Gogo Announces Second Quarter 2017 Financial Results

CHICAGO, Aug. 7, 2017 /PRNewswire/ -- Gogo (NASDAQ: GOGO), the leading global provider of broadband connectivity products and services for aviation, today announced its financial results for the quarter ended June 30, 2017.

Second Quarter 2017 Consolidated Financial Results

    --  Revenue increased to $172.8 million, up 17% from Q2 2016. Service
        revenue increased to $154.1 million, up 21% from Q2 2016, on a 9%
        increase in commercial aircraft online to 3,109, a 17% increase in ATG
        business aircraft online to 4,453, and increased customer usage across
        all segments.
    --  Net loss increased to $44.2 million, a 10% increase from Q2 2016, and
        Adjusted EBITDA((1)) decreased to $9.9 million, down 31% from Q2 2016.
        Both net loss and Adjusted EBITDA in Q2 2017 included $14.0 million in
        increased costs related to the launch of 2Ku service for new and
        existing airline partners, OEM 2Ku programs, and costs associated with
        the development of Gogo's next generation ATG solution.
    --  Capital expenditures increased to $74.1 million from $47.6 million in Q2
        2016. Cash CapEx((1)) increased to $65.6 million from $39.8 million in
        Q2 2016 due to an increase in success-based airborne equipment purchases
        in advance of heavy 2Ku installations in the second half of 2017.

"We launched 2Ku service on five new airlines in the quarter and are on plan to meet our targeted increase in installations during the second half of the year," said Michael Small, Gogo's President and CEO. "While these installs require up-front investment, they will all produce positive returns in the future."

"Our planned increase in investments in the second quarter lay the foundation for future growth in revenue and profitability," said Barry Rowan, Gogo's Executive Vice President and CFO. "We expect Adjusted EBITDA to increase substantially in the second half of 2017 and into 2018, and we are on track to generate positive free cash flow in 2019."

Second Quarter 2017 Business Segment Financial Results

Commercial Aviation - North America (CA-NA)

CA-NA connectivity take rate rose more than 20% in the quarter, increasing ARPA to more than $141,000 on an annualized basis.

    --  Aircraft online reached 2,791, up 195 aircraft from Q2 2016. As of June
        30, 2017, CA-NA had approximately 740 aircraft awarded for installation
        or conversion to 2Ku, 60 of which are net new aircraft.
    --  Total revenue increased to $101.0 million, up 9% from Q2 2016, primarily
        driven by higher aircraft online.
    --  Segment profit decreased to $16.2 million, down 13% from Q2 2016,
        primarily due to costs associated with launching 2Ku service and the
        development of its next generation ATG solution. Segment profit as a
        percentage of segment revenue was 16% in Q2 2017, down from 20% in Q2
        2016.

Commercial Aviation - Rest of World (CA-ROW)

CA-ROW revenue doubled year-over-year for the second consecutive quarter and ARPA grew 56% to more than $226,000 on an annualized basis as passenger demand continued to grow.

    --  Aircraft online reached 318, up 69 aircraft from Q2 2016. CA-ROW had
        approximately 620 net new 2Ku awarded but not yet installed aircraft as
        of June 30, 2017.
    --  Total revenue increased to $14.1 million, up 145% from Q2 2016, driven
        primarily by higher ARPA and an increase in aircraft online.
    --  Segment loss increased to $31.4 million from $23.3 million in Q2 2016,
        as a result of launching 2Ku service on several new airline partners and
        advancing OEM programs.

Business Aviation (BA)

BA service revenue grew 30% with segment profit increasing 33% and segment profit margin expanding to 44%. This growth demonstrates the continued strong demand for Gogo's ATG systems and services in the large and growing market opportunity of more than 20,000 North American business and turboprop aircraft.

    --  Service revenue increased to $42.2 million, up 30% from Q2 2016, driven
        primarily by a 17% increase in ATG systems online and a 14% increase in
        average monthly service revenue per ATG unit online.
    --  Equipment revenue decreased to $15.6 million, down $1.1 million from Q2
        2016.
    --  Total segment revenue increased to $57.8 million, up 18% from Q2 2016.
    --  Segment profit increased to $25.2 million, up 33% from Q2 2016. Segment
        profit as a percentage of segment revenue was 44% in Q2 2017, up from
        39% in Q2 2016, on an increased mix of higher margin service revenue and
        lower engineering, design and development expenses.

Recent Developments

    --  Launched 2Ku service on five airlines: Air Canada Rouge, British
        Airways, JTA, Virgin Atlantic, and Virgin Australia.
    --  The first OEM installation of 2Ku on an Airbus A350 has been completed
        and is ready for delivery to Delta.
    --  Next generation ATG achieved speeds of 134Mbps in the lab and remains on
        track for its expected deployment in 2018, and Gogo introduced a new
        satellite modem capable of delivering more than 16 times the throughput
        of the existing satellite modem.
    --  BA launched its connected aircraft services platform, introduced new
        Smart Cabin Services (SCS) and partnered with Rockwell Collins to
        deliver real-time moving maps for its customers via the newly launched
        platform.

