024, respectively, due to anti-dilutive effects. Approximately 2,128,892 shares were excluded from the computation of diluted weighted-average shares for the nine months ended September 30, 2023. Due to the net loss incurred during the three months ended September 30, 2023, diluted weighted-average shares outstanding are equal to basic weighted-average shares outstanding because the effect of all equity awards is anti-dilutive.

Financial Derivative Instruments and Risk Management - Net of Tax Impact of the Overall Effectiveness of Derivative Instruments Designated as Cash Flow Hedging Instruments (Details) - USD ($) $ in Millions	3 Months Ended				9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Derivatives designated as cash flow hedges
Unrealized loss from cash flows hedges, net of tax		$ 4	$ 2	$ (7)
Total	$ 0	4			$ 0	$ 0
Interest Rate Swap
Derivatives designated as cash flow hedges
Amortization of cash flow hedges, net of tax	0	0			0	(1)
Unrealized loss from cash flows hedges, net of tax	$ 0	$ 4			$ 0	$ (1)

Debt

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Debt

The Company’s debt obligations are as follows (in millions):


	September 30, 2024		December 31, 2023
Secured debt:
Pre-delivery credit facilities(a)	$	296	$	312
Building notes(b)	12		16
Revolving loan facility(c)	—		—
Unsecured debt:
Affinity card advance purchase of miles(d)	100		80
PSP promissory notes(e)	66		66
Total debt	474		474
Less: current maturities of long-term debt, net	(190)		(251)
Less: total debt acquisition costs and other discounts, net	(5)		(4)
Long-term debt, net	$	279	$	219

__________________

(a)The Company has multiple pre-delivery credit facilities which consists of the PDP Financing Facility, the Second PDP Financing Facility and the Third PDP Financing Facility (all as defined below) for the financing of pre-delivery deposit payments (“PDPs”) for its A320neo

family aircraft purchase agreement (together, the “Pre-delivery Credit Facilities”). Each of the Pre-delivery Credit Facilities is collateralized by the Company’s purchase agreement for the associated A320neo family aircraft deliveries through the term of the respective facilities. Total commitments (drawn or undrawn) under the Pre-delivery Credit Facilities are $478 million. See Note 9 for the Company’s commitment schedule regarding its A320neo family orderbook.

The Company, through an affiliate, entered into a PDP facility in December 2014 (as amended from time to time, the “PDP Financing Facility”) for the financing of certain aircraft PDPs. In September 2024, the PDP Financing Facility was amended and the total available capacity of the PDP Financing Facility was reduced from $365 million to $135 million. The facility consists of separate loans for each PDP aircraft. Interest is paid every 90 days based on the Secured Overnight Financing Rate (“SOFR”) plus a margin for each separate loan. Each separate loan matures upon the earlier of (i) delivery of that aircraft to the Company by Airbus, (ii) the date one month following the last day of the scheduled delivery month of such aircraft and (iii) if there is a delay in delivery of aircraft, depending on the cause of the delivery delay, up to six months following the last day of the scheduled delivery month of such aircraft. The PDP Financing Facility will be repaid periodically according to the preceding sentence, with the facility maturing in December 2026.

In September 2024, the Company, through an affiliate, entered into a PDP facility (the “Second PDP Financing Facility”) with a lender not otherwise party to the PDP Financing Facility or Third PDP Financing Facility in connection with the financing of PDPs for certain aircraft deliveries not associated with either the PDP Financing Facility or the Third PDP Financing Facility. Interest is paid quarterly based on SOFR plus an applicable margin. Additionally, the Second PDP Financing Facility requires a commitment fee based on the level of the outstanding loan amounts compared to the committed amount. The Second PDP Financing Facility will be repaid when the facility matures in September 2027.

In September 2024, the Company entered into a PDP facility (the “Third PDP Financing Facility”) with a lender not otherwise party to the PDP Financing Facility or Second PDP Financing Facility in connection with the financing of PDPs for certain aircraft deliveries not associated with either the PDP Financing Facility or the Second PDP Financing Facility. The Third PDP Financing Facility requires commitment fees to be paid, on a quarterly basis, on each individual aircraft delivery once PDP funding begins, based on the reference amount for that aircraft at a fixed annual rate of the two-year U.S. Treasury Rate plus an applicable margin. The facility consists of separate loans for each PDP aircraft. Each separate loan matures upon the delivery of that aircraft to the Company. The Third PDP Financing Facility will be repaid periodically as covered aircraft are delivered, with the facility maturing in August 2026.

(b)Represents notes with a commercial bank related to the Company’s headquarters. In June 2024, the Company’s previous note related to its headquarters reached maturity and a final payment of $16 million was made to cover all unpaid principal, accrued unpaid interest and other amounts due. Subsequent to this final payment, the Company entered into a $6 million note with a different commercial bank maturing in June 2031 and then entered into a second agreement in September 2024 with the same lender to fund an additional $6 million bringing the total indebtedness to $12 million, with the second $6 million note maturing in September 2031. The Company is required to make regular monthly payments on principal and unpaid interest. Interest on the new notes will accrue on the unpaid principal balance at a fixed annual rate of the seven-year U.S. Treasury Rate plus an applicable margin. On the maturity date, one final balloon payment will be made to cover all unpaid principal, accrued unpaid interest and any other amounts due.

(c)In September 2024, the Company entered into a revolving line of credit available for general corporate purposes (the “Revolving Loan Facility”). The Revolving Loan Facility was undrawn at closing and provided $205 million of commitments secured by the Company’s loyalty programs and brand-related assets. The Revolving Loan Facility will bear interest at a rate of SOFR plus an applicable margin, payable in quarterly installments, on any outstanding balance as well as a quarterly commitment fee at an applicable margin on the undrawn amounts. The Revolving Loan Facility matures in September 2027.

(d)The Company entered into an agreement with Barclays in 2003 which, as amended, provides for joint marketing, grants certain benefits to Cardholders and allows Barclays to market using the Company’s customer database, through 2029. Cardholders earn miles under the FRONTIER Miles program and the Company sells miles at agreed-upon rates to Barclays and earns fees from Barclays for the acquisition, retention and use of the co-branded credit card by Cardholders. In addition, Barclays will pre-purchase miles if the Company so requests and meets certain conditions precedent. The pre-purchased miles facility amount available to the Company is to be reset on January 15 of each calendar year through, and including, January 15, 2028, based on the aggregate amount of fees payable by Barclays to the Company on a calendar year basis and subject to certain other conditions, up to an aggregate maximum facility amount of $200 million. The Company pays interest on a monthly basis, which is based on a one-month Effective Federal Funds Rate (“EFFR”) plus a margin. Beginning December 2028, the facility is scheduled to be repaid in 12 equal monthly installments.

(e)As a result of the Company’s participation in the payroll support programs offered by the U.S. Department of the Treasury (the “Treasury”), the Company obtained a series of 10-year, low-interest loans from the Treasury (collectively, the “PSP Promissory Notes”) that are due between 2030 and 2031. The PSP Promissory Notes include an annual interest rate of 1.00% for the first five years and the SOFR plus 2.00% in the final five years, with bi-annual interest payments. The loans can be prepaid at par at any time without incurring a penalty.

In connection with the term loan facility entered into with the Treasury on September 28, 2020, which was repaid in full on February 2, 2022, and the PSP Promissory Notes, the Company issued warrants to purchase 3,117,940 shares of FGHI common stock at a weighted-average price of $6.95 per share. These warrants will expire between May 2025 and June 2026. No warrants have been exercised as of September 30, 2024.

As of September 30, 2024, the Company had no outstanding borrowing under the Revolving Loan Facility as the entirety of the $205 million was undrawn.

Cash payments for interest related to debt were $25 million and $20 million for the nine months ended September 30, 2024 and 2023, respectively.

The Company has caused standby letters of credit and surety bonds to be issued to various airport authorities and vendors that are collateralized by a portion of the Company’s property and equipment and, as of September 30, 2024 and December 31, 2023, the Company did not have any outstanding letters of credit that were drawn upon.

As of September 30, 2024, future maturities of debt are payable as follows (in millions):


	Total
Remainder of 2024	$	64
2025	208
2026	24
2027	—
2028	9
Thereafter	169
Total debt principal payments	$	474

The Company continues to monitor covenant compliance with various parties, including, but not limited to, its lenders and credit card processors, and as of September 30, 2024, the Company was in compliance with all of its covenants.

