Gogo Announces Fourth Quarter and Full-Year 2018 Financial Results

CHICAGO, Feb. 21, 2019 /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 December 31, 2018.

Fourth Quarter 2018 Consolidated Financial Results

    --  Consolidated revenue increased to $217.2 million.
        --  Service revenue of $160 million declined 2% from Q4 2017, primarily
            related to the de-installations of American Airlines ATG aircraft,
            totaling 375 at the end of 2018, and the change in business terms
            associated with their transition to an airline-directed business
            model.  Hereinafter, we refer to these items as the
            "de-installations."
        --  Equipment revenue increased to $57.2 million, up from $24 million in
            Q4 2017, primarily due to the post-adoption impact of ASC 606.
    --  Net loss of $59.7 million includes a $19.7 million loss on the
        extinguishment of debt.
    --  Adjusted EBITDA((1)) decreased to $19.4 million, down 22% from Q4 2017,
        primarily related to the de-installations.
    --  Capital expenditures decreased to $7.3 million, down from $66.0 million
        in Q4 2017.
    --  Cash CAPEX((1)) decreased to $2.4 million from $43.1 million in Q4 2017,
        driven by an increase in installations under the airline-directed model.
    --  Cash, cash equivalents and short-term investments were $223.5 million as
        of December 31, 2018, substantially higher than previous expectations.

"Gogo's focus on execution resulted in major operational improvements over the course of 2018, including excellent 2Ku performance and aggressive cost controls within our CA business," said Oakleigh Thorne, Gogo's President and CEO. "As we build on this momentum and put the negative effects of the de-installations behind us over the next several quarters, we expect to see a return to higher revenue and profit growth in 2020."

"Strong execution led to fourth quarter financial performance coming in well ahead of our internal projections, particularly for Adjusted EBITDA and our year-end cash balance," said Barry Rowan, Gogo's Executive Vice President and CFO. "We expect to improve Free Cash Flow by approximately $100 million in 2019 as we continue to grow Adjusted EBITDA and improve working capital."

Fourth Quarter 2018 Business Segment Financial Results

Business Aviation (BA)

    --  Total revenue increased to $73.6 million, up 11% from Q4 2017.
    --  Service revenue increased to $51.3 million, up 13% from Q4 2017, driven
        by a 12% increase in ATG units online and a 3% increase in average
        monthly service revenue per ATG unit online.
    --  Equipment revenue increased to $22.3 million, up 8% from Q4 2017, driven
        by continuing strong demand for AVANCE L5 and L3 systems.
    --  Segment profit increased to $35.6 million, up 33% compared to the prior
        year period, with segment profit margin of 48%, up from 41% in the prior
        year period.

Commercial Aviation - North America (CA-NA)

    --  Take rates increased to 12.9% in Q4 2018 up from 9.9% in the prior year
        period.
    --  Primarily as a result of the de-installations discussed above:
        --  Total revenue decreased to $97.3 million from $105.1 million, down
            7% from Q4 2017.
        --  Service revenue decreased to $89.4 million, down 13% from Q4 2017.
        --  Aircraft online decreased 10% to 2,551 on December 31, 2018 from
            2,840 on December 31, 2017.
        --  Net annualized ARPA decreased to $113,000, down 5% from $119,000 in
            Q4 2017.
    --  Equipment revenue increased to $7.9 million, up from $1.9 million in Q4
        2017, due to the post-adoption impact of ASC 606.
    --  Segment profit decreased to $8.8 million from $23.5 million in Q4 2017,
        due to the effect of the de-installations and higher satcom expense.