Business Outlook

Gogo reaffirms all 2017 and long-term guidance previously provided in the fourth quarter 2016 earnings press release. The Company expects:

    --  2017 2Ku installations of 450 to 550 aircraft, including approximately
        150 in CA-ROW.
    --  Total revenue at the high end of guidance range of $670 million to $695
        million.
    --  Adjusted EBITDA at the low end of guidance range of $60 million to $75
        million, as a result of investments in launching 2Ku service for new and
        existing airline partners, OEM programs, and development of Gogo's next
        generation ATG solution. Adjusted EBITDA is expected to increase
        substantially in the second half of 2017 and in 2018.
    --  Gross capital expenditures of $290 million to $330 million and Cash
        CapEx of $230 million to $260 million, of which approximately 70% is
        related to success-based airborne equipment purchases.

(1) See Non-GAAP Financial Measures below

Conference Call

The second quarter conference call will be held on August 7(th), 2017 at 8:30 a.m. ET. A live webcast of the conference call, as well as a replay, will be available online on the Investor Relations section of the company's website at http://ir.gogoair.com. Participants can also access the call by dialing (844) 464-3940 (within the United States and Canada) or (765) 507-2646 (international dialers) and entering conference ID number 54679937.

Non-GAAP Financial Measures

We report certain non-GAAP financial measurements, including Adjusted EBITDA and Cash CapEx in the supplemental tables below. Management uses Adjusted EBITDA and Cash CapEx for business planning purposes, including managing our business against internally projected results of operations and measuring our performance and liquidity. These supplemental performance measures also provide another basis for comparing period to period results by excluding potential differences caused by non-operational and unusual or non-recurring items. These supplemental performance measurements may vary from and may not be comparable to similarly titled measures by other companies. Adjusted EBITDA and Cash CapEx are not recognized measurements under accounting principles generally accepted in the United States, or GAAP, and when analyzing our performance with Adjusted EBITDA or liquidity with Cash CapEx, as applicable, investors should (i) evaluate each adjustment in our reconciliation to net loss attributable to common stock, and the explanatory footnotes regarding those adjustments, (ii) use Adjusted EBITDA in addition to, and not as an alternative to, net loss attributable to common stock as a measure of operating results, and (iii) use Cash CapEx in addition to, and not as an alternative to, consolidated capital expenditures when evaluating our liquidity. No reconciliation of the forecasted range for Adjusted EBITDA for fiscal 2017 is included in this release because we are unable to quantify certain amounts that would be required to be included in the corresponding GAAP measure without unreasonable efforts and we believe such reconciliation would imply a degree of precision that would be confusing or misleading to investors. In particular, we are not able to provide a reconciliation for the forecasted range of Adjusted EBITDA due to variability in the timing of aircraft installations and deinstallations impacting depreciation expense and amortization of deferred airborne leasing proceeds.

Cautionary Note Regarding Forward-Looking Statements

Certain disclosures in this press release and related comments by our management include forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, statements regarding our business outlook, industry, business strategy, plans, goals and expectations concerning our market position, international expansion, future technologies, future operations, margins, profitability, future efficiencies, capital expenditures, liquidity and capital resources and other financial and operating information. When used in this discussion, the words "anticipate," "assume," "believe," "budget," "continue," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "should," "will," "future" and the negative of these or similar terms and phrases are intended to identify forward-looking statements in this press release.