- 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://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (b)
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+ Details

Stock-Based Compensation - Stockholders' Equity (Details) - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock authorized for issuance (in shares)	750,000,000	750,000,000
Preferred stock authorized for issuance (in shares)	10,000,000	10,000,000
Common stock, stated par (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Nonvoting Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock authorized for issuance (in shares)	150,000,000	150,000,000
Common stock, stated par (in dollars per share)	$ 0.001	$ 0.001

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

Operating Leases (Tables)

9 Months Ended

Sep. 30, 2024

Leases [Abstract]

Schedule of Lease Costs

The table below presents certain information related to lease costs for operating leases during the three and nine months ended September 30, 2024 and 2023 (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Operating lease cost(a)	$	167	$	138	$	469	$	396
Variable lease cost(a)	100		85		273		229
Total lease costs	$	267	$	223	$	742	$	625

_________________

(a) Expenses are included within aircraft rent, station operations, maintenance, materials and repairs and other operating within the Company’s condensed consolidated statements of operations.

Financial Derivative Instruments and Risk Management (Tables)

9 Months Ended

Sep. 30, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Reclassification out of Accumulated Other Comprehensive Income

The following table summarizes the effect of interest rate derivative instruments reflected in rent expense within the Company’s condensed consolidated statements of operations (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Derivatives designated as cash flow hedges
Amortization of cash flow hedge gains (losses), net of tax	$	—	$	—	$	—	$	(1)

Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss)

The following table presents the net of tax impact of the overall effectiveness of derivative instruments designated as cash flow hedging instruments within the Company’s condensed consolidated statements of comprehensive income (loss) (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Derivatives designated as cash flow hedges
Amortization of cash flow hedges, net of tax	$	—	$	—	$	—	$	1
Interest rate derivative contract gains (losses), net of tax	—		4		—		(1)
Total	$	—	$	4	$	—	$	—

Summary of Significant Accounting Policies	9 Months Ended
Summary of Significant Accounting Policies	Sep. 30, 2024
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Basis of Presentation The condensed consolidated financial statements have been prepared in accordance with the generally accepted accounting principles in the United States (“GAAP”) and include the accounts of Frontier Group Holdings, Inc. (“FGHI” or the “Company”) and its wholly-owned direct and indirect subsidiaries, including Frontier Airlines Holdings, Inc. (“FAH”) and Frontier Airlines, Inc. (“Frontier”). All wholly-owned subsidiaries are consolidated, with all intercompany transactions and balances being eliminated. The Company is an ultra low-cost, low-fare airline headquartered in Denver, Colorado that offers flights throughout the United States and to select international destinations in the Americas, serving approximately 100 airports. The Company is managed as a single business unit that provides air transportation for passengers. Management has concluded there is only one reportable segment. The accompanying condensed consolidated financial statements include the accounts of the Company and reflect all normal recurring adjustments which management believes are necessary to fairly present the financial position, results of operations and cash flows of the Company for the respective periods presented. Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for Form 10-Q. These unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements of the Company and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, which was filed with the SEC on February 20, 2024 (the “2023 Annual Report”). The interim results reflected in the unaudited condensed consolidated financial statements are not necessarily indicative of the results that may be expected for other interim periods or for the full year. The air transportation business is subject to significant seasonal fluctuations and is volatile and highly affected by economic cycles and trends. Reclassifications A reclassification of previously reported amounts has been made to conform to the current year’s presentation in the Company’s condensed consolidated statements of operations. The reclassification relates to the removal of transaction and merger-related costs and the reclassification of these costs into other operating expenses. This reclassification did not impact previously reported amounts on the Company’s condensed consolidated balance sheets, condensed consolidated statements of comprehensive income (loss), condensed consolidated statements of cash flows or condensed consolidated statements of stockholders’ equity. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and accompanying notes. Actual results could differ from those estimates.

Debt - Additional Information (Details) - USD ($)	9 Months Ended
Debt - Additional Information (Details) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Debt Instrument [Line Items]
Long-term debt, gross	$ 474,000,000		$ 474,000,000
Interest paid	25,000,000	$ 20,000,000
Secured Debt \| Revolving Credit Facility
Debt Instrument [Line Items]
Long-term debt, gross	0		0
Term loan amount	205,000,000
Line of Credit
Debt Instrument [Line Items]
Letters of credit outstanding, amount	$ 0		$ 0

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1D

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1E

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1E

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1E

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1F
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1F

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1F
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1F

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1F
-Subparagraph (b)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1F

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1F
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1F

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1I

Reference 26: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 835
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-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482925/835-30-45-2

Reference 27: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 835
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482900/835-30-50-1

+ Details

Fair Value Measurements - Carrying Amounts and Estimated Fair Values of the Company’s Debt (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Carrying Value
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt, fair value	$ 474	$ 474
Estimated Fair Value
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt, fair value	464	465
Pre-delivery credit facilities \| Carrying Value \| Secured Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt, fair value	296	312
Pre-delivery credit facilities \| Estimated Fair Value \| Secured Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt, fair value	299	316
Building notes \| Carrying Value \| Secured Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt, fair value	12	16
Building notes \| Estimated Fair Value \| Secured Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt, fair value	12	16
Affinity card advance purchase of miles \| Carrying Value \| Unsecured Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt, fair value	100	80
Affinity card advance purchase of miles \| Estimated Fair Value \| Unsecured Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt, fair value	94	76
PSP promissory notes \| Carrying Value \| Unsecured Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt, fair value	66	66
PSP promissory notes \| Estimated Fair Value \| Unsecured Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt, fair value	$ 59	$ 57

Revenue Recognition - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Revenue from Contract with Customer [Abstract]
Air traffic liability balance	$ 294		$ 294		$ 259
Air traffic liability recognized as passenger revenue			92.00%
Unearned travel club revenue	(40)		$ (40)		$ (60)
Passenger revenue recognized	$ 7	$ 16	$ 25	$ 36

Other Current Liabilities (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Other Liabilities Disclosure [Abstract]
Passenger and other taxes and fees payable	$ 143	$ 125
Salaries, wages and benefits	107	107
Station obligations	71	69
Aircraft maintenance	63	76
Leased aircraft return costs	24	1
Fuel liabilities	19	35
Other current liabilities	43	48
Total other current liabilities	$ 470	$ 461

Other Current Liabilities (Tables)

9 Months Ended

Sep. 30, 2024

Other Liabilities Disclosure [Abstract]

Schedule of Other Current Liabilities

Other current liabilities consist of the following (in millions):


	September 30, 2024		December 31, 2023
Passenger and other taxes and fees payable	$	143	$	125
Salaries, wages and benefits	107		107
Station obligations	71		69
Aircraft maintenance	63		76
Leased aircraft return costs	24		1
Fuel liabilities	19		35
Other current liabilities	43		48
Total other current liabilities	$	470	$	461

Financial Derivative Instruments and Risk Management

9 Months Ended

Sep. 30, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Financial Derivative Instruments and Risk Management

The Company may be exposed to interest rate risk through aircraft and spare engine lease contracts for the time period between agreement of terms and commencement of the lease, when portions of rental payments can be adjusted and become fixed based on the swap rate. As part of its risk management program, from time to time the Company enters into contracts in order to limit the exposure to fluctuations in interest rates. During each of the three and nine months ended September 30, 2024 and 2023, the Company did not enter into any swaps and, therefore, paid no upfront premiums for options. As of September 30, 2024, the Company had no interest rate hedges outstanding.

Assets associated with the Company’s derivative instruments are presented on a gross basis and include upfront premiums paid. These assets are recorded as a component of other current assets on the Company’s condensed consolidated balance sheets. There were no assets outstanding as of September 30, 2024 and December 31, 2023, respectively.

The following table summarizes the effect of interest rate derivative instruments reflected in rent expense within the Company’s condensed consolidated statements of operations (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Derivatives designated as cash flow hedges
Amortization of cash flow hedge gains (losses), net of tax	$	—	$	—	$	—	$	(1)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Derivatives designated as cash flow hedges
Amortization of cash flow hedges, net of tax	$	—	$	—	$	—	$	1
Interest rate derivative contract gains (losses), net of tax	—		4		—		(1)
Total	$	—	$	4	$	—	$	—

As of September 30, 2024, $7 million was included in accumulated other comprehensive income (loss) related to interest rate hedging instruments that is expected to be reclassified into aircraft rent within the Company’s condensed consolidated statements of operations over the aircraft or engine lease term.

