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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 30, 2024
Sun Country Airlines Holdings, Inc.
(Exact name of Registrant as specified in its charter)
Delaware001-4021782-4092570
(State of
Incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
2005 Cargo Road

Minneapolis, Minnesota
55450
(Address of principal executive offices)(Zip Code)
(651) 681-3900
(Registrant’s telephone number, including area code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange
on which registered
Common Stock, par value $0.01 per shareSNCYThe Nasdaq Stock Market LLC
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


Item 2.02    Results of Operations and Financial Condition.
On October 30, 2024, Sun Country Airlines Holdings, Inc. issued a press release announcing its financial results for the fiscal quarter ended September 30, 2024. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
The information contained in this Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act of 1934, as amended, regardless of any general incorporation language in such filings, unless expressly incorporated by specific reference in such filing.
Item 9.01    Financial Statements and Exhibits.
(d)Exhibits.
Exhibit No.Description
104Cover Page Interactive Data File (embedded within the Inline XBRL document)


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: October 30, 2024
Sun Country Airlines Holdings, Inc.
By:/s/ Erin Rose Neale
Name:Erin Rose Neale
Title:Senior Vice President, General Counsel and Secretary


image.jpg

Exhibit 99.1
Sun Country Airlines Reports Third Quarter 2024 Results
Revenue of $249 million, highest third quarter on record(1)
GAAP diluted EPS of $0.04, operating income of $12 million and margin of 5.0%
Adj. diluted EPS(2) of $0.06, adjusted operating income(2) of $14 million and margin of 5.6%
MINNEAPOLIS. October 30, 2024. Sun Country Airlines Holdings, Inc. (“Sun Country Airlines,” “Sun Country,” the “Company”) (NASDAQ: SNCY) today reported financial results for its third quarter ended September 30, 2024.

“Sun Country is pleased to report our ninth consecutive profitable quarter with GAAP EPS of $0.04 and adjusted EPS of $0.06(2),” said Jude Bricker, Chief Executive Officer of Sun Country. “Despite the impact of the Crowdstrike outage and the hurricanes during the quarter, we delivered $249 million of total revenue, the highest third quarter on record for Sun Country. Robust growth in our charter and cargo businesses helped offset lower scheduled service revenue, demonstrating the effectiveness of our diversified business model. Additionally, our GAAP operating margin of 5.0% and adjusted operating margin of 5.6%(2) exceeded the top end of our guidance range. While third quarter unit revenue was lower than last year, we began to see year-over-year favorability in fares booked in September, which has persisted into the fourth quarter. As always, we want to thank our employees for their hard work and dedication during a challenging operating period.”
Overview of Third Quarter
Three Months Ended September 30,
(unaudited) (in millions, except per share amounts)20242023% Change
Total Operating Revenue$249.5 $248.9 0.2 
Operating Income12.4 19.0 (34.9)
Income Before Income Tax3.0 10.1 (70.2)
Net Income2.3 7.6 (69.1)
Diluted earnings per share$0.04$0.13 (69.2)
Three Months Ended September 30,
(unaudited) (in millions, except per share amounts)20242023% Change
Adjusted Operating Income (2)
$13.9$20.0 (30.8)
Adjusted Income Before Income Tax (2)
4.5 11.1 (59.5)
Adjusted Net Income (2)
3.5 8.4 (58.4)
Adjusted diluted earnings per share (2)
$0.06 $0.14 (57.1)
Nine Months Ended September 30,
(unaudited) (in millions, except per share amounts)20242023% Change
Total Operating Revenue$815.3 $804.1 1.4 
Operating Income79.9 110.4 (27.6)
Income Before Income Tax52.6 86.5 (39.1)
Net Income39.5 66.5 (40.7)
Diluted earnings per share$0.72$1.12 (35.7)
Nine Months Ended September 30,
(unaudited) (in millions, except per share amounts)20242023% Change
Adjusted Operating Income (2)
$84.5$118.5 (28.7)
Adjusted Income Before Income Tax (2)
57.2 94.9 (39.7)
Adjusted Net Income (2)
43.0 72.9 (41.1)
Adjusted diluted earnings per share (2)
$0.78 $1.23 (36.6)
Amounts presented in the tables above may not recalculate due to rounding
Page 1