Forward-looking statements reflect our current expectations regarding future events, results or outcomes. These expectations may or may not be realized. Although we believe the expectations reflected in the forward-looking statements are reasonable, we can give you no assurance these expectations will prove to have been correct. Some of these expectations may be based upon assumptions, data or judgments that prove to be incorrect. Actual events, results and outcomes may differ materially from our expectations due to a variety of known and unknown risks, uncertainties and other factors. Although it is not possible to identify all of these risks and factors, they include, among others, the following: the loss of, or failure to realize benefits from, agreements with our airline partners or any failure to renew any existing agreements upon expiration or termination; the failure to maintain airline satisfaction with our equipment or our service; any inability to timely and efficiently deploy our 2Ku service or develop and deploy our next-generation ATG solution or other components of our technology roadmap for any reason, including regulatory delays or failures, or delays on the part of any of our suppliers, some of whom are single source, or the failure by our airline partners to roll out equipment upgrades, new services or adopt new technologies in order to support increased network capacity demands; the timing of deinstallation of our equipment from aircraft, including deinstallations resulting from aircraft retirements and other deinstallations permitted by certain airline contract provisions; the loss of relationships with original equipment manufacturers or dealers; our ability to develop or purchase ATG and satellite network capacity sufficient to accommodate current and expected growth in passenger demand in North America and internationally as we expand; our reliance on third-party suppliers, some of whom are single source, for satellite capacity and other services and the equipment we use to provide services to commercial airlines and their passengers and business aviation customers; unfavorable economic conditions in the airline industry and/or the economy as a whole; our ability to expand our international or domestic operations, including our ability to grow our business with current and potential future airline partners; an inability to compete effectively with other current or future providers of in-flight connectivity services and other products and services that we offer, including on the basis of price, service performance and line-fit availability; our ability to successfully develop and monetize new products and services such as Gogo Vision and Gogo TV, including those that were recently released, are currently being offered on a limited or trial basis, or are in various stages of development; our ability to certify and install our equipment and deliver our products and services, including newly developed products and services, on schedules consistent with our contractual commitments to customers; the failure of our equipment or material defects or errors in our software resulting in recalls or substantial warranty claims; a revocation of, or reduction in, our right to use licensed spectrum, the availability of other air-to-ground spectrum to a competitor or the repurposing by a competitor of other spectrum for air-to-ground use; our use of open source software and licenses; the effects of service interruptions or delays, technology failures and equipment failures or malfunctions arising from defects or errors in our software or defects in or damage to our equipment; the limited operating history of our CA-ROW segment; contract changes and implementation issues resulting from decisions by airlines to transition from the retail model to the airline directed model; increases in our projected capital expenditures due to, among other things, unexpected costs incurred in connection with the roll-out of our technology roadmap or our international expansion; compliance with U.S. and foreign government regulations and standards, including those related to regulation of the Internet, including e-commerce or online video distribution changes, and the installation and operation of satellite equipment and our ability to obtain and maintain all necessary regulatory approvals to install and operate our equipment in the United States and foreign jurisdictions; our, or our technology suppliers', inability to effectively innovate; costs associated with defending pending or future intellectual property infringement and other litigation or claims; our ability to protect our intellectual property; breaches of the security of our information technology network, resulting in unauthorized access to our customers' credit card information or other personal information; any negative outcome or effects of future litigation; our substantial indebtedness; limitations and restrictions in the agreements governing our indebtedness and our ability to service our indebtedness; our ability to obtain additional financing on acceptable terms or at all; fluctuations in our operating results; our ability to attract and retain customers and to capitalize on revenue from our platform; the demand for and market acceptance of our products and services; changes or developments in the regulations that apply to us, our business and our industry, including changes or developments affecting the ability of passengers or airlines to use our in-flight connectivity services, including the recent U.S. and U.K. bans on the use of certain personal devices such as laptops and tablets on certain aircraft flying certain routes; a future act or threat of terrorism, cyber-security attack or other events that could result in adverse regulatory changes or developments as referenced above, or otherwise adversely affect our business and industry; our ability to attract and retain qualified employees, including key personnel; the effectiveness of our marketing and advertising and our ability to maintain and enhance our brands; our ability to manage our growth in a cost-effective manner and integrate and manage acquisitions; compliance with anti-corruption laws and regulations in the jurisdictions in which we operate, including the Foreign Corrupt Practices Act and the (U.K.) Bribery Act 2010; restrictions on the ability of U.S. companies to do business in foreign countries, including, among others, restrictions imposed by the U.S. Office of Foreign Assets Control; difficulties in collecting accounts receivable; our ability to successfully implement our new enterprise resource planning system and other improvements to systems and procedures needed to support our growth.

Additional information concerning these and other factors can be found under the caption "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2016 filed with the Securities and Exchange Commission on February 27, 2017 and in our quarterly report on Form 10-Q for the quarter ended March 31, 2017 as filed with the SEC on May 4, 2017.

Any one of these factors or a combination of these factors could materially affect our financial condition or future results of operations and could influence whether any forward-looking statements contained in this report ultimately prove to be accurate. Our forward-looking statements are not guarantees of future performance, and you should not place undue reliance on them. All forward-looking statements speak only as of the date made and we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

About Gogo

Gogo is the in-flight internet company. We are the leading global provider of broadband connectivity products and services for aviation. We design and source innovative network solutions that connect aircraft to the Internet, and develop software and platforms that enable customizable solutions for and by our aviation partners. Once connected, we provide industry leading reliability around the world. Our mission is to help aviation go farther by making planes fly smarter, so our aviation partners perform better and their passengers travel happier.

You can find Gogo's products and services on thousands of aircraft operated by the leading global commercial airlines and thousands of private aircraft, including those of the largest fractional ownership operators. Gogo is headquartered in Chicago, IL with additional facilities in Broomfield, CO and locations across the globe. Connect with us at gogoair.com.


    Investor Relations Contact:               Media Relations Contact:

    Varvara Alva                              Meredith Payette

    312-517-6460                              312-517-6216

    ir@gogoair.com                            pr@gogoair.com



                                                                                 Gogo Inc. and Subsidiaries

                                                                 Unaudited Condensed Consolidated Statements of Operations

                                                                          (in thousands, except per share amounts)




                                                  For the Three Months                                    For the Six Months



                                                     Ended June 30,                                         Ended June 30,
                                                     --------------                                         --------------



                                                  2017                                2016                                   2017            2016
                                                  ----                                ----                                   ----            ----

    Revenue:

    Service revenue                                        $154,076                                         $127,587                    $300,571              $246,307

    Equipment revenue                                      18,724                                           19,952                      37,635                42,978
                                                           ------                                           ------                      ------                ------

    Total revenue                                         172,800                                          147,539                     338,206               289,285
                                                          -------                                          -------                     -------               -------


    Operating expenses:

    Cost of service revenue (exclusive of items
     shown below)                                          69,127                                           53,396                     133,940               108,250

    Cost of equipment revenue (exclusive of items
     shown below)                                          14,649                                           12,477                      26,297                26,225