Commitments and Contingencies (Tables)

9 Months Ended

Sep. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

Long-term Purchase Commitment

As of September 30, 2024, the Company’s firm aircraft and engine purchase orders consisted of the following:


	A320neo	A321neo	Total Aircraft(a)	Engines
Year Ending
Remainder of 2024	—	6	6	—
2025	8	13	21	4
2026	7	15	22	4
2027	8	26	34	3
2028	4	30	34	2
Thereafter	—	76	76	—
Total	27	166	193	13

__________________

(a) While the schedule presented reflects the contractual delivery dates as of September 30, 2024, the Company has recently experienced delays in the deliveries of Airbus aircraft which may persist in future periods.

Contractual Obligation, Fiscal Year Maturity

As of September 30, 2024, purchase commitments for these aircraft and engines, including estimated amounts for contractual price escalations and PDPs, consisted of the following (in millions):


	Total
Year Ending
Remainder of 2024	$	360
2025	1,280
2026	1,329
2027	2,055
2028	2,111
Thereafter	4,808
Total	$	11,943

Multiemployer Plan

The table below sets forth the Company’s employee groups and status of the collective bargaining agreements as of September 30, 2024:

Percentage of Workforce

Employee Group

Representative

Amendable Date(a)

September 30, 2024

Pilots

Air Line Pilots Association (ALPA)

January 2024(b)

26%

Flight Attendants

Association of Flight Attendants (AFA-CWA)

May 2024(c)

52%

Aircraft Technicians

International Brotherhood of Teamsters (IBT)

May 2025

Aircraft Appearance Agents

IBT

October 2023(d)

Dispatchers

Transport Workers Union (TWU)

August 2028

Material Specialists

IBT

March 2022(d)

Maintenance Controllers

IBT

October 2023(d)

<1%

__________________

(a) Subject to standard early opener provisions.

(b) ALPA filed for mediation through the National Mediation Board in January 2024, and the parties are meeting regularly as part of the mediation process.

(c) In November 2023, AFA-CWA exercised their contractual right to open negotiations early. Negotiations are currently ongoing.

(d) The Company’s collective bargaining agreements with its aircraft appearance agents, material specialists, and maintenance controllers, each represented by IBT, were still amendable as of September 30, 2024, and pursuant to the Railway Labor Act the parties continue to be bound by the existing agreements as negotiations continue.

- Definition

Tabular disclosure of information about multiemployer plan.

+ References

+ Details

Operating Leases - Airport Facilities (Details)	9 Months Ended
Operating Leases - Airport Facilities (Details)	Sep. 30, 2024 airport
Lessee, Lease, Description [Line Items]
Number of airports served	100
Minimum \| Airport Facility
Lessee, Lease, Description [Line Items]
Remaining lease terms	1 month
Maximum \| Airport Facility
Lessee, Lease, Description [Line Items]
Remaining lease terms	10 years

Income Taxes (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
Income Taxes (Details) - USD ($) $ in Millions	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Effective tax rate for tax expense (benefit)	3.70%	(28.90%)	11.40%	0.00%
Deferred tax assets, valuation allowance	$ 29		$ 29
Valuation allowance, deferred tax asset, increase (decrease)	$ (6)		$ (8)

Pay vs Performance Disclosure - USD ($) $ in Millions	3 Months Ended						9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Millions	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net income	$ 26	$ 31	$ (26)	$ (32)	$ 71	$ (13)	$ 31	$ 26

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-6

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 805
-SubTopic 60
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476176/805-60-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (g)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478666/740-323-65-2

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
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-SubTopic 10
-Name Accounting Standards Codification
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-Paragraph 2
-Subparagraph (SX 210.5-03(20))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483621/220-10-S99-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482765/220-10-50-6

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 1
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-URI https://asc.fasb.org/1943274/2147480175/815-40-65-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147483443/250-10-50-8

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/exampleRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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Reference 20: http://www.xbrl.org/2003/role/disclosureRef
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Reference 21: http://www.xbrl.org/2003/role/disclosureRef
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Reference 23: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 27: http://www.xbrl.org/2003/role/disclosureRef
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Reference 32: http://www.xbrl.org/2003/role/disclosureRef
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Reference 33: http://www.xbrl.org/2003/role/disclosureRef
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Reference 35: http://www.xbrl.org/2003/role/disclosureRef
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-Section 45
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Reference 36: http://www.xbrl.org/2003/role/disclosureRef
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Reference 37: http://fasb.org/us-gaap/role/ref/legacyRef
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-URI https://asc.fasb.org/1943274/2147478524/942-220-S99-1

+ Details

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Common stock, stated par (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares issued (in shares)	224,518,145	222,998,790
Common stock outstanding (in shares)	224,518,145	222,998,790

Operating Leases - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Lessee, Lease, Description [Line Items]
Cash paid for amounts included in measurement of lease liabilities	$ 156	$ 137	$ 458	$ 394
Aircraft and Aircraft Engines
Lessee, Lease, Description [Line Items]
Acquired aircraft and engines through operating leases	$ 232	$ 283	$ 1,058	$ 621

Condensed Consolidated Statements of Operations - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Operating revenues:
Total operating revenues	$ 935	$ 883	$ 2,773	$ 2,698
Operating expenses:
Aircraft fuel	261	291	812	827
Salaries, wages and benefits	236	221	713	635
Aircraft rent	177	150	483	429
Station operations	164	133	464	381
Maintenance, materials and repairs	53	48	144	145
Sales and marketing	46	41	133	125
Depreciation and amortization	19	13	53	36
Other operating	(40)	40	(42)	120
Total operating expenses	916	937	2,760	2,698
Operating income (loss)	19	(54)	13	0
Other income (expense):
Interest expense	(10)	(8)	(27)	(21)
Capitalized interest	8	7	24	19
Interest income and other	10	10	25	28
Total other income (expense)	8	9	22	26
Income (loss) before income taxes	27	(45)	35	26
Income tax expense (benefit)	1	(13)	4	0
Net income (loss)	$ 26	$ (32)	$ 31	$ 26
Earnings (loss) per share:
Basic (in dollars per share)	$ 0.11	$ (0.14)	$ 0.14	$ 0.12
Diluted (in dollars per share)	$ 0.11	$ (0.14)	$ 0.14	$ 0.12
Passenger
Operating revenues:
Total operating revenues	$ 910	$ 862	$ 2,705	$ 2,637
Other
Operating revenues:
Total operating revenues	$ 25	$ 21	$ 68	$ 61

Operating Leases - Aircraft Rent Expense and Maintenance Obligations (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Lessee, Lease, Description [Line Items]
Aircraft rent expense (benefit)	$ 177	$ 150	$ 483	$ 429
Supplemental rent expense for maintenance-related reserves deemed non-recoverable	1	1	(7)	(2)
Supplemental rent expense related to probable lease return condition obligations	14	$ 13	28	37
Leased aircraft return cost liability	39		39		$ 26
Disbursement previously paid	$ 104		104
Aircraft
Lessee, Lease, Description [Line Items]
Aircraft rent expense (benefit)			$ (14)	$ (18)

Earnings (Loss) per Share (Tables)

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Schedule Of Earnings Per Share Basic And Diluted


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Basic:
Net income (loss)	$	26	$	(32)	$	31	$	26
Less: net income attributable to participating rights	—		—		—		—
Net income (loss) attributable to common stockholders	$	26	$	(32)	$	31	$	26
Weighted-average common shares outstanding, basic	224,484,159		220,837,983		224,044,697		219,483,736
Earnings (loss) per share, basic	$	0.11	$	(0.14)	$	0.14	$	0.12
Diluted:
Net income (loss)	$	26	$	(32)	$	31	$	26
Less: net income attributable to participating rights	—		—		—		—
Net income (loss) attributable to common stockholders	$	26	$	(32)	$	31	$	26
Weighted-average common shares outstanding, basic	224,484,159		220,837,983		224,044,697		219,483,736
Effect of dilutive potential common shares	1,232,093		—		2,071,009		1,155,147
Weighted-average common shares outstanding, diluted	225,716,252		220,837,983		226,115,706		220,638,883
Earnings (loss) per share, diluted	$	0.11	$	(0.14)	$	0.14	$	0.12