Commercial Aviation - Rest of World (CA-ROW)

    --  Aircraft online increased to 589, up from 391 on December 31, 2017.
    --  Total revenue increased to $46.4 million, up from $16.9 million in Q4
        2017.
    --  Service revenue increased to $19.3 million, up 26% from Q4 2017, due to
        an increase in aircraft online.
    --  Equipment revenue increased to $27.1 million, up from $1.6 million in
        the prior year period, due to the post-adoption impact of ASC 606.
    --  Net annualized ARPA of $144,000 in Q4 2018 declined from $183,000 in the
        prior year period, due primarily to the significant growth in new
        aircraft fleets online, which typically initially generate lower net
        annualized ARPA.
    --  Segment loss of $24.7 million declined slightly versus Q4 2017 as higher
        equipment losses were offset by an increase in 2Ku aircraft online.

Full-Year 2018 Consolidated Financial Results

    --  Consolidated revenue increased to $893.8 million.
        --  Service revenue increased to $630.1 million, up 2% from 2017, due to
            growth in our BA segment, that was partially offset by the decline
            in CA NA service revenue driven by the de-installations.
        --  Equipment revenue increased to $263.6 million, up from $81.2 million
            in 2017, due to the post-adoption impact of ASC 606 and the 34%
            annual growth of BA equipment revenue.
    --  Net loss decreased to $162 million, an improvement of 6% from 2017,
        primarily related to the continued strong performance of our BA segment.
    --  Adjusted EBITDA((1)) increased to $71.2 million, up 22% from $58.5
        million in 2017, related primarily to strong results in our BA segment
        and, secondarily, related to decreased losses in the ROW segment.
    --  Capital expenditures decreased to $131.7 million in 2018 from $280.2
        million in 2017.
    --  Cash CAPEX((1)) decreased to $107.6 million from $220.5 million in 2017,
        driven by an increase in installations under the airline-directed model.

Recent Developments

    --  On December 6, 2018, Gogo closed its offering of $238 million of 6%
        convertible senior notes due in May 2022.  This effectively extended the
        maturity of approximately $200 million of our outstanding convertible
        senior notes from March 2020 until May 2022.
    --  Gogo surpassed 1,000 2Ku aircraft online and ended 2018 with nearly
        1,300 commercial aircraft installed with satellite IFC systems and
        approximately 1,000 2Ku aircraft in backlog as of December 31, 2018.
    --  As of February 20, 2019, Gogo had experienced no incidents of 2Ku system
        degradation on aircraft fitted with Gogo's recent de-icing
        modifications.  Gogo estimates that aircraft with Gogo de-icing
        modifications have now flown 15,000 flights that had been de-iced, based
        on Federal Aviation Administration (FAA) data listing airports under
        de-icing conditions.
    --  The Airbus A220 has now entered revenue service with Delta offering both
        2Ku and Gogo Vision Touch.
    --  Gogo completed its first satellite IFC installation on a Boeing 787-800
        aircraft using a service bulletin.
    --  As of February 6, 2019, BA had shipped more than 770 AVANCE systems (L3
        and L5) with over 500 L5 systems installed and in operation.

Business Outlook
The Company provides its 2019 financial guidance as follows:

    --  Total consolidated revenue of $800 million to $850 million
        --  CA-NA revenue of $355 million to $380 million, with ~10% from
            equipment revenue
        --  CA-ROW revenue of $135 million to $150 million, with ~30% from
            equipment revenue
        --  BA revenue of $310 million to $320 million

Note that CA equipment revenue is affected by the number of installations completed under the airline-directed business model in the period. 2019 revenue guidance reflects the impact of one airline switching from the airline-directed business model to the turnkey business model, which will reduce equipment revenue.

    --  Adjusted EBITDA((1)) of $75 million to $95 million
    --  $100 million improvement in Free Cash Flow((1)) versus 2018
    --  Increase of 400 to 475 in 2Ku aircraft online



            (1)            See "Non-GAAP Financial
                              Measures" below.



            (2)            Please refer to the definition
                              of "backlog" in our Annual
                              Report on Form 10-K for the
                              year ended December 31, 2018 as
                              filed with the Securities and
                              Exchange Commission on February
                              21, 2019, under the heading
                              "Contracts with Airline
                              Partners" in Item 1.

Conference Call

The Company will host its fourth quarter conference call on February 21, 2019 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 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 9093514.