    Engineering, design and development                    35,685                                           24,718                      71,949                46,366

    Sales and marketing                                    16,564                                           16,750                      30,959                31,492

    General and administrative                             23,549                                           22,388                      46,098                43,377

    Depreciation and amortization                          30,562                                           24,906                      60,997                49,263
                                                           ------                                           ------                      ------                ------

    Total operating expenses                              190,136                                          154,635                     370,240               304,973
                                                          -------                                          -------                     -------               -------

    Operating loss                                       (17,336)                                         (7,096)                   (32,034)             (15,688)
                                                          -------                                           ------                     -------               -------


    Other (income) expense:

    Interest income                                         (771)                                           (166)                    (1,316)                (212)

    Interest expense                                       27,226                                           17,557                      54,169                33,853

    Loss on extinguishment of debt                   -                                          15,406                            -               15,406

    Adjustment of deferred financing costs           -                                              77                            -                (792)

    Other (income) expense                                     56                                                3                          94                 (171)
                                                              ---                                              ---                         ---                  ----

    Total other expense                                    26,511                                           32,877                      52,947                48,084
                                                           ------                                           ------                      ------                ------


    Loss before income taxes                             (43,847)                                        (39,973)                   (84,981)             (63,772)

    Income tax provision                                      362                                              221                         595                   528
                                                              ---                                              ---                         ---                   ---

    Net loss                                              $(44,209)                                       $(40,194)                  $(85,576)            $(64,300)
                                                           ========                                         ========


    Net loss attributable to common
     stock per share-basic and diluted                      $(0.56)                                         $(0.51)                    $(1.08)              $(0.82)
                                                             ======                                           ======                      ======                ======


    Weighted average number of shares-basic and
     diluted                                               79,334                                           78,849                      79,237                78,793
                                                           ======                                           ======                      ======                ======


                                                               Gogo Inc. and Subsidiaries

                                                     Unaudited Condensed Consolidated Balance Sheets

                                                     (in thousands, except share and per share data)




                                                                                June 30,                       December 31,



                                                                                     2017                               2016
                                                                                     ----                               ----

    Assets

    Current assets:

    Cash and cash equivalents                                                                    $96,416                           $117,302

    Short-term investments                                                                     283,241                            338,477
                                                                                               -------                            -------

    Total cash, cash equivalents and short-term investments                                    379,657                            455,779

    Accounts receivable, net of allowances of $657 and $499,
     respectively                                                                               87,097                             73,743

    Inventories                                                                                 52,041                             50,266

    Prepaid expenses and other current assets                                                   20,870                             24,942
                                                                                                ------                             ------

    Total current assets                                                                       539,665                            604,730
                                                                                               -------                            -------


    Non-current assets:

    Property and equipment, net                                                                583,245                            519,810

    Intangible assets, net                                                                      90,296                             85,175

    Goodwill                                                                                       620                                620

    Long-term restricted cash                                                                    6,873                              7,773

    Other non-current assets                                                                    56,557                             28,088
                                                                                                ------                             ------

    Total non-current assets                                                                   737,591                            641,466
                                                                                               -------                            -------

    Total assets                                                                              $1,277,256                         $1,246,196
                                                                                              ==========                         ==========


    Liabilities and Stockholders' deficit

    Current liabilities:

    Accounts payable                                                                             $29,471                            $31,689

    Accrued liabilities                                                                        148,569                            132,055

    Accrued airline revenue share                                                               15,504                             15,521

    Deferred revenue                                                                            36,817                             32,722

    Deferred airborne lease incentives                                                          35,342                             36,277

    Current portion of long-term debt and capital leases                                         2,613                              2,799
                                                                                                 -----                              -----

    Total current liabilities                                                                  268,316                            251,063
                                                                                               -------                            -------


    Non-current liabilities:

    Long-term debt                                                                             880,371                            800,715

    Deferred airborne lease incentives                                                         117,459                            135,879

    Deferred tax liabilities                                                                     8,791                              8,264

    Other non-current liabilities                                                              118,833                             90,668
                                                                                               -------                             ------

    Total non-current liabilities                                                            1,125,454                          1,035,526
                                                                                             ---------                          ---------

    Total liabilities                                                                        1,393,770                          1,286,589
                                                                                             ---------                          ---------


    Commitments and contingencies (Note 11)                                             -                                    -


    Stockholders' deficit

    Common stock                                                                                     9                                  9

    Additional paid-in-capital                                                                 888,100                            879,135

    Accumulated other comprehensive loss                                                       (1,673)                           (2,163)

    Accumulated deficit                                                                    (1,002,950)                         (917,374)
                                                                                            ----------                           --------

    Total stockholders' deficit                                                              (116,514)                          (40,393)
                                                                                              --------                            -------

    Total liabilities and stockholders' deficit                                               $1,277,256                         $1,246,196
                                                                                              ==========                         ==========


                                        See the Notes to Unaudited Condensed Consolidated Financial Statements




                                                                 Gogo Inc. and Subsidiaries

                                                 Unaudited Condensed Consolidated Statements of Cash Flows

                                                                       (in thousands)