Related Parties (Details) $ in Millions	3 Months Ended		9 Months Ended
Related Parties (Details) $ in Millions	Sep. 30, 2024 USD ($) director	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) director	Sep. 30, 2023 USD ($)
Related Party Transaction [Line Items]
Number of chairman of related party board	1		1
Related Party
Related Party Transaction [Line Items]
Management fees, expense reimbursements, and director compensation (less than) \| $	$ 1	$ 1	$ 1	$ 1
Number of company directors	2		2

Revenue Recognition - Operating Revenues by Principal Geographic Region (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Disaggregation of Revenue [Line Items]
Total operating revenues	$ 935	$ 883	$ 2,773	$ 2,698
Domestic
Disaggregation of Revenue [Line Items]
Total operating revenues	890	818	2,596	2,476
Latin America
Disaggregation of Revenue [Line Items]
Total operating revenues	$ 45	$ 65	$ 177	$ 222

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

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-Section 50
-Paragraph 41
-Subparagraph (a)
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+ Details

Operating Leases - Lease Cost (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Leases [Abstract]
Operating lease cost	$ 167	$ 138	$ 469	$ 396
Variable lease cost	100	85	273	229
Total lease costs	$ 267	$ 223	$ 742	$ 625

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2024	Oct. 25, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
Document Transition Report	false
Entity File Number	001-40304
Entity Registrant Name	Frontier Group Holdings, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	46-3681866
Entity Address, Address Line One	4545 Airport Way
Entity Address, City or Town	Denver
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80239
City Area Code	720
Local Phone Number	374-4550
Title of 12(b) Security	Common Stock, $0.001 par value per share
Trading Symbol	ULCC
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		225,372,311
Amendment Flag	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Entity Central Index Key	0001670076
Current Fiscal Year End Date	--12-31

Fair Value Measurements

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Fair Value Measurements

Under ASC 820, Fair Value Measurements and Disclosures, disclosures relating to how fair value is determined for assets and liabilities are required, and a hierarchy for which these assets and liabilities must be grouped is established, based on significant levels of inputs, as follows:

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

Level 2—Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices 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.

Fair value is defined 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 Company utilizes several valuation techniques in order to assess the fair value of its financial assets and liabilities.

Cash, Cash Equivalents and Restricted Cash

Cash, cash equivalents and restricted cash are comprised of liquid money market funds, time deposits and cash, and are categorized as Level 1 instruments. The Company maintains cash with various high-quality financial institutions and holds restricted cash to secure medical claims paid. Cash, cash equivalents and restricted cash are carried at cost, which management believes approximates fair value. As of September 30, 2024 and December 31, 2023, the Company had less than $1 million of restricted cash.

Debt

The estimated fair value of the Company’s debt agreements has been determined to be Level 3 measurement, as certain inputs used to determine the fair value of these agreements are unobservable. The Company utilizes a discounted cash flow method to estimate the fair value of the Level 3 debt.

The carrying amounts and estimated fair values of the Company’s debt are as follows (in millions):


	September 30, 2024				December 31, 2023
	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
Secured debt:
Pre-delivery credit facilities	$	296	$	299	$	312	$	316
Building notes	12		12		16		16
Unsecured debt:
Affinity card advance purchase of miles	100		94		80		76
PSP promissory notes	66		59		66		57
Total debt	$	474	$	464	$	474	$	465

The tables below present disclosures about the fair value of assets and liabilities measured at fair value on a recurring basis on the Company’s condensed consolidated balance sheets (in millions):


		Fair Value Measurements as of September 30, 2024
Description	Balance Sheet Classification	Total		Level 1		Level 2		Level 3
Cash and cash equivalents	Cash and cash equivalents	$	576	$	576	$	—	$	—


		Fair Value Measurements as of December 31, 2023
Description	Balance Sheet Classification	Total		Level 1		Level 2		Level 3
Cash and cash equivalents	Cash and cash equivalents	$	609	$	609	$	—	$	—

The Company had no transfers of assets or liabilities between fair value hierarchy levels between December 31, 2023 and September 30, 2024.

- 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.

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Reference 1: http://www.xbrl.org/2003/role/exampleRef
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+ Details

Stock-Based Compensation	9 Months Ended
Stock-Based Compensation	Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]
Stock-Based Compensation	Stock-Based Compensation During the three and nine months ended September 30, 2024 and 2023, the Company recognized $3 million, $12 million, $3 million and $10 million, respectively, in stock-based compensation expense, which is included as a component of salaries, wages and benefits within the Company’s condensed consolidated statements of operations. Stock Options and Restricted Stock Units There were no stock options granted during the nine months ended September 30, 2024. During the nine months ended September 30, 2024, 758,217 vested stock options were exercised with a weighted-average exercise price of $1.25 per share. As of September 30, 2024, the weighted-average exercise price of outstanding stock options was $5.26 per share. During the nine months ended September 30, 2024, 1,700,690 restricted stock units were issued with a weighted-average grant date fair value of $5.23 per share. During the nine months ended September 30, 2024, 1,057,898 restricted stock units vested, of which 296,760 restricted stock units were withheld to cover employees’ tax withholding obligations, with a weighted-average grant date fair value of $11.42 and $12.21 per share, respectively. Stockholders’ Equity As of September 30, 2024 and December 31, 2023, the Company had authorized common stock (voting), common stock (non-voting) and preferred stock of 750,000,000, 150,000,000 and 10,000,000 shares, respectively, of which only common stock (voting) were issued and outstanding. All classes of equity have a par value of $0.001 per share.

Insider Trading Arrangements	3 Months Ended	9 Months Ended
Insider Trading Arrangements	Sep. 30, 2024 shares	Sep. 30, 2024 shares
Trading Arrangements, by Individual
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Barry Biffle [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		On August 14, 2024, Barry Biffle, our Chief Executive Officer and a member of our board of directors, adopted a Rule 10b5-1(c) trading arrangement intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of up to 2,164,580 shares of our common stock until August 8, 2025.
Name	Barry Biffle
Title	Chief Executive Officer and a member of our board of directors
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	August 14, 2024
Expiration Date	August 8, 2025
Arrangement Duration	359 days
Aggregate Available	2,164,580	2,164,580

Commitments and Contingencies - Contractual Obligation, Fiscal Year Maturity (Details) $ in Millions	Sep. 30, 2024 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Remainder of 2024	$ 360
2025	1,280
2026	1,329
2027	2,055
2028	2,111
Thereafter	4,808
Purchase obligation total	$ 11,943

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Cash flows from operating activities:
Net income	$ 31	$ 26
Deferred income taxes	3	0
Depreciation and amortization	53	36
Gains recognized on sale-leaseback transactions	(218)	(97)
Stock-based compensation	12	10
Loss on extinguishment of debt	1	0
Amortization of cash flow hedges, net of tax	0	1
Changes in operating assets and liabilities:
Accounts receivable, net	(53)	12
Supplies and other current assets	4	(18)
Aircraft maintenance deposits	82	(13)
Other long-term assets	(142)	(132)
Accounts payable	2	24
Air traffic liability	39	(6)
Other liabilities	17	(50)
Cash used in operating activities	(169)	(207)
Cash flows from investing activities:
Capital expenditures	(62)	(37)
Pre-delivery deposits for flight equipment, net of refunds	17	(52)
Other	(1)	(2)
Cash used in investing activities	(46)	(91)
Cash flows from financing activities:
Proceeds from issuance of debt, net of issuance costs	418	141
Principal repayments on debt	(420)	(84)
Proceeds from sale-leaseback transactions	185	124
Proceeds from the exercise of stock options	1	1
Tax withholdings on share-based awards	(2)	(5)
Cash provided by financing activities	182	177
Net decrease in cash, cash equivalents and restricted cash	(33)	(121)
Cash, cash equivalents and restricted cash, beginning of period	609	761
Cash, cash equivalents and restricted cash, end of period	$ 576	$ 640

Operating Leases - Other Ground Property and Equipment (Details) - Other Ground Property And Equipment	Sep. 30, 2024
Minimum
Lessee, Lease, Description [Line Items]
Remaining lease terms	1 month
Maximum
Lessee, Lease, Description [Line Items]
Remaining lease terms	7 years