For the quarter ended September 30, 2024, Sun Country reported net income of approximately $2 million and income before income tax of $3 million, on $249 million of revenue. Adjusted income before income tax(2) for the quarter was approximately $4 million. GAAP operating income during the quarter was $12 million, while adjusted operating income(2) was $14 million, and GAAP operating margin was 5.0% and adjusted operating margin(2) was 5.6%.

“Our third quarter results reflect the continued earnings power of our diversified business model,” said Dave Davis, President and Chief Financial Officer. “Cargo revenue per block hour grew by 16.0% year-over-year while third quarter charter revenue easily exceeded charter block hour growth. This strength partially offset the weaker third quarter scheduled service demand environment that we experienced. We expect strength in these businesses to persist, while we also see improving trends in scheduled service unit revenue in the fourth quarter and into 2025. We continue to exhibit solid cost control as our GAAP operating expense grew 3.1% while total block hours grew 3.8% in the third quarter. Adjusted CASM(3) grew by 3.7% year-over-year, largely driven by near-in reductions in scheduled service capacity. We have right-sized our scheduled service capacity to match current demand and we expect fourth quarter scheduled service ASMs to grow by slightly over 3% versus last year. We are preparing to take on additional cargo aircraft in 2025, and still expect the first aircraft to enter service in late March or early April 2025, allowing us to take full advantage of seasonally strong first quarter passenger demand.”
Notable Highlights

•Ninth consecutive profitable quarter and highest third quarter total revenue on record(1).
•Further extended the existing lease on one 737-800 aircraft Sun Country has on lease to an unaffiliated airline. This aircraft is now expected to redeliver to Sun Country in November 2025.
•Supported Major League Soccer by flying all 18 Liga MX teams home for 2024 Leagues Cup.
Capacity
System block hours flown during the third quarter of 2024 grew by 3.8% year-over-year. All of this growth was allocated to the passenger segment, resulting in a 5.8% increase in scheduled service ASMs and 1.7% increase in charter block hours. Scheduled service ASMs are expected to grow in the fourth quarter 2024 by slightly more than 3% over fourth quarter 2023. Cargo block hours declined in the third quarter by 3.6% year-over-year due to scheduled heavy maintenance events and the impact of the hurricanes on cargo operations in the Southeast.
Revenue
The domestic market continued to be impacted by overcapacity in the third quarter which pressured unit revenue. The Company reported total revenue of $249 million for the third quarter, which was 0.2% greater than the third quarter of 2023. Scheduled service TRASM(4) of 10.42 cents decreased 11.1% year-over-year, while scheduled service ASMs increased 5.8%. The third quarter 2024 total fare per scheduled passenger of $141 was lower than third quarter 2023 by 7.8% as scheduled service passengers grew 2.0%. The Company’s third quarter charter service revenue was $51 million, an increase of 7.0% year-over-year despite charter block hour growth of only 1.7% and the impact of lower fuel cost reimbursements from our customers.
In the third quarter of 2024, cargo revenue was $29 million, an 11.9% increase versus the third quarter of 2023 on a 3.6% decline in cargo block hours. This improvement was primarily driven by the annual rate escalation which went into effect in mid-December 2023 and the beginning of the new Amazon contract rates which went into effect in June 2024.
Cost

Third quarter CASM fell 1.9% while adjusted CASM(3) was up 3.7% year-over-year. Total GAAP operating expenses increased 3.1% year-over-year, primarily due to a 3.8% increase in total block hours. The top non-fuel expenses that grew faster than the level of flying included ground handling costs, which increased 23.3%, driven by a 5% increase in Passenger segment departures and rate increases at our outsourced ground stations. Landing fees and airport rent increased 14.5% due to the expiration of COVID assistance that airports had used to limit rate increases.
Page 2

Balance Sheet and Liquidity
Total liquidity(5) was $165 million on September 30, 2024, while the Company’s net debt(6) was $532 million.