                                                                                            For the Six Months



                                                                                              Ended June 30,
                                                                                              --------------



                                                                                           2017                2016
                                                                                           ----                ----

    Operating activities:

    Net loss                                                                                       $(85,576)                    $(64,300)

    Adjustments to reconcile net loss to cash used in operating activities:

    Depreciation and amortization                                                                   60,997                        49,263

    Loss on asset disposals/abandonments                                                             3,477                           924

    Deferred income taxes                                                                              527                           420

    Stock-based compensation expense                                                                 9,724                         7,986

    Loss of extinguishment of debt                                                            -                        15,406

    Amortization of deferred financing costs                                                         1,799                         2,163

    Accretion and amortization of debt discount and premium                                          9,142                         8,508

    Adjustment of deferred financing costs                                                    -                         (792)

    Changes in operating assets and liabilities:

    Accounts receivable                                                                           (13,316)                        4,409

    Inventories                                                                                    (1,775)                      (4,155)

    Prepaid expenses and other current assets                                                        4,468                      (12,428)

    Accounts payable                                                                                 1,444                       (1,598)

    Accrued liabilities                                                                              2,830                       (2,873)

    Deferred airborne lease incentives                                                               6,374                         8,374

    Deferred revenue                                                                                 5,024                        14,235

    Deferred rent                                                                                      103                           443

    Accrued airline revenue share                                                                     (27)                        1,005

    Accrued interest                                                                                   963                         3,012

    Other non-current assets and liabilities                                                       (3,790)                      (5,641)
                                                                                                    ------                        ------

    Net cash used in operating activities                                                            2,388                        24,361
                                                                                                     -----                        ------


    Investing activities:

    Proceeds from the sale of property and equipment                                          -                             1

    Purchases of property and equipment                                                          (128,892)                     (71,048)

    Acquisition of intangible assets-capitalized software                                         (16,851)                     (13,993)

    Purchases of short-term investments                                                          (193,845)                    (259,068)

    Redemptions of short-term investments                                                          249,081                        99,886

    (Decrease) increase in restricted cash                                                             500                          (14)

    Net cash used in investing activities                                                         (90,007)                    (244,236)
                                                                                                   -------                      --------


    Financing activities:

    Proceeds from the issuance of senior secured notes                                              70,200                       525,000

    Payments on amended and restated credit agreement                                         -                     (310,132)

    Payment of issuance costs                                                                      (1,485)                     (10,610)

    Payments on capital leases                                                                     (1,540)                      (1,218)

    Stock-based compensation activity                                                                (759)                        (346)

    Net cash provided by financing activities                                                       66,416                       202,694
                                                                                                    ------                       -------


    Effect of exchange rate changes on cash                                                            317                         (233)


    Decrease in cash and cash equivalents                                                         (20,886)                     (17,414)

    Cash and cash equivalents at beginning of period                                               117,302                       147,342
                                                                                                   -------                       -------

    Cash and cash equivalents at end of period                                                       $96,416                      $129,928
                                                                                                     =======                      ========



                                                           Gogo Inc. and Subsidiaries

                                                Supplemental Information - Key Operating Metrics

                                                        Commercial Aviation North America
                                                        ---------------------------------




                           For the Three Months                           For the Six Months



                              Ended June 30,                                 Ended June 30
                              --------------                                 -------------



                           2017                        2016                                   2017       2016
                           ----                        ----                                   ----       ----


    Aircraft online (at
     period end)                    2,791                                   2,596                    2,791      2,596

    Aircraft equivalents
     (average during the
     period)                        2,816                                   2,622                    2,794      2,567

    Average monthly
     service
     revenue per
     aircraft
     equivalent
     (ARPA)                         $11,784                                 $11,483                  $11,789    $11,314

    Gross passenger
     opportunity (GPO) (in
     thousands)                   108,480                                 100,458                  204,088    190,461

    Total average
     revenue per
     session (ARPS)                  $10.86                                  $12.94                   $11.01     $12.99

    Connectivity take rate           7.7%                                   6.3%                    8.0%      6.4%


                                                Commercial Aviation Rest of World
                                                ---------------------------------




                           For the Three Months                           For the Six Months



                              Ended June 30,                                Ended June 30,
                              --------------                                --------------



                           2017                        2016                                   2017       2016
                           ----                        ----                                   ----       ----


    Aircraft online (at
     period end)                      318                                     249                      318        249

    Aircraft equivalents
     (average during the
     period)                          247                                     196                      227        186