Commitments and Contingencies - Collective Bargaining Agreements (Details)	9 Months Ended
	Sep. 30, 2024
Multiemployer Plan [Line Items]
Amount of employees represented by unions	87.00%
Pilots
Multiemployer Plan [Line Items]
Amount of employees represented by unions	26.00%
Flight Attendants
Multiemployer Plan [Line Items]
Amount of employees represented by unions	52.00%
Aircraft Technicians
Multiemployer Plan [Line Items]
Amount of employees represented by unions	6.00%
Aircraft Appearance Agents
Multiemployer Plan [Line Items]
Amount of employees represented by unions	1.00%
Dispatchers
Multiemployer Plan [Line Items]
Amount of employees represented by unions	1.00%
Material Specialists
Multiemployer Plan [Line Items]
Amount of employees represented by unions	1.00%
Maintenance Controllers
Multiemployer Plan [Line Items]
Amount of employees represented by unions	1.00%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 80
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480576/715-80-50-5

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 80
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480576/715-80-50-5

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 80
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Subparagraph (e)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480576/715-80-50-5

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 80
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Subparagraph (e)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480576/715-80-50-5

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 80
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Subparagraph (f)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480576/715-80-50-5

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 80
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Subparagraph (f)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480576/715-80-50-5

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 80
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Subparagraph (f)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480576/715-80-50-5

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 80
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480576/715-80-50-9

Reference 19: http://www.xbrl.org/2003/role/exampleRef
-Topic 715
-SubTopic 80
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480576/715-80-50-6

+ Details

Debt - Schedule of Maturity (Details) $ in Millions	Sep. 30, 2024 USD ($)
Debt Disclosure [Abstract]
Remainder of 2024	$ 64
2025	208
2026	24
2027	0
2028	9
Thereafter	169
Total debt principal payments	$ 474

- Definition

Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Revenue Recognition - Disaggregated Operating Revenues (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Disaggregation of Revenue [Line Items]
Total operating revenues	$ 935	$ 883	$ 2,773	$ 2,698
Total passenger revenues
Disaggregation of Revenue [Line Items]
Total operating revenues	910	862	2,705	2,637
Fare
Disaggregation of Revenue [Line Items]
Total operating revenues	342	302	1,021	966
Total non-fare passenger revenue
Disaggregation of Revenue [Line Items]
Total operating revenues	568	560	1,684	1,671
Service fees
Disaggregation of Revenue [Line Items]
Total operating revenues	266	244	748	706
Baggage
Disaggregation of Revenue [Line Items]
Total operating revenues	213	211	650	664
Seat selection
Disaggregation of Revenue [Line Items]
Total operating revenues	64	65	195	211
Other
Disaggregation of Revenue [Line Items]
Total operating revenues	25	40	91	90
Other revenues
Disaggregation of Revenue [Line Items]
Total operating revenues	$ 25	$ 21	$ 68	$ 61

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Schedule of Carrying Values and Estimated Fair Values of Debt Instruments

The carrying amounts and estimated fair values of the Company’s debt are as follows (in millions):


	September 30, 2024				December 31, 2023
	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
Secured debt:
Pre-delivery credit facilities	$	296	$	299	$	312	$	316
Building notes	12		12		16		16
Unsecured debt:
Affinity card advance purchase of miles	100		94		80		76
PSP promissory notes	66		59		66		57
Total debt	$	474	$	464	$	474	$	465

Schedule of Fair Value of Assets and Liabilities Measured at Fair Value on a Recurring Basis

The tables below present disclosures about the fair value of assets and liabilities measured at fair value on a recurring basis on the Company’s condensed consolidated balance sheets (in millions):


		Fair Value Measurements as of September 30, 2024
Description	Balance Sheet Classification	Total		Level 1		Level 2		Level 3
Cash and cash equivalents	Cash and cash equivalents	$	576	$	576	$	—	$	—


		Fair Value Measurements as of December 31, 2023
Description	Balance Sheet Classification	Total		Level 1		Level 2		Level 3
Cash and cash equivalents	Cash and cash equivalents	$	609	$	609	$	—	$	—

Condensed Consolidated Balance Sheets - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Current Assets
Cash and cash equivalents	$ 576	$ 609
Accounts receivable, net	147	93
Supplies, net	76	79
Other current assets	111	90
Total current assets	910	871
Property and equipment, net	367	309
Operating lease right-of-use assets	3,723	2,964
Pre-delivery deposits for flight equipment	390	407
Aircraft maintenance deposits	0	84
Intangible assets, net	27	28
Other assets	409	330
Total assets	5,826	4,993
Liabilities and stockholders’ equity
Accounts payable	128	134
Air traffic liability	292	253
Frequent flyer liability	12	10
Current maturities of long-term debt, net	190	251
Current maturities of operating leases	632	549
Other current liabilities	470	461
Total current liabilities	1,724	1,658
Long-term debt, net	279	219
Long-term operating leases	3,126	2,440
Long-term frequent flyer liability	34	35
Other long-term liabilities	114	134
Total liabilities	5,277	4,486
Commitments and contingencies (Note 9)
Stockholders’ equity:
Common stock, $0.001 par value per share, with 224,518,145 and 222,998,790 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively	0	0
Additional paid-in capital	414	403
Retained earnings	142	111
Accumulated other comprehensive income (loss)	(7)	(7)
Total stockholders’ equity	549	507
Total liabilities and stockholders’ equity	$ 5,826	$ 4,993

Debt - Schedule of Debt Obligations (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended	9 Months Ended
	Jun. 30, 2024	Sep. 30, 2024	Sep. 30, 2023	Aug. 31, 2024	May 31, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Long-term debt, gross		$ 474				$ 474
Less: current maturities of long-term debt, net		(190)				(251)
Less: total debt acquisition costs and other discounts, net		(5)				(4)
Long-term debt, net		279				219
Principal repayments on debt		$ 420	$ 84
Term, after interest-only period		12 months
CARES Act Credit Agreement, Warrants
Debt Instrument [Line Items]
Warrants to acquire common stock (in shares)		3,117,940
Exercise price of warrants (in dollars per share)		$ 6.95
Secured Debt \| Pre-delivery credit facilities
Debt Instrument [Line Items]
Long-term debt, gross		$ 296				312
Amount of unsecured borrowings available		478
Secured Debt \| Pre-Delivery Financing Facility
Debt Instrument [Line Items]
Amount of unsecured borrowings available		135		$ 365
Secured Debt \| Building notes
Debt Instrument [Line Items]
Long-term debt, gross		12				16
Principal repayments on debt	$ 16
Unsecured low interest loan amount		12
Secured Debt \| Building Note Tranche One
Debt Instrument [Line Items]
Unsecured low interest loan amount					$ 6
Secured Debt \| Building Note Tranche Two
Debt Instrument [Line Items]
Unsecured low interest loan amount		6
Secured Debt \| Revolving Credit Facility
Debt Instrument [Line Items]
Long-term debt, gross		0				0
Amount of unsecured borrowings available		205
Unsecured Debt \| Affinity card advance purchase of miles
Debt Instrument [Line Items]
Long-term debt, gross		100				80
Amount of unsecured borrowings available		200
Unsecured Debt \| PSP promissory notes
Debt Instrument [Line Items]
Long-term debt, gross		$ 66				$ 66
Interest rate		1.00%
Interest rate period		5 years
Debt instrument, variable interest rate		2.00%
Unsecured Debt \| PSP1 Promissory Note
Debt Instrument [Line Items]
Loan term		10 years

Other Current Assets (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Supplier incentives	$ 67	$ 50
Prepaid expenses	19	21
Forgivable loans	17	13
Income tax and other taxes receivable	3	3
Other	5	3
Total other current assets	$ 111	$ 90