(in millions - amounts may not recalculate due to rounding)September 30, 2024December 31, 2023
(Unaudited)
Cash and Cash Equivalents$56.8 $46.3 
Available-for-Sale Securities83.3 134.2 
Amount Available Under Revolving Credit Facility24.7 24.7 
Total Liquidity$164.8 $205.2 
(in millions - amounts may not recalculate due to rounding)September 30, 2024December 31, 2023
(Unaudited)
Total Debt, net$351.8 $401.6 
Finance Lease Obligations298.5 277.3 
Operating Lease Obligations21.4 18.8 
Total Debt, net, and Lease Obligations671.6 697.7 
Cash and Cash Equivalents56.8 46.3 
Available-for-Sale Securities83.3 134.2 
Net Debt$531.5 $517.2 
Fleet
As of September 30, 2024, the Company had 44 aircraft in its passenger service fleet, operated 12 freighter aircraft in its cargo operation and had seven aircraft that are currently on lease to unaffiliated airlines.
Guidance for Fourth Quarter 2024
Q4 2024
H/(L) vs Q4 2023
Total revenue - millions$250 to $2602% to 6%
Economic fuel cost per gallon$2.47(20)%
Operating income margin - percentage7% to 9%0pp to 2pp
Effective tax rate23%
Total system block hours - thousands36.5 to 37.52% to 5%

Conference Call & Webcast Details
Sun Country Airlines will host a conference call to discuss its third quarter 2024 results at 8:30 a.m. Eastern Time on Thursday, October 31, 2024. A live broadcast of the conference call will be available via the investor relations section of Sun Country Airlines’ website at https://ir.suncountry.com/news-events/events-and-presentations. The online replay will be available on the same website approximately one hour after the call.
About Sun Country Airlines
Sun Country Airlines is a new breed of hybrid low-cost air carrier, whose mission is to connect guests to their favorite people and places, to create lifelong memories and transformative experiences. Sun Country dynamically deploys shared resources across our synergistic scheduled service, charter, and cargo businesses. Based in Minnesota, we focus on serving leisure and visiting friends and relatives (“VFR”) passengers and charter customers and providing cargo service to Amazon, with flights throughout the United States and to destinations in Mexico, Central America, Canada, and the Caribbean. For photos, b-roll and additional company information, visit https://www.stories.suncountry.com/multimedia.

Page 3

End Notes
1 -
Records begin in January 2017
2 -
See additional details, including reconciliations to the most comparable GAAP measures, in the section titled “Non-GAAP financial measures”
3 -Adjusted CASM is a non-GAAP measure derived from CASM by excluding fuel costs, non-cash management stock compensation expense, costs arising from its cargo operations, depreciation and amortization recognized on certain assets that generate lease income, certain commissions, and other costs of selling its vacations product from this measure. See table titled “Reconciliation of CASM to Adjusted CASM”
4 -
Scheduled Service TRASM includes Schedule Service revenue, Ancillary revenue, and ASM generating revenue classified within Other Revenue on the Condensed Consolidated Statement of Operations / Scheduled Service ASMs. Other Revenue includes rental revenue associated with certain assets that generate lease income of approximately $10.1 million and $5.9 million in the three months ended September 30, 2024 and 2023, respectively, and $29.2 million and $11.7 million in the nine months ended September 30, 2024 and 2023, respectively, which is not included.
5 -Total liquidity = cash and cash equivalents + available-for-sale securities + amount available under revolver
6 -
Net debt = current portion of long-term debt + long-term debt + finance lease obligations + operating lease obligations – cash and cash equivalents - available-for-sale securities
Contacts