Non-GAAP Financial Measures

We report certain non-GAAP financial measurements, including Adjusted EBITDA, Cash CAPEX and Free Cash Flow in the supplemental tables below. Management uses Adjusted EBITDA, Cash CAPEX and Free Cash Flow 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 used by other companies. Adjusted EBITDA, Cash CAPEX and Free Cash Flow are not recognized measurements under accounting principles generally accepted in the United States, or GAAP; when analyzing our performance with Adjusted EBITDA or liquidity with Cash CAPEX or Free Cash Flow, as applicable, investors should (i) evaluate each adjustment in our reconciliation to the corresponding GAAP measure, 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, (iii) use Cash CAPEX in addition to, and not as an alternative to, consolidated capital expenditures when evaluating our liquidity and (iv) use Free Cash Flow in addition to, and not as an alternative to, consolidated net cash provided by (used in) operating activities when evaluating our liquidity. No reconciliation of the forecasted range for Adjusted EBITDA and Free Cash Flow for fiscal 2019 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 the anticipated benefits from agreements with our airline partners or customers on a timely basis or any failure to renew any existing agreements upon expiration or termination; the failure to maintain airline and passenger satisfaction with our equipment or our service; any inability to timely and efficiently deploy our 2Ku service or develop and deploy the technology to which our ATG network evolves or other components of our technology roadmap for any reason, including technological issues and related remediation efforts, changes in regulations or regulatory delays or failures affecting us, or our suppliers, some of whom are single source, or the failure by our airline partners or customers to roll out equipment upgrades or 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 make our equipment factory line-fit available on a timely basis; 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; governmental action restricting trade with China or other foreign countries; our ability to expand our international or domestic operations, including our ability to grow our business with current and potential future airline partners and customers and the effect of shifts in business models; 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, including quality and performance issues related to de-icing fluid or other moisture entering our antennas; the limited operating history of our CA-ROW segment; contract changes and implementation issues resulting from decisions by airlines to transition from the turnkey model to the airline-directed model or vice versa ; 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; obsolescence of, and our ability to access parts, products, equipment and support services compatible with, our existing technologies and products; changes as a result of U.S. federal tax reform; costs associated with defending existing or future intellectual property infringement, securities and derivative litigation and other litigation or claims and any negative outcome or effect of pending or future litigation; 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; our substantial indebtedness, including our Convertible Senior Notes maturing March 1, 2020; limitations and restrictions in the agreements governing our indebtedness and our ability to service our indebtedness; our ability to obtain additional financing for operations, or financing intended to refinance our existing indebtedness 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; a future act or threat of terrorism, cybersecurity attack or other events that could result in adverse regulatory changes or developments as referenced above, or otherwise adversely affect our business and industry; the effect of U.S. government security concerns on our ability to continue to use ZTE as a supplier; 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, our new Integrated Business Plan and other improvements to systems, operations, strategy and procedures needed to support our growth; and other events beyond our control that may result in unexpected adverse operating results.

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, 2018 as filed with the Securities and Exchange Commission ("SEC") on February 21, 2019.

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 inflight 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.

Gogo's products and services are installed 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.


                                                                                        
              
                Gogo Inc. and Subsidiaries


                                                                         
              
                Unaudited Condensed Consolidated Statements of Operations


                                                                                 
              
                (in thousands, except per share amounts)




                                                                                      For the Three Months                                                      For the Years Ended


                                                                                      Ended December 31,                                                      Ended December 31,



                                                                              2018                                                         2017                                     2018                   2017




     
                Revenue:



     Service revenue                                                $
          160,037                                          $
              163,988                      $
              630,147      $
            617,906



     Equipment revenue                                                     57,187                                                       24,022                                  263,617                 81,184




     
                Total revenue                                           217,224                                                      188,010                                  893,764                699,090






     
                Operating expenses:


      Cost of service revenue (exclusive of items
       shown below)                                                         73,569                                                       66,540                                  291,642                268,334