Operating Leases - Aircraft (Details) $ in Millions	3 Months Ended		9 Months Ended
Operating Leases - Aircraft (Details) $ in Millions	Sep. 30, 2024 USD ($) lease aircraft transaction	Sep. 30, 2023 USD ($) lease aircraft transaction	Sep. 30, 2024 USD ($) lease engine aircraft transaction	Sep. 30, 2023 USD ($) lease aircraft transaction
Lessee, Lease, Description [Line Items]
Gains recognized on sale-leaseback transactions \| $			$ 218	$ 97
Aircraft
Lessee, Lease, Description [Line Items]
Number of leases	153		153
Aircraft \| Minimum
Lessee, Lease, Description [Line Items]
Remaining lease terms	5 months		5 months
Aircraft \| Maximum
Lessee, Lease, Description [Line Items]
Remaining lease terms	12 years		12 years
Engines
Lessee, Lease, Description [Line Items]
Number of leases	30		30
Number of engines dependent on usage-based metrics \| engine			6
Engines \| Aircraft Sale Leaseback
Lessee, Lease, Description [Line Items]
Number of sale-leaseback transactions \| transaction	1	3	1	3
Engines \| Minimum
Lessee, Lease, Description [Line Items]
Remaining lease terms	1 month		1 month
Engines \| Maximum
Lessee, Lease, Description [Line Items]
Remaining lease terms	12 years		12 years
Aircraft and Aircraft Engines
Lessee, Lease, Description [Line Items]
Gains recognized on sale-leaseback transactions \| $	$ 70	$ 40	$ 218	$ 97
A320neo
Lessee, Lease, Description [Line Items]
Number of leases in period	0	5	0	10
A320neo \| Aircraft \| Aircraft Sale Leaseback
Lessee, Lease, Description [Line Items]
Number of sale-leaseback transactions \| aircraft	5	3	17	7

Other Current Liabilities

9 Months Ended

Sep. 30, 2024

Other Liabilities Disclosure [Abstract]

Other Current Liabilities

Other current liabilities consist of the following (in millions):


	September 30, 2024		December 31, 2023
Passenger and other taxes and fees payable	$	143	$	125
Salaries, wages and benefits	107		107
Station obligations	71		69
Aircraft maintenance	63		76
Leased aircraft return costs	24		1
Fuel liabilities	19		35
Other current liabilities	43		48
Total other current liabilities	$	470	$	461

Stock-Based Compensation - Stock Options and Restricted Stock Units (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	$ 3	$ 3	$ 12	$ 10
Options granted (in shares)			0
Stock option exercises (in shares)			758,217
Weighted average stock price (in dollars per share)			$ 1.25
Weighted average exercise price of outstanding options (in dollars per share)	$ 5.26		$ 5.26
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock units issued (in shares)			1,700,690
Weighted average grant date fair value (in dollars per share)			$ 5.23
Vested (in shares)			1,057,898
Shares withheld to cover employee taxes on vested restricted stock units (in shares)			296,760
Weighted average grant date fair value, for vested shares (in dollars per share)			$ 11.42
Weighted average grant date fair value, withheld to cover employee taxes (in dollars per share)			$ 12.21

Earnings (Loss) per Share (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Basic:
Net income	$ 26	$ 31	$ (26)	$ (32)	$ 71	$ (13)	$ 31	$ 26
Less: net income attributable to participating rights	0			0			0	0
Net income (loss) attributable to common stockholders	$ 26			$ (32)			$ 31	$ 26
Weighted average common shares outstanding, basic (in shares)	224,484,159			220,837,983			224,044,697	219,483,736
Net earnings (loss) per share, basic (in dollars per share)	$ 0.11			$ (0.14)			$ 0.14	$ 0.12
Diluted:
Less: net income attributable to participating rights	$ 0			$ 0			$ 0	$ 0
Net income (loss) attributable to common stockholders	$ 26			$ (32)			$ 31	$ 26
Effect of dilutive potential common shares (in shares)	1,232,093			0			2,071,009	1,155,147
Weighted average common shares outstanding, diluted (in shares)	225,716,252			220,837,983			226,115,706	220,638,883
Diluted (in dollars per share)	$ 0.11			$ (0.14)			$ 0.14	$ 0.12
Shares excluded from the computation of diluted shares (in shares)	7,729,362						5,229,528	2,128,892

Other Current Assets (Tables)

9 Months Ended

Sep. 30, 2024

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Schedule of Other Current Assets

Other current assets consist of the following (in millions):


	September 30, 2024		December 31, 2023
Supplier incentives	$	67	$	50
Prepaid expenses	19		21
Forgivable loans	17		13
Income tax and other taxes receivable	3		3
Other	5		3
Total other current assets	$	111	$	90

Financial Derivative Instruments and Risk Management - Additional Information (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Derivative [Line Items]
Cost of hedge	$ 0	$ 0	$ 0	$ 0
Interest Rate Swap
Derivative [Line Items]
Notional amount	0		0
Unrealized losses from cash flow hedges net of adjustment for dedesignation of fuel hedges, net of deferred tax benefit			7,000,000
Interest Rate Swap \| Other Noncurrent Assets
Derivative [Line Items]
Derivative, other current assets	$ 0		$ 0		$ 0

Financial Derivative Instruments and Risk Management - Effect of Interest Rate Derivative Instruments (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Interest Rate Swap
Derivatives designated as cash flow hedges
Amortization of cash flow hedges, net of tax	$ 0	$ 0	$ 0	$ (1)

Condensed Consolidated Statements of Stockholders’ Equity - USD ($) $ in Millions	Total	Common Stock	Additional paid-in capital	Retained earnings	Accumulated other comprehensive income (loss)
Beginning balance (in shares) at Dec. 31, 2022		217,875,890
Beginning balance at Dec. 31, 2022	$ 509	$ 0	$ 393	$ 122	$ (6)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	(13)			(13)
Shares issued in connection with vesting of restricted stock units (in shares)		976,916
Shares withheld to cover employee taxes on vested restricted stock units (in shares)		(402,814)
Shares withheld to cover employee taxes on vested restricted stock units	(5)		(5)
Unrealized loss from cash flows hedges, net of tax	(7)				(7)
Stock option exercises (in shares)		53,862
Stock-based compensation	4		4
Ending balance (in shares) at Mar. 31, 2023		218,503,854
Ending balance at Mar. 31, 2023	488	$ 0	392	109	(13)
Beginning balance (in shares) at Dec. 31, 2022		217,875,890
Beginning balance at Dec. 31, 2022	509	$ 0	393	122	(6)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	26
Ending balance (in shares) at Sep. 30, 2023		221,054,287
Ending balance at Sep. 30, 2023	541	$ 0	399	148	(6)
Beginning balance (in shares) at Mar. 31, 2023		218,503,854
Beginning balance at Mar. 31, 2023	488	$ 0	392	109	(13)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	71			71
Shares issued in connection with vesting of restricted stock units (in shares)		185,358
Shares withheld to cover employee taxes on vested restricted stock units (in shares)		(15,080)
Amortization of cash flow hedges, net of tax	1				1
Unrealized loss from cash flows hedges, net of tax	2				2
Stock option exercises (in shares)		2,003,261
Stock option exercises	1		1
Stock-based compensation	3		3
Ending balance (in shares) at Jun. 30, 2023		220,677,393
Ending balance at Jun. 30, 2023	566	$ 0	396	180	(10)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	(32)			(32)
Shares issued in connection with vesting of restricted stock units (in shares)		28,204
Shares withheld to cover employee taxes on vested restricted stock units (in shares)		(9,724)
Unrealized loss from cash flows hedges, net of tax	4				4
Stock option exercises (in shares)		358,414
Stock-based compensation	3		3
Ending balance (in shares) at Sep. 30, 2023		221,054,287
Ending balance at Sep. 30, 2023	$ 541	$ 0	399	148	(6)
Beginning balance (in shares) at Dec. 31, 2023	222,998,790	222,998,790
Beginning balance at Dec. 31, 2023	$ 507	$ 0	403	111	(7)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	(26)			(26)
Shares issued in connection with vesting of restricted stock units (in shares)		741,546
Shares withheld to cover employee taxes on vested restricted stock units (in shares)		(252,094)
Shares withheld to cover employee taxes on vested restricted stock units	(2)		(2)
Stock option exercises (in shares)		398,062
Stock option exercises	1			1
Stock-based compensation	4		4
Ending balance (in shares) at Mar. 31, 2024		223,886,304
Ending balance at Mar. 31, 2024	$ 484	$ 0	406	85	(7)
Beginning balance (in shares) at Dec. 31, 2023	222,998,790	222,998,790
Beginning balance at Dec. 31, 2023	$ 507	$ 0	403	111	(7)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	$ 31
Stock option exercises (in shares)	758,217
Ending balance (in shares) at Sep. 30, 2024	224,518,145	224,518,145
Ending balance at Sep. 30, 2024	$ 549	$ 0	414	142	(7)
Beginning balance (in shares) at Mar. 31, 2024		223,886,304
Beginning balance at Mar. 31, 2024	484	$ 0	406	85	(7)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	31			31
Shares issued in connection with vesting of restricted stock units (in shares)		248,979
Shares withheld to cover employee taxes on vested restricted stock units (in shares)		(23,772)
Stock option exercises (in shares)		360,155
Stock-based compensation	5		5
Ending balance (in shares) at Jun. 30, 2024		224,471,666
Ending balance at Jun. 30, 2024	520	$ 0	411	116	(7)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	26			26
Shares issued in connection with vesting of restricted stock units (in shares)		67,373
Shares withheld to cover employee taxes on vested restricted stock units (in shares)		(20,894)
Stock-based compensation	$ 3		3
Ending balance (in shares) at Sep. 30, 2024	224,518,145	224,518,145
Ending balance at Sep. 30, 2024	$ 549	$ 0	$ 414	$ 142	$ (7)