Investor Relations
IR@suncountry.com
Media
mediarelations@suncountry.com


Page 4

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



Page 5

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except per share amounts)
(Unaudited- amounts may not recalculate due to rounding)
Three Months Ended September 30,
20242023% Change
Operating Revenues:
Scheduled Service$83,784 $96,483 (13.2)
Charter50,769 47,437 7.0 
Ancillary73,211 70,435 3.9 
Passenger207,764 214,355 (3.1)
Cargo29,165 26,059 11.9 
Other12,541 8,462 48.2 
Total Operating Revenue249,470 248,876 0.2 
Operating Expenses:
Aircraft Fuel54,737 61,179 (10.5)
Salaries, Wages, and Benefits80,919 72,541 11.5 
Aircraft Rent— 22 (100.0)
Maintenance15,973 15,330 4.2 
Sales and Marketing7,748 7,569 2.4 
Depreciation and Amortization23,754 22,762 4.4
Ground Handling11,568 9,382 23.3 
Landing Fees and Airport Rent15,979 13,958 14.5 
Other Operating, net26,410 27,127 (2.6)
Total Operating Expenses237,088 229,870 3.1 
Operating Income12,382 19,006 (34.9)
Non-operating Income (Expense):
Interest Income1,659 2,480 (33.1)
Interest Expense(11,049)(11,403)(3.1)
Other, net12 (15)NM
Total Non-operating Expense, net(9,378)(8,938)4.9 
Income before Income Tax3,004 10,068 (70.2)
Income Tax Expense 662 2,477 (73.3)
Net Income$2,342 $7,591 (69.1)
Net Income per share to common stockholders:
Basic$0.04 $0.14 (71.4)
Diluted$0.04 $0.13 (69.2)
Shares used for computation:
Basic52,876,339 55,435,386 (4.6)
Diluted54,780,672 58,595,646 (6.5)
NM - not meaningful
Page 6

Nine Months Ended September 30,
20242023% Change
Operating Revenues:
Scheduled Service$313,056 $360,607 (13.2)
Charter149,090 143,250 4.1 
Ancillary236,677 205,633 15.1 
Passenger698,823 709,490 (1.5)
Cargo78,560 74,437 5.5 
Other37,951 20,150 88.3 
Total Operating Revenue815,334 804,077 1.4 
Operating Expenses:
Aircraft Fuel187,229 185,829 0.8
Salaries, Wages, and Benefits242,516 223,890 8.3 
Aircraft Rent— 2,281 (100.0)
Maintenance50,129 44,311 13.1 
Sales and Marketing26,819 26,005 3.1 
Depreciation and Amortization71,194 64,577 10.2
Ground Handling32,090 28,299 13.4 
Landing Fees and Airport Rent44,431 36,847 20.6 
Other Operating, net81,003 81,663 (0.8)
Total Operating Expenses735,411 693,702 6.0 
Operating Income79,923 110,375 (27.6)
Non-operating Income (Expense):
Interest Income5,907 7,766 (23.9)
Interest Expense(33,238)(31,272)6.3 
Other, net55 (370)NM
Total Non-operating Expense, net(27,276)(23,876)14.2 
Income before Income Tax52,647 86,499 (39.1)
Income Tax Expense 13,180 19,963 (34.0)
Net Income$39,467 $66,536 (40.7)
Net Income per share to common stockholders:
Basic$0.75 $1.19 (37.0)
Diluted$0.72 $1.12 (35.7)
Shares used for computation:
Basic52,866,797 56,051,173 (5.7)
Diluted54,990,437 59,281,819 (7.2)
NM - not meaningful