    ARPA                            $18,872                                 $12,065                  $17,932    $11,851
    --  Aircraft online. We define aircraft online as the total number of
        commercial aircraft on which our equipment is installed and service has
        been made commercially available as of the last day of each period
        presented.  We assign aircraft to CA-NA or CA-ROW at the time of
        contract signing as follows: (i) all aircraft operated by North American
        airlines and under contract for ATG or ATG-4 service are assigned to
        CA-NA, (ii) all aircraft operated by North American airlines and under a
        contract for satellite service are assigned to CA-NA or CA-ROW based on
        whether the routes flown by such aircraft under the contract are
        anticipated to be predominantly within or outside of North America at
        the time the contract is signed, and (iii) all aircraft operated by
        non-North American airlines and under a contract are assigned to CA-ROW.
    --  Aircraft equivalents. We define aircraft equivalents for a segment as
        the total number of commercial aircraft online (as defined above)
        multiplied by the percentage of flights flown by such aircraft within
        the scope of that segment, rounded to the nearest whole aircraft and
        expressed as an average of the month end figures for each month in the
        period.  This methodology takes into account the fact that during a
        particular period certain aircraft may fly routes outside the scope of
        the segment to which they are assigned for purposes of the calculation
        of aircraft online.
    --  Average monthly service revenue per aircraft equivalent ("ARPA").  We
        define ARPA for a segment as the aggregate service revenue plus monthly
        service fees, some of which are reported as a reduction to cost of
        service revenue for that segment for the period divided by the number of
        months in the period, and further divided by the number of aircraft
        equivalents (as defined above) for that segment during the period.
    --  Gross passenger opportunity ("GPO"). We define GPO as the aggregate
        number of passengers who board commercial aircraft on which Gogo service
        has been available at any time during the period presented. When actual
        passenger counts are available directly from our airline partners, we
        aggregate such counts across flights on Gogo-equipped aircraft.  When
        not available directly from our airline partners, we estimate GPO. 
        Estimated GPO is calculated by first estimating the number of flights
        occurring on each Gogo-equipped aircraft, then multiplying by the number
        of seats on that aircraft, and finally multiplying by a seat factor that
        is determined from historical information provided to us in arrears by
        our airline partners.  The estimated number of flights is derived from
        real-time flight information provided to our front-end systems by Air
        Radio Inc. (ARINC), direct airline feeds and supplementary third-party
        data sources.  These aircraft-level estimates are then aggregated with
        any available airline-provided passenger counts to obtain total GPO.
    --  Total average revenue per session ("ARPS"). We define ARPS as revenue
        from Passenger Connectivity, excluding non-session related revenue,
        divided by the total number of sessions during the period. A session, or
        a "use" of Passenger Connectivity, is defined as the use by a unique
        passenger of Passenger Connectivity on a flight segment. Multiple logins
        or purchases under the same user name during one flight segment count as
        only one session.
    --  Connectivity take rate. We define connectivity take rate as the number
        of sessions during the period expressed as a percentage of GPO. Included
        in our connectivity take-rate calculation are sessions for which we did
        not receive revenue, including those provided pursuant to free
        promotional campaigns and, to a lesser extent, as a result of
        complimentary passes distributed by our customer service representatives
        for unforeseen technical issues. For the periods listed above, the
        number of sessions for which we did not receive revenue was not
        material.

                                                              Business Aviation
                                                              -----------------




                         For the Three Months           For the Six Months



                          Ended June 30,               Ended June 30,
                          --------------               --------------



                        2017                      2016                                2017   2016
                        ----                      ----                                ----   ----


    Aircraft online (at
     period end)

    Satellite                               5,464                               5,458      5,464  5,458

    ATG                                     4,453                               3,795      4,453  3,795

    Average monthly
     service revenue
     per aircraft
     online

    Satellite                                $236                                $226       $230   $220

    ATG                                     2,872                               2,529      2,835  2,514

    Units Sold

    Satellite                                  99                                 108        187    241

    ATG                                       197                                 191        386    393

    Average equipment
     revenue per unit
     sold (in
     thousands)

    Satellite                                 $42                                 $44        $44    $43

    ATG                                        52                                  57         54     58
    ---                                       ---                                 ---        ---    ---
    --  Satellite aircraft online. We define satellite aircraft online as the
        total number of business aircraft for which we provide satellite
        services as of the last day of each period presented.
    --  ATG aircraft online. We define ATG aircraft online as the total number
        of business aircraft for which we provide ATG services as of the last
        day of each period presented.
    --  Average monthly service revenue per satellite aircraft online. We define
        average monthly service revenue per satellite aircraft online as the
        aggregate satellite service revenue for the period divided by the number
        of months in the period, divided by the number of satellite aircraft
        online during the period (expressed as an average of the month end
        figures for each month in such period).
    --  Average monthly service revenue per ATG aircraft online. We define
        average monthly service revenue per ATG aircraft online as the aggregate
        ATG service revenue for the period divided by the number of months in
        the period, divided by the number of ATG aircraft online during the
        period (expressed as an average of the month end figures for each month
        in such period).
    --  Units sold. We define units sold as the number of satellite or ATG units
        for which we recognized revenue during the period.  In the three and six
        months ended June 30, 2017, we recognized revenue on 3 Gogo Biz 4G units
        that were previously deferred.
    --  Average equipment revenue per satellite unit sold. We define average
        equipment revenue per satellite unit sold as the aggregate equipment
        revenue earned from all satellite units sold during the period, divided
        by the number of satellite units sold.
    --  Average equipment revenue per ATG unit sold. We define average equipment
        revenue per ATG unit sold as the aggregate equipment revenue from all
        ATG units sold during the period, divided by the number of ATG units
        sold.