      Cost of equipment revenue (exclusive of items
       shown below)                                                         51,641                                                       16,931                                  222,244                 58,554


      Engineering, design and development                                   31,886                                                       30,024                                  120,090                133,286



     Sales and marketing                                                   13,532                                                       16,764                                   58,823                 64,017



     General and administrative                                            23,117                                                       23,509                                   94,269                 93,671



     Depreciation and amortization                                         33,170                                                       48,669                                  133,617                145,490



                   Total operating expenses                                226,915                                                      202,437                                  920,685                763,352




     
                Operating loss                                          (9,691)                                                    (14,427)                                (26,921)              (64,262)





                   Other (income) expense:



     Interest income                                                        (985)                                                       (965)                                 (4,292)               (2,964)



     Interest expense                                                      30,871                                                       30,190                                  122,809                111,944



     Loss on extinguishment of debt                         19,653                                                                                        19,653



     Other expense                                                            292                                                          428                                      233                    750




     
                Total other expense                                      49,831                                                       29,653                                  138,403                109,730





                   Loss before income taxes                               (59,522)                                                    (44,080)                               (165,324)             (173,992)



     Income tax provision (benefit)                                           166                                                      (2,942)                                 (3,293)               (1,997)




     
                Net loss                                         $
          (59,688)                                        $
              (41,138)                   $
              (162,031)   $
            (171,995)





                   Net loss attributable to common
                    stock per share-basic and diluted                 $
          (0.74)                                          $
              (0.52)                      $
              (2.02)      $
            (2.17)





                   Weighted average number of shares-basic and
                    diluted                                                 80,303                                                       79,603                                   80,038                 79,407


                                                          
      
                Gogo Inc. and Subsidiaries


                                                          
      
                Consolidated Balance Sheets


                                                 
             
        (in thousands, except share and per share data)






                                                           
      
                December 31,                         
     
     December 31,
                                                                                                                            2017
                                                                                   2018




     
                Assets



     
                Current assets:



     Cash and cash equivalents                                                             $
              184,155                    $
             196,356



     Short-term investments                                                                           39,323                               212,792



      Total cash, cash equivalents and short-term
       investments                                                                                    223,478                               409,148


      Accounts receivable, net of allowances of $500 and
       $587, respectively                                                                             134,308                               117,896



     Inventories                                                                                     193,045                                45,543


      Prepaid expenses and other current assets                                                        34,695                                20,310




     
                Total current assets                                                               585,526                               592,897






     
                Non-current assets:



     Property and equipment, net                                                                     511,867                               656,038



     Goodwill and intangible assets, net                                                              83,491                                87,133



     Other non-current assets                                                                         84,212                                67,107




     
                Total non-current assets                                                           679,570                               810,278




     
                Total assets                                                           $
              1,265,096                  $
             1,403,175

                                                                                                                                                 ===



                   Liabilities and stockholders' deficit



     
                Current liabilities:



     Accounts payable                                                                       $
              23,860                     $
             27,130



     Accrued liabilities                                                                             212,459                               201,815



     Deferred revenue                                                                                 38,571                                43,448



     Deferred airborne lease incentives                                                               24,145                                42,096



     Current portion capital leases                                                                      652                                 1,789




     
                Total current liabilities                                                          299,687                               316,278






     
                Non-current liabilities:



     Long-term debt                                                                                1,024,893                             1,000,868



     Deferred airborne lease incentives                                                              129,086                               142,938



     Other non-current liabilities                                                                    80,191                               134,655



                   Total non-current liabilities                                                    1,234,170                             1,278,461




     
                Total liabilities                                                                1,533,857                             1,594,739





                   Commitments and contingencies





     
                Stockholders' deficit


      Common stock, par value $0.0001 per share;
       500,000,000 shares authorized at December 31, 2018
       and 2017; 87,678,812 and 87,062,578 shares issued
       at December 31, 2018 and 2017, respectively; and
       87,560,694 and 86,843,928 shares outstanding at
       December 31, 2018 and 2017, respectively                                                             9                                     9