Page 7

KEY OPERATING STATISTICS - amounts may not recalculate due to rounding
The following tables presents key operating statistics and metrics for the three and nine months ended September 30, 2024 and 2023.
Three Months Ended September 30,
20242023% Change
Scheduled Service Statistics:
Revenue passenger miles (RPMs) – thousands1,288,4601,252,5832.9
Available seat miles (ASMs) – thousands1,530,0581,446,4625.8
Load factor84.2%86.6%(2.4)(3)
Revenue passengers carried1,112,4551,090,1722.0
Departures7,2596,8785.5
Block hours21,41619,9357.4
Scheduled service TRASM(1) - cents
10.4211.72(11.1)
Average base fare per passenger$75.31$88.50(14.9)
Ancillary revenue per passenger$65.81$64.611.9
Total fare per passenger$141.13$153.11(7.8)
Fuel gallons - thousands16,56515,5366.6
Charter Statistics:
Departures2,8092,6884.5
Block hours5,3665,2741.7
Available seats miles (ASMs) - thousands328,142322,7221.7
Fuel gallons - thousands3,5253,5130.3
Cargo Statistics:
Departures3,5193,4322.5
Block hours8,9579,287(3.6)
Total System Statistics:
Average passenger aircraft43.642.03.8
Passenger aircraft – end of period44424.8
Cargo aircraft – end of period1212—
Leased aircraft – end of period7540.0
Available seat miles (ASMs) – thousands1,884,8891,791,4855.2
Departures13,73013,1284.6
Block hours36,19134,8743.8
Daily utilization – hours6.86.63.0
Average stage length – miles1,0011,005(0.4)
Total revenue per ASM (TRASM) - cents
11.1512.11(7.9)
Cost per ASM (CASM) - cents12.5812.83(1.9)
Adjusted CASM(2) - cents
8.047.753.7
Fuel gallons - thousands20,34419,2625.6
Fuel cost per gallon$2.69$3.19(15.7)
Employees at end of period2,9652,69210.1
1 – See note 3 in end notes
2 – See note 4 in end notes
3- Percentage point difference
Page 8


Nine Months Ended September 30,
20242023% Change
Scheduled Service Statistics:
Revenue passenger miles (RPMs) – thousands4,335,6233,900,97511.1
Available seat miles (ASMs) – thousands5,098,8764,489,96813.6
Load factor85.0%86.9%(1.9)
(3)
Revenue passengers carried3,437,0053,093,53611.1
Departures22,10919,45613.6
Block hours70,31261,43814.4
Scheduled service TRASM(1) - cents
10.9512.80(14.5)
Average base fare per passenger$91.08$116.57(21.9)
Ancillary revenue per passenger$68.86$66.473.6
Total fare per passenger$159.95$183.04(12.6)
Fuel gallons - thousands54,63448,04613.7
Charter Statistics:
Departures7,6387,816(2.3)
Block hours15,35515,994(4.0)
Available seats miles (ASMs) - thousands937,057961,953(2.6)
Fuel gallons - thousands10,55811,063(4.6)
Cargo Statistics:
Departures9,7269,6430.9
Block hours25,00825,633(2.4)
Total System Statistics:
Average passenger aircraft42.641.81.9
Passenger aircraft – end of period44424.8
Cargo aircraft – end of period1212—
Leased aircraft – end of period7540.0
Available seat miles (ASMs) – thousands6,108,6955,516,82610.7
Departures39,87937,2956.9
Block hours111,908104,1887.4
Daily utilization – hours7.46.97.2
Average stage length – miles1,1001,0881.1
Total revenue per ASM (TRASM) - cents
11.5813.01(11.0)
Cost per ASM (CASM) - cents12.0412.57(4.2)
Adjusted CASM(2) - cents
7.517.56(0.7)
Fuel gallons - thousands65,88459,73410.3
Fuel cost per gallon$2.86$3.12(8.3)
Employees at end of period2,9652,69210.1
1 – See note 3 in end notes
2 – See note 4 in end notes
3- Percentage point difference