                                                                  Gogo Inc. and Subsidiaries

                                           Supplemental Information - Segment Revenue and Segment Profit (Loss)(1)

                                                                  (in thousands, Unaudited)


                                For the Three Months Ended

                                      June 30, 2017
                                      -------------

                          CA-NA                                        CA-ROW                                           BA
                          -----                                        ------                                          ---


    Service revenue                            $98,679                                                         $13,188      $42,209

    Equipment revenue                            2,272                                                             885       15,567

    Total revenue                             $100,951                                                         $14,073      $57,776
                                              ========                                                         =======      =======


    Segment profit (loss)                      $16,191                                                       $(31,403)     $25,202
                                               =======                                                        ========      =======


                                For the Three Months Ended

                                      June 30, 2016
                                      -------------

                          CA-NA                                        CA-ROW                                           BA
                          -----                                        ------                                          ---


    Service revenue                            $89,808                                                          $5,376      $32,403

    Equipment revenue                            2,879                                                             368       16,705

    Total revenue                              $92,687                                                          $5,744      $49,108
                                               =======                                                          ======      =======


    Segment profit (loss)                      $18,641                                                       $(23,300)     $19,016
                                               =======                                                        ========      =======


                                 For the Six Months Ended

                                      June 30, 2017

                          CA-NA                                        CA-ROW                                           BA
                          -----                                        ------                                          ---


    Service revenue                           $195,824                                                         $22,556      $82,191

    Equipment revenue                            3,943                                                           1,803       31,889

    Total revenue                             $199,767                                                         $24,359     $114,080
                                              ========                                                         =======     ========


    Segment profit (loss)                      $27,350                                                       $(57,958)     $51,317
                                               =======                                                        ========      =======


                                 For the Six Months Ended

                                      June 30, 2016
                                      -------------

                          CA-NA                                        CA-ROW                                           BA
                          -----                                        ------                                          ---


    Service revenue                           $173,217                                                          $9,978      $63,112

    Equipment revenue                            6,517                                                             371       36,090

    Total revenue                             $179,734                                                         $10,349      $99,202
                                              ========                                                         =======      =======


    Segment profit (loss)                      $32,457                                                       $(43,021)     $39,240
                                               =======                                                        ========      =======


    (1)              Segment profit (loss) is defined as
                     net income (loss) attributable to
                     common stock before interest
                     expense, interest income, income
                     taxes, depreciation and
                     amortization, certain non-cash
                     charges (including amortization of
                     deferred airborne lease incentives
                     and stock compensation expense) and
                     other income (expense).




                             Gogo Inc. and Subsidiaries

           Supplemental Information - Segment Cost of Service Revenue(1)

                             (in thousands, Unaudited)




                                   For the Three Months



                                      Ended June 30,
                                      --------------



                                    2017                            2016
                                    ----                            ----


    CA-NA                                    $37,954                      $33,797

    BA                                       9,877                        8,898

    CA-ROW                                  21,296                       10,701

    Total                                    $69,127                      $53,396
                                             =======                      =======




                                    For the Six Months



                                      Ended June 30,
                                      --------------



                                    2017                            2016
                                    ----                            ----


    CA-NA                                    $74,701                      $70,371

    BA                                      19,386                       17,317

    CA-ROW                                  39,853                       20,562

    Total                                   $133,940                     $108,250
                                            ========                     ========


    (1) Excludes depreciation and amortization expense.



                            Gogo Inc. and Subsidiaries

         Supplemental Information - Segment Cost of Equipment Revenue(1)

                            (in thousands, Unaudited)




                                  For the Three Months



                                     Ended June 30,
                                     --------------



                                    2017                          2016
                                    ----                          ----


    CA-NA                                    $3,214                        $2,862

    BA                                     10,600                         9,365

    CA-ROW                                    835                           250

    Total                                   $14,649                       $12,477
                                            =======                       =======




                                   For the Six Months



                                     Ended June 30,
                                     --------------



                                    2017                          2016
                                    ----                          ----


    CA-NA                                    $4,581                        $6,809

    BA                                     20,237                        19,166

    CA-ROW                                  1,479                           250

    Total                                   $26,297                       $26,225
                                            =======                       =======


    (1)     Excludes depreciation and amortization expense.




                                                                              Gogo Inc. and Subsidiaries

                                                                      Reconciliation of GAAP to Non-GAAP Measures

                                                                       (in thousands, except per share amounts)

                                                                                      (unaudited)




                                                 For the Three Months                                   For the Six Months



                                                    Ended June 30,                                        Ended June 30,
                                                    --------------                                        --------------



                                                  2017                              2016                                  2017            2016
                                                  ----                              ----                                  ----            ----

    Adjusted EBITDA:

    Net loss attributable to common
     stock (GAAP)                                        $(44,209)                                     $(40,194)                  $(85,576)            $(64,300)

    Interest expense                                      27,226                                         17,557                      54,169                33,853

    Interest income                                        (771)                                         (166)                    (1,316)                (212)

    Income tax provision                                     362                                            221                         595                   528

    Depreciation and amortization                         30,562                                         24,906                      60,997                49,263
                                                          ------                                         ------                      ------                ------

    EBITDA                                                13,170                                          2,324                      28,869                19,132

    Stock-based compensation expense                       5,394                                          3,788                       9,724                 7,986