Fair Value Measurements - Fair Value of Assets and Liabilities Measured at Fair Value (Details) - Fair Value, Recurring - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	$ 576	$ 609
Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	576	609
Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	0	0
Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	$ 0	$ 0

Revenue Recognition (Tables)

9 Months Ended

Sep. 30, 2024

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

Disaggregated operating revenues are as follows (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Passenger revenues:
Fare	$	342	$	302	$	1,021	$	966
Non-fare passenger revenues:
Service fees	266		244		748		706
Baggage	213		211		650		664
Seat selection	64		65		195		211
Other	25		40		91		90
Total non-fare passenger revenue	568		560		1,684		1,671
Total passenger revenues	910		862		2,705		2,637
Other revenues	25		21		68		61
Total operating revenues	$	935	$	883	$	2,773	$	2,698

Revenue by Geographic Region

Operating revenues by principal geographic region, as defined by the U.S. Department of Transportation (the “DOT”), are as follows (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Domestic	$	890	$	818	$	2,596	$	2,476
Latin America	45		65		177		222
Total operating revenues	$	935	$	883	$	2,773	$	2,698

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2024
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company’s provision for income taxes during interim reporting periods has historically been calculated by applying an estimate of the annual effective tax rate for the full fiscal year to pretax income (loss) excluding unusual or infrequently occurring discrete items for the reporting period. When a reliable estimate cannot be made, the Company computes the interim provision based on the actual effective tax rate for the year-to-date period by applying the discrete method. The Company determined that given small changes in estimated ordinary income would result in significant variation in the estimated annual effective tax rate for the current year and the resulting uncertainty of the impact on the valuation allowance, the discrete method represents the best estimate of the actual effective tax rate and the Company has calculated its effective tax using the discrete method for the three and nine months ended September 30, 2024. The Company’s effective tax rate for the three and nine months ended September 30, 2024 was an expense of 3.7% and 11.4%, respectively, on pre-tax income. The Company’s effective tax rate for the three and nine months ended September 30, 2023 was a benefit of 28.9% and a rate of 0% on pre-tax loss and income, respectively. The effective tax rate for the three and nine months ended September 30, 2024 was lower than the statutory rate primarily due to a decrease in the Company’s valuation allowance relating to U.S. federal and state net operating losses, partially offset by the non-deductibility of certain executive compensation and other employee benefits. The Company’s effective tax rate for the three months ended September 30, 2023 was higher than the statutory rate primarily due to the loss before taxes for the quarter coupled with the tax benefits associated with the Company’s stock-based compensation arrangements. The effective tax rate for the nine months ended September 30, 2023 was lower than the statutory rate primarily due to tax benefits associated with the Company’s stock-based compensation arrangements. The Company accounts for income taxes using the asset and liability method. Deferred income taxes are recognized for the tax consequences of temporary differences between the tax and financial statement reporting bases of assets and liabilities. Quarterly, the Company assesses whether it is more likely than not that sufficient taxable income will be generated to realize deferred income tax assets, and a valuation allowance is recorded when it is more likely than not that some portion, or all, of the Company’s deferred tax assets, will not be realized. The Company considers sources of taxable income from prior period carryback periods, future reversals of existing taxable temporary differences, tax planning strategies and future projected taxable income when assessing the future realization of deferred tax assets. In assessing the sources of taxable income and the need for a valuation allowance, the Company considers all available positive and negative evidence, which includes a recent history of cumulative losses. As of September 30, 2024, the Company remains in a historical three-year cumulative loss position, which is significant objective negative evidence in considering whether deferred tax assets are realizable. Such objective negative evidence outweighs other subjective positive evidence, such as the projection of future taxable income. As a result, as of September 30, 2024, the Company has a valuation allowance of $29 million against its deferred tax assets for U.S. federal and state net operating loss carryforwards, which includes reductions in the Company’s valuation allowance of $6 million and $8 million, respectively, recorded during the three and nine months ended September 30, 2024.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 231
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482663/740-10-55-231

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12C
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12C

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
-Section 50
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-Publisher FASB
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
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-Subparagraph (SX 210.4-08(h)(2))
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Publisher FASB
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-17

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
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-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482603/740-30-50-2

+ Details

Debt (Tables)

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Schedule of Debt Obligations

The Company’s debt obligations are as follows (in millions):


	September 30, 2024		December 31, 2023
Secured debt:
Pre-delivery credit facilities(a)	$	296	$	312
Building notes(b)	12		16
Revolving loan facility(c)	—		—
Unsecured debt:
Affinity card advance purchase of miles(d)	100		80
PSP promissory notes(e)	66		66
Total debt	474		474
Less: current maturities of long-term debt, net	(190)		(251)
Less: total debt acquisition costs and other discounts, net	(5)		(4)
Long-term debt, net	$	279	$	219

__________________

Schedule of Maturities of Long-term Debt

As of September 30, 2024, future maturities of debt are payable as follows (in millions):


	Total
Remainder of 2024	$	64
2025	208
2026	24
2027	—
2028	9
Thereafter	169
Total debt principal payments	$	474

Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ 26	$ (32)	$ 31	$ 26
Other comprehensive loss
Unrealized gains (losses) and amortization from cash flow hedges, net of adjustment for deferred tax benefit/(expense) of less than $1 and less than $(1) for the three and nine months ended September 30, 2024, respectively, and $(1) and less than $(1), for the three and nine months ended September 30, 2023, respectively. (Note 4)	0	4	0	0
Other comprehensive income (loss)	0	4	0	0
Comprehensive income (loss)	$ 26	$ (28)	$ 31	$ 26

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Revenue Recognition

9 Months Ended

Sep. 30, 2024

Revenue from Contract with Customer [Abstract]

Revenue Recognition

As of September 30, 2024 and December 31, 2023, the Company’s air traffic liability balance was $294 million and $259 million, respectively, which includes amounts classified within other long-term liabilities on the Company’s condensed consolidated balance sheets. During the nine months ended September 30, 2024, 92% of the air traffic liability as of December 31, 2023 was recognized as passenger revenue within the Company’s condensed consolidated statements of operations. Of the air traffic liability balances as of September 30, 2024 and December 31, 2023, $40 million and $60 million, respectively, was related to unearned membership fees.

During the three and nine months ended September 30, 2024 and 2023, the Company recognized $7 million, $25 million, $16 million and $36 million, respectively, of revenue related to expected and actual expiration of customer rights to book future travel in passenger revenues within the Company’s condensed consolidated statements of operations.

Operating revenues are comprised of passenger revenues, which includes fare and non-fare passenger revenues, and other revenues. Disaggregated operating revenues are as follows (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Passenger revenues:
Fare	$	342	$	302	$	1,021	$	966
Non-fare passenger revenues:
Service fees	266		244		748		706
Baggage	213		211		650		664
Seat selection	64		65		195		211
Other	25		40		91		90
Total non-fare passenger revenue	568		560		1,684		1,671
Total passenger revenues	910		862		2,705		2,637
Other revenues	25		21		68		61
Total operating revenues	$	935	$	883	$	2,773	$	2,698

The Company is managed as a single business unit that provides air transportation for passengers. Operating revenues by principal geographic region, as defined by the U.S. Department of Transportation (the “DOT”), are as follows (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Domestic	$	890	$	818	$	2,596	$	2,476
Latin America	45		65		177		222
Total operating revenues	$	935	$	883	$	2,773	$	2,698

The Company attributes operating revenues by geographic region based upon the origin and destination of each passenger flight segment. The Company’s tangible assets consist primarily of flight equipment, which are mobile across geographic markets. Accordingly, assets are not allocated to specific geographic regions.