Page 9

SUMMARY BALANCE SHEET
(Dollars in millions)
(amounts may not recalculate due to rounding)
September 30, 2024December 31, 2023% Change
(Unaudited)
Cash & Cash Equivalents$56.8 $46.3 22.7 
Other Current Assets169.2 225.1(24.8)
Total Current Assets226.0 271.4 (16.7)
Total Property & Equipment, net993.1 969.0 2.5 
Other390.7 383.3 1.9 
Total Assets1,609.9 1,623.6 (0.8)
Air Traffic Liabilities131.5 158.0 (16.8)
Current Finance Lease Obligations42.2 44.8 (5.8)
Current Operating Lease Obligations3.2 2.2 45.5 
Current Maturities of Long-Term Debt, net75.9 74.2 2.3 
Income Tax Receivable Agreement Liability9.5 3.3 187.9 
Other Current Liabilities118.5 136.2 (13.0)
Total Current Liabilities380.8 418.6 (9.0)
Finance Lease Obligations256.3 232.5 10.2 
Operating Lease Obligations18.2 16.6 9.6 
Long-Term Debt, net275.9 327.5 (15.8)
Income Tax Receivable Agreement Liability88.2 97.8 (9.8)
Other38.0 16.2 134.6 
Total Liabilities1,057.3 1,109.2 (4.7)
Total Stockholders’ Equity$552.5 $514.4 7.4 

Page 10

SUMMARY CASH FLOW
(Dollars in millions)
(Unaudited - amounts may not recalculate due to rounding)
Nine Months Ended September 30,
20242023% Change
Net Cash Provided by Operating Activities$74.3$102.7(27.7)
Purchases of Property & Equipment(42.6)(210.6)(79.8)
Other, net63.632.496.3
Net Cash Provided by (Used in) Investing Activities20.9(178.3)111.7
Common Stock Repurchases(11.5)(55.1)(79.1)
Proceeds from Borrowing10.0119.2(91.6)
Repayment of Finance Lease Obligations(26.2)(16.4)59.8
Repayment of Borrowings(60.8)(35.5)71.3
Other, net(3.0)(1.7)76.5
Net Cash Provided by (Used in) Financing Activities(91.5)10.6NM
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash3.8(65.0)105.8
Cash, Cash Equivalents and Restricted Cash – Beginning of the Period63.7102.9(38.1)
Cash, Cash Equivalents and Restricted Cash –
End of the Period
$67.4$37.977.8
NM - not meaningful
Page 11

NON-GAAP FINANCIAL MEASURES
Adjusted Operating Income, Adjusted Operating Income Margin, Adjusted Income Before Income Tax, Adjusted Pre-tax Margin, Adjusted Net Income, Adjusted Net Income per Share, Adjusted EBITDA and Adjusted EBITDA Margin
Adjusted Operating Income, Adjusted Operating Income Margin, Adjusted Income Before Income Tax, Adjusted Pre-tax Margin, Adjusted Net Income, Adjusted Net Income per share, Adjusted EBITDA and Adjusted EBITDA Margin are non-GAAP measures included as supplemental disclosure because we believe they are useful indicators of our operating performance. Derivations of Operating Income and Net Income are well recognized performance measurements in the airline industry that are frequently used by our management, as well as by investors, securities analysts and other interested parties in comparing the operating performance of companies in our industry.
The measures described above have limitations as analytical tools. Some of the limitations applicable to these measures include: they do not reflect the impact of certain cash and non-cash charges resulting from matters we consider not to be indicative of our ongoing operations; and other companies in our industry may calculate these non-GAAP measures differently than we do, limiting each measure’s usefulness as a comparative measure. Because of these limitations, the following non-GAAP measures should not be considered in isolation or as a substitute for performance measures calculated in accordance with GAAP and may not be the same as or comparable to similarly titled measures presented by other companies due to the possible differences in the method of calculation and in the items being adjusted.
For the aforementioned reasons, Adjusted Operating Income, Adjusted Operating Income Margin, Adjusted Income Before Income Tax, Adjusted Pre-tax Margin, Adjusted Net Income, Adjusted Net Income per Share, Adjusted EBITDA and Adjusted EBITDA Margin have significant limitations which affect their use as indicators of our profitability. Accordingly, readers are cautioned not to place undue reliance on this information.