     Additional paid-in-capital                                                                      963,458                               898,729



     Accumulated other comprehensive loss                                                            (3,554)                                (933)



     Accumulated deficit                                                                         (1,228,674)                          (1,089,369)




     
                Total stockholders' deficit                                                      (268,761)                            (191,564)



                   Total liabilities and stockholders'
                    deficit                                                               $
              1,265,096                  $
             1,403,175

                                                                                                                                                 ===


                                                                             
              
              Gogo Inc. and Subsidiaries


                                                                       
              
              Consolidated Statements of Cash Flows


                                                                                   
            
                (in thousands)


                                                                                                                                                    For the Years Ended December 31



                                                                                                                                             2018                                        2017




     
                Operating activities:



     Net loss                                                                                                                     $
         (162,031)                      $
              (171,995)



     Adjustments to reconcile net loss to cash provided by (used in) operating activities:



     Depreciation and amortization                                                                                                       133,617                                     145,490



     Loss on asset disposals, abandonments and write-downs                                                                                13,352                                       8,960



     Gain on transition to airline-directed model                                                                                       (21,551)



     Deferred income taxes                                                                                                               (3,821)                                    (2,281)



     Stock-based compensation expense                                                                                                     16,912                                      19,821



     Amortization of deferred financing costs                                                                                              4,280                                       3,743



     Accretion and amortization of debt discount and premium                                                                              18,255                                      18,286



     Loss on extinguishment of debt                                                                                                       19,653



     Adjustment of deferred financing costs



     Changes in operating assets and liabilities:



     Accounts receivable                                                                                                                (17,064)                                   (43,798)



     Inventories                                                                                                                        (50,762)                                      4,723



     Prepaid expenses and other current assets                                                                                           (3,106)                                      4,990



     Contract assets                                                                                                                    (30,485)



     Accounts payable                                                                                                                    (3,864)                                      3,402



     Accrued liabilities                                                                                                                  13,281                                      24,941



     Deferred airborne lease incentives                                                                                                  (7,705)                                     20,407



     Deferred revenue                                                                                                                    (1,021)                                     21,477



     Accrued interest                                                                                                                      (955)                                      7,213



     Warranty reserves                                                                                                                     8,009                                       (152)



     Other non-current assets and liabilities                                                                                            (7,305)                                    (4,971)




     
                Net cash provided by (used in) operating activities                                                                   (82,311)                                     60,256






     
                Investing activities:



     Purchases of property and equipment                                                                                               (108,632)                                  (252,375)



     Acquisition of intangible assets-capitalized software                                                                              (23,031)                                   (27,855)



     Purchases of short-term investments                                                                                                (39,323)                                  (317,418)



     Redemptions of short-term investments                                                                                               212,792                                     443,103



     Other, net                                                                                                                                               (2,850)



     
                Net cash provided by (used in) investing activities                                                                     41,806                                   (157,395)






     
                Financing activities:



     Proceeds from issuance of convertible notes                                                                                         237,750



     Redemption of convertible notes                                                                                                   (200,438)



     Proceeds from issuance of senior secured notes                                                                                                           181,754



     Payments on amended and restated credit agreement



     Payment of debt issuance costs                                                                                                      (8,054)                                    (3,630)



     Payments on capital leases                                                                                                          (2,340)                                    (2,961)



     Stock-based compensation activity                                                                                                       396                                       (227)



     
                Net cash provided by financing activities                                                                               27,314                                     174,936






     Effect of exchange rate changes on cash                                                                                                 578                                         743






     
                Increase (decrease) in cash, cash equivalents and restricted cash                                                     (12,613)                                     78,540



     Cash, cash equivalents and restricted cash at beginning of period                                                                   203,729                                     125,189




     
                Cash, cash equivalents and restricted cash at end of period                                                       $
         191,116                         $
              203,729

                                                                                                                                                                                           ===




     Cash, cash equivalents and restricted cash at end of period                                                                         191,116                                     203,729