    Amortization of deferred airborne lease
     incentives                                          (8,630)                                       (7,241)                   (17,978)             (12,885)

    Loss on extinguishment of debt                   -                                        15,406                           -               15,406

    Adjustment of deferred financing costs           -                                            77                           -                (792)
                                                   ---                                           ---

    Adjusted EBITDA                                         $9,934                                        $14,354                     $20,615               $28,847
                                                            ======                                        =======                     =======               =======


    Cash CAPEX:

    Consolidated capital expenditures
     (GAAP) (1)                                          $(74,135)                                     $(47,615)                 $(145,743)            $(85,041)

    Change in deferred airborne lease incentives
     (2)                                                   (111)                                           683                       3,505                 8,344

    Amortization of deferred airborne lease
     incentives (2)                                        8,608                                          7,175                      17,917                12,761
                                                           -----                                          -----

    Cash CAPEX                                           $(65,638)                                     $(39,757)                 $(124,321)            $(63,936)
                                                          ========                                       ========                   =========              ========

    (1)               See unaudited condensed
                      consolidated statements of cash
                      flows.

    (2)               Excludes deferred airborne lease
                      incentives and related
                      amortization associated with STCs
                      for the three and six month
                      periods ended June 30, 2017 and
                      2016 as STC costs are expensed as
                      incurred as part of Engineering,
                      Design and Development.





                                For the Year Ending



                                 December 31, 2017
                                 -----------------

    Cash CapEx Guidance:

                            Low                     High
                            ---                     ----

    Consolidated capital
     expenditures (GAAP)             $(290,000)          $(330,000)

    Deferred airborne lease
     incentives                          60,000               70,000
                                         ------               ------

    Cash CapEx                       $(230,000)          $(260,000)
                                      =========            =========


    (3)               See unaudited condensed
                      consolidated statements of cash
                      flows.

    (4)               Excludes deferred airborne lease
                      incentives and related
                      amortization associated with STCs
                      for the three month periods ended
                      June 30, 2017 and 2016 as STC
                      costs are expensed as incurred as
                      part of Engineering, Design and
                      Development.

Definition of Non-GAAP Measures

EBITDA represents net income (loss) attributable to common stock before income taxes, interest income, interest expense, depreciation expense and amortization of other intangible assets.

Adjusted EBITDA represents EBITDA adjusted for (i) stock-based compensation expense, (ii) amortization of deferred airborne lease incentives (iii) loss on extinguishment of debt and (iv) adjustment of deferred financing costs. Our management believes that the use of Adjusted EBITDA eliminates items that, management believes, have less bearing on our operating performance, thereby highlighting trends in our core business which may not otherwise be apparent. It also provides an assessment of controllable expenses, which are indicators management uses to determine whether current spending decisions need to be adjusted in order to meet financial goals and achieve optimal financial performance.

We believe the exclusion of stock-based compensation expense from Adjusted EBITDA is appropriate given the significant variation in expense that can result from using the Black-Scholes model to determine the fair value of such compensation. The fair value of our stock options is determined using the Black-Scholes model and varies based on fluctuations in the assumptions used in this model, including inputs that are not necessarily directly related to the performance of our business, such as the expected volatility, the risk-free interest rate and the expected life of the options. Therefore, we believe the exclusion of this cost provides a clearer view of the operating performance of our business. Further, stock option grants made at a certain price and point in time do not necessarily reflect how our business is performing at any particular time. While we believe that investors should have information about any dilutive effect of outstanding options and the cost of that compensation, we also believe that stockholders should have the ability to consider our performance using a non-GAAP financial measure that excludes these costs and that management uses to evaluate our business.

We believe the exclusion of the amortization of deferred airborne lease incentives from Adjusted EBITDA is useful as it allows an investor to view operating performance across time periods in a manner consistent with how management measures segment profit and loss (see Note 14, "Business Segments and Major Customers," for a description of segment profit (loss) in our unaudited condensed consolidated financial statements). Management evaluates segment profit and loss in this manner, excluding the amortization of deferred airborne lease incentives, because such presentation reflects operating decisions and activities from the current period, without regard to the prior period decision or the form of connectivity agreements. See "--Key Components of Consolidated Statements of Operations--Cost of Service Revenue--Commercial Aviation North America and Rest of World" in our 2016 10-K for a discussion of the accounting treatment of deferred airborne lease incentives.

We believe it is useful to an understanding of our operating performance to exclude the loss on extinguishment of debt and adjustment of deferred financing costs from Adjusted EBITDA because of the non-recurring nature of these charges.

We also present Adjusted EBITDA as a supplemental performance measure because we believe that this measure provides investors, securities analysts and other users of our financial statements with important supplemental information with which to evaluate our performance and to enable them to assess our performance on the same basis as management.

Cash CAPEX represents capital expenditures net of airborne equipment proceeds received from the airlines and incentives paid to us by landlords under certain facilities leases. We believe Cash CAPEX provides a more representative indication of our liquidity requirements with respect to capital expenditures, as under certain agreements with our airline partners we are reimbursed for all or a substantial portion of the cost of our airborne equipment, thereby reducing our cash capital requirements.

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SOURCE Gogo