Reconciliation of GAAP Operating Income to Adjusted Operating Income
Dollars in millions – Unaudited - amounts may not recalculate due to rounding
The following table presents the reconciliation of GAAP operating income to adjusted operating income.
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Operating Revenue$249.5 $248.9$815.3$804.1
Operating Income12.4 19.079.9110.4
Stock Compensation Expense1.5 1.04.68.1
Adjusted Operating Income$13.9 $20.0$84.5$118.5
Operating Income Margin5.0 %7.6 %9.8 %13.7 %
Adjusted Operating Income Margin5.6 %8.1 %10.4 %14.7 %

Page 12


Reconciliation of GAAP Income Before Income Tax to Adjusted Income Before Income Tax
Dollars in millions – Unaudited - amounts may not recalculate due to rounding
The following table presents the reconciliation of GAAP income before income tax to adjusted income before income tax.
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Net Income $2.3 $7.6 $39.5 $66.5 
Add: Provision for Income Tax Expense 0.7 2.5 13.2 20.0 
Income Before Income Tax, as reported3.0 10.1 52.6 86.5 
Pre-tax margin1.2 %4.0 %6.5 %10.8 %
Stock Compensation Expense1.5 1.0 4.6 8.1 
Tax Receivable Agreement adjustment (1)
— — — (0.4)
Secondary offering costs— — — 0.6 
Adjusted Income Before Income Tax$4.5 $11.1 $57.2 $94.9 
Adjusted Pre-tax margin1.8 %4.5 %7.0 %11.8 %
(1)
This represents the adjustment to the TRA for the period, which is recorded in Non-Operating Income (Expense)

Page 13

Reconciliation of GAAP Net Income and Earnings per Share to Adjusted Net Income and Adjusted Earnings per Share
Dollars and shares in millions, except for per share – Unaudited - amounts may not recalculate due to rounding
The following table presents the reconciliation of GAAP net income and earnings per share to adjusted net income and adjusted earnings per share.
Three Months Ended September 30,
20242023
DollarsPer Share - dilutedDollarsPer Share - diluted
Net Income$2.3 $0.04 $7.6 $0.13 
Stock Compensation Expense1.5 0.03 1.0 0.02 
Income tax effect of adjusting items, net (1)
(0.3)(0.01)(0.2)— 
Adjusted Net Income$3.5 $0.06 $8.4 $0.14 
Diluted share count54.8 58.6 
Nine Months Ended September 30,
20242023
DollarsPer Share - dilutedDollarsPer Share - diluted
Net Income$39.5 $0.72 $66.5 $1.12 
Stock Compensation Expense4.6 0.08 8.1 0.14 
Tax Receivable Agreement adjustment (2)
— — (0.4)(0.01)
Secondary offering costs— — 0.6 0.01 
Income tax effect of adjusting items, net (1)
(1.1)(0.02)(2.0)(0.03)
Adjusted Net Income$43.0 $0.78 $72.9 $1.23 
Diluted share count55.0 59.3 
(1)
The tax effect of adjusting items, net is calculated at the Company’s statutory rate for the application period
(2)
This represents the adjustment to the TRA for the period, which is recorded in Non-Operating Income (Expense)
Page 14

Reconciliation of GAAP Net Income to Adjusted EBITDA
Dollars in millions – Unaudited - amounts may not recalculate due to rounding
The following tables present the reconciliation of net income to adjusted EBITDA for the periods presented below.
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Net Income$2.3 $7.6 $39.5 $66.5 
Interest Income(1.7)(2.5)(5.9)(7.8)
Interest Expense11.0 11.4 33.2 31.3 
Stock Compensation Expense1.5 1.0 4.6 8.1 
 Tax Receivable Agreement adjustment (1)
— — — (0.4)
Secondary offering costs— — — 0.6 
Provision for Income Taxes0.7 2.5 13.2 20.0 
Depreciation and Amortization23.8 22.8 71.2 64.6 
Adjusted EBITDA$37.6 $42.8 $155.7 $183.0 
Adjusted EBITDA margin15.1 %17.2 %19.1 %22.8 %
(1)
This represents the adjustment to the TRA for the period, which is recorded in Non-Operating Income (Expense)
Page 15