Frequent Flyer Program

The Company’s FRONTIER Miles program provides frequent flyer travel awards to program members based on accumulated miles. Miles are generally accumulated as a result of travel, purchases using the co-branded credit card and purchases from other participating partners. The Company defers revenue for miles earned by passengers under

its FRONTIER Miles program based on the equivalent ticket value a passenger receives by redeeming miles for a ticket rather than paying cash.

The Company has a credit card affinity agreement, as amended from time to time, with its credit card partner, Barclays Bank Delaware (“Barclays”), through 2029, which provides for joint marketing, grants certain benefits to co-branded credit cardholders (“Cardholders”) and allows Barclays to market using the Company’s customer database. Cardholders earn miles under the FRONTIER Miles program and the Company sells miles at agreed-upon rates to Barclays and earns fees from Barclays for the acquisition, retention and use of the co-branded credit card by consumers.

- 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
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org/606/tableOfContent

+ Details

Commitments and Contingencies

9 Months Ended

Sep. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Flight Equipment Commitments

As of September 30, 2024, the Company’s firm aircraft and engine purchase orders consisted of the following:


	A320neo	A321neo	Total Aircraft(a)	Engines
Year Ending
Remainder of 2024	—	6	6	—
2025	8	13	21	4
2026	7	15	22	4
2027	8	26	34	3
2028	4	30	34	2
Thereafter	—	76	76	—
Total	27	166	193	13

__________________

The Company is party to certain aircraft purchase agreements with Airbus (as amended from time to time, the “Airbus Purchase Agreements”) pursuant to which, as of September 30, 2024, the Company had commitments to purchase an aggregate of 27 A320neo and 166 A321neo aircraft, with deliveries expected through 2031 per the latest delivery schedule.

The Airbus Purchase Agreements also provide for, among other things, varying purchase incentives for each aircraft type (e.g., A320neo versus A321neo), which are allocated proportionally by aircraft type over the remaining aircraft to be delivered so that each aircraft’s capitalized cost upon induction would be equal. Therefore, as cash paid for deliveries is greater than the capitalized cost due to the allocation of these purchase incentives, a deferred purchase incentive is recognized, which will ultimately be offset by future deliveries of aircraft with lower cash payments than their associated capitalized cost. As of September 30, 2024 and December 31, 2023, the Company had $91 million and $78 million, respectively, of deferred purchase incentives recognized within other assets on the Company’s condensed consolidated balance sheets.

As of September 30, 2024, purchase commitments for these aircraft and engines, including estimated amounts for contractual price escalations and PDPs, consisted of the following (in millions):


	Total
Year Ending
Remainder of 2024	$	360
2025	1,280
2026	1,329
2027	2,055
2028	2,111
Thereafter	4,808
Total	$	11,943

Litigation and Other Contingencies

The Company is subject to commercial litigation claims and to administrative and regulatory proceedings and reviews that may be asserted or maintained from time to time. During 2023, the DOT sent the Company a request for information to assist in its investigation into whether the Company cared for its customers as required by law during Winter Storm Elliott, which caused significant operational disruptions and spanned from December 21, 2022 to January 2, 2023, including providing adequate customer service assistance, prompt flight status notifications, and proper and timely refunds. The Company is fully cooperating with the DOT request.

The Company regularly evaluates the status of such matters to assess whether a loss is probable and reasonably estimable in determining whether an accrual is appropriate. Furthermore, in determining whether disclosure is appropriate, the Company evaluates each matter to assess if there is at least a reasonable possibility that a loss or additional losses may have been incurred and whether an estimate of possible loss or range of loss can be made.

The ultimate outcome of legal actions is unpredictable and can be subject to significant uncertainties, and it is difficult to determine whether any loss is probable or even possible. Additionally, it is also difficult to estimate the amount of loss and there may be matters for which a loss is probable or reasonably possible but not currently estimable. Thus, actual losses may be in excess of any recorded liability or the range of reasonably possible loss. The Company believes the ultimate outcome of any potential lawsuits, proceedings and reviews will likely not, individually or in the aggregate, have a material adverse effect on its condensed consolidated financial position, liquidity or results of operations and that the Company’s current accruals cover matters where loss is deemed probable and can be reasonably estimated.

In situations where the Company may be a plaintiff and receives, or expects to receive, a favorable ruling related to litigation, the Company follows the accounting standards codification guidance for gain contingencies. The Company does not recognize a gain contingency within its condensed consolidated financial statements prior to the settlement of the underlying events or contingencies associated with the gain contingency. As a result, the consideration related to a gain contingency is recorded in the Company’s condensed consolidated financial statements during the period in which all underlying events or contingencies are resolved and the gain is realized. During the three months ended September 30, 2024, the Company agreed to settlement with a former aircraft lessor regarding a breach of contract for $40 million in damages. The settlement amount is final and may not be appealed further by either party. For the three months ended September 30, 2024, the $40 million was recognized within other operating expenses on the Company’s condensed consolidated statements of operations. As of September 30, 2024, $40 million was included as a component of accounts receivable on the Company’s condensed consolidated balance sheets and final cash proceeds were received in October 2024.

Employees

The Company has seven union-represented employee groups that together represented approximately 87% of all employees as of September 30, 2024. The table below sets forth the Company’s employee groups and status of the collective bargaining agreements as of September 30, 2024:

Percentage of Workforce

Employee Group

Representative

Amendable Date(a)

September 30, 2024

Pilots

Air Line Pilots Association (ALPA)

January 2024(b)

26%

Flight Attendants

Association of Flight Attendants (AFA-CWA)

May 2024(c)

52%

Aircraft Technicians

International Brotherhood of Teamsters (IBT)

May 2025

Aircraft Appearance Agents

IBT

October 2023(d)

Dispatchers

Transport Workers Union (TWU)

August 2028

Material Specialists

IBT

March 2022(d)

Maintenance Controllers

IBT

October 2023(d)

<1%

__________________

(a) Subject to standard early opener provisions.

(b) ALPA filed for mediation through the National Mediation Board in January 2024, and the parties are meeting regularly as part of the mediation process.

(c) In November 2023, AFA-CWA exercised their contractual right to open negotiations early. Negotiations are currently ongoing.

The Company is self-insured for health care claims, subject to a stop-loss policy, for eligible participating employees and qualified dependent medical and dental claims, subject to deductibles and limitations. The Company’s liabilities for claims incurred but not reported are determined based on an estimate of the ultimate aggregate liability for claims incurred. The estimate is calculated from actual claim rates and adjusted periodically as necessary. The Company had accrued $6 million and $5 million for health care claims estimated to be incurred but not yet paid, as of September 30, 2024 and December 31, 2023, respectively, which are included as a component of other current liabilities on the Company’s condensed consolidated balance sheets.

General Indemnifications

The Company has various leases with respect to real property as well as various agreements among airlines relating to fuel consortia or fuel farms at airports. Under some of these contracts, the Company is party to joint and several liability regarding environmental damages. Under others, where the Company is a member of an LLC or other entity that contracts directly with the airport operator, liabilities are borne through the fuel consortia structure.

The Company’s aircraft, services, equipment lease and sale and financing agreements typically contain provisions requiring the Company, as the lessee, obligor or recipient of services, to indemnify the other parties to those agreements, including certain of those parties’ related persons, against virtually any liabilities that might arise from the use or operation of the aircraft or such other equipment. The Company believes that its insurance would cover most of its exposure to liabilities and related indemnities associated with the commercial real estate leases and aircraft, services, equipment lease and sale and financing agreements described above.

Certain of the Company’s aircraft and other financing transactions include provisions that require payments to preserve an expected economic return to the lenders if that economic return is diminished due to certain changes in law or regulations. In certain of these financing transactions and other agreements, the Company also bears the risk of certain changes in tax laws that would subject payments to non-U.S. entities to withholding taxes.

Certain of these indemnities survive the length of the related financing or lease. The Company cannot reasonably estimate the potential future payments under the indemnities and related provisions described above because it cannot predict (i) when and under what circumstances these provisions may be triggered, and (ii) the amount that would be payable if the provisions were triggered because the amounts would be based on facts and circumstances existing at such time.

Other Current Assets

9 Months Ended

Sep. 30, 2024

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Other Current Assets

Other current assets consist of the following (in millions):


	September 30, 2024		December 31, 2023
Supplier incentives	$	67	$	50
Prepaid expenses	19		21
Forgivable loans	17		13
Income tax and other taxes receivable	3		3
Other	5		3
Total other current assets	$	111	$	90