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

Adjusted CASM excludes fuel costs. By excluding volatile fuel costs that are outside of our control from our unit metrics, we believe that we have better visibility into the results of operations and our non-fuel cost initiatives. Our industry is highly competitive and is characterized by high fixed costs, so even a small reduction in non-fuel operating costs can lead to a significant improvement in operating results. In addition, we believe that all domestic carriers are similarly impacted by changes in jet fuel costs over the long run, so it is important for management and investors to understand the impact and trends in company-specific cost drivers, such as labor rates, aircraft and maintenance costs, and productivity, which are more controllable by management.
We have excluded costs related to the cargo operations and depreciation recognized on our aircraft and flight equipment held for operating lease as these operations do not create ASMs. We have entered into a series of aircraft-related transactions where we act as an aircraft lessor. As of September 30, 2024, we leased or subleased seven aircraft. Depreciation expense on these aircraft materially began during the three months ended June 30, 2023. Adjusted CASM further excludes other adjustments, as defined in the relevant reporting period, that are not representative of the ongoing costs necessary to our airline operations and may improve comparability between periods. We also exclude stock compensation expense when computing Adjusted CASM. The Company’s compensation strategy includes the use of stock-based compensation to attract and retain employees and executives and is principally aimed at aligning their interests with those of our stockholders and at long-term employee retention, rather than to motivate or reward operational performance for any particular period. Thus, stock-based compensation expense varies for reasons that are generally unrelated to operational decisions and performance in any period.
As derivations of Adjusted CASM are not determined in accordance with GAAP, such measures are susceptible to varying calculations and not all companies calculate the measures in the same manner. As a result, derivations of Adjusted CASM as presented may not be directly comparable to similarly titled measures presented by other companies. Adjusted CASM should not be considered in isolation or as a replacement for CASM. For the aforementioned reasons, Adjusted CASM has significant limitations which affect its use as an indicator of our profitability. Accordingly, readers are cautioned not to place undue reliance on this information.















Page 16


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

The following table presents the reconciliation of CASM to Adjusted CASM.
Three Months Ended September 30,
20242023
Operating Expenses
- mm
Per ASM (cents)
Operating Expenses
- mm
Per ASM (cents)
CASM$237.112.58$229.9 12.83 
Less:
Aircraft Fuel54.72.9061.2 3.41 
Stock Compensation Expense1.50.081.0 0.06 
Cargo expenses, not already adjusted above27.11.4526.4 1.48 
Sun Country Vacations0.20.010.2 0.01 
Leased Aircraft, Depreciation and Amortization Expense 2.00.102.2 0.12 
Adjusted CASM$151.58.04$138.8 7.75 
Available seat miles (ASMs) - mm1,884.91,791.5 
Nine Months Ended September 30,
20242023
Operating Expenses
- mm
Per ASM (cents)
Operating Expenses
- mm
Per ASM (cents)
CASM$735.412.04$693.7 12.57
Less:
Aircraft Fuel187.23.06185.8 3.37
Stock Compensation Expense4.60.078.1 0.14
Cargo expenses, not already adjusted above77.41.2877.2 1.40
Sun Country Vacations1.00.020.9 0.02
Leased Aircraft, Depreciation and Amortization Expense 6.30.104.5 0.08
Adjusted CASM$458.97.51$417.2 7.56
Available seat miles (ASMs) - mm6,108.75,516.8 


Page 17
v3.24.3
Cover
Oct. 30, 2024
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date Oct. 30, 2024
Entity Registrant Name Sun Country Airlines Holdings, Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 001-40217
Entity Tax Identification Number 82-4092570
Entity Address, Address Line One 2005 Cargo Road
Entity Address, City or Town Minneapolis
Entity Address, State or Province MN
Entity Address, Postal Zip Code 55450
City Area Code 651
Local Phone Number 681-3900
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.01 per share
Trading Symbol SNCY
Entity Emerging Growth Company false
Entity Central Index Key 0001743907
Amendment Flag false
The Nasdaq Stock Market LLC  
Entity Information [Line Items]  
Security Exchange Name NASDAQ
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