     Less: current restricted cash                                                                                                         1,535                                         500



     Less: non-current restricted cash                                                                                                     5,426                                       6,873




     
                Cash and cash equivalents at end of period                                                                        $
         184,155                         $
              196,356

                                                                                                                                                                                           ===


                                
            
             
                  
                    Gogo Inc. and Subsidiaries

                              
            
             
                  Supplemental Information - Key Operating Metrics

                                           
           
                Commercial Aviation North America

                                                                   ---



                                             For the Three Months                                                     For the Years Ended


                                             Ended December 31,                                                     Ended December 31,



                                   2018                                            2017                                 2018                  2017





      Aircraft online (at
       period end)                2,551                                           2,840                                2,551                 2,840



     Satellite                     670                                             416                                  670                   416



     ATG                         1,881                                           2,424                                1,881                 2,424




      Total aircraft
       equivalents (average
       during the period)         2,673                                           2,893                                2,818                 2,835




      Net annualized
       average
       monthly
       service
       revenue per
       aircraft
       equivalent
       (annualized
       ARPA) (in
       thousands)           $
            113                                 $
              119                        $
            111            $
         114




                                           
           
                Commercial Aviation Rest of World

                                                                   ---



                                             For the Three Months                                                     For the Years Ended


                                             Ended December 31,                                                     Ended December 31,



                                   2018                                            2017                                 2018                  2017





      Aircraft online (at
       period end)                  589                                             391                                  589                   391


      Total aircraft
       equivalents (average
       during the period)           498                                             322                                  418                   268


      Net annualized
       ARPA (in
       thousands)           $
            144                                 $
              183                        $
            149            $
         192

    --  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 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.
    --  Net annualized average monthly service revenue per aircraft equivalent
        ("ARPA").  We define net annualized ARPA 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,
        less revenue share expense and other transactional costs which are
        included in cost of service revenue for that segment, 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, which is then annualized and rounded to the nearest thousand.
        Beginning with the three month period ended March 31, 2018, we changed
        the calculation of ARPA to be net of revenue share expense and other
        transactional expenses in order to better reflect the financial
        statement impact of revenues generated under both the turnkey model and
        airline-directed model. The amounts reported above for the year ended
        December 31, 2017 reflect this change in methodology. ARPA for the CA-NA
        segment for the three months and year ended December 31, 2017 was
        originally reported as $144 thousand and $140 thousand, respectively.
        ARPA for the CA-ROW segment for the three month and year ended December
        31, 2017 was originally reported as $201 thousand and $214 thousand,
        respectively.


                                               
     
         Business Aviation

                                                   ---



                          For the Three Months                           For the Years Ended


                           Ended December 31,                            Ended December 31,



                                          2018                                           2017      2018      2017





        Aircraft online
         (at period end)


        Satellite                        5,124                                          5,443     5,124     5,443



       ATG                              5,224                                          4,678     5,224     4,678


        Average monthly
         service revenue
         per aircraft
         online


        Satellite              $
              249                                $
              251 $
        243 $
        237



       ATG                              3,036                                          2,953     3,027     2,876


        Units sold


        Satellite                          145                                            109       460       412



       ATG                                235                                            235     1,062       831


        Average equipment
         revenue per unit
         sold (in
         thousands)


        Satellite               $
              37                                 $
              48  $
        39  $
        43



       ATG                                 68                                             61        66        57

    ---

    --  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.  For the year ended
        December 31, 2018, we recognized revenue on 34 AVANCE 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


                                 
           
                December 31, 2018


                                            CA-NA                                                                CA-ROW               BA





     Service revenue              $
           89,396                                                     $
              19,326       $
       51,315


     Equipment revenue                      7,880                                                                 27,057            22,250


     Total revenue                $
           97,276                                                     $
              46,383       $
       73,565





     Segment profit (loss)         $
           8,832                                                   $
              (24,711)      $
       35,559







                             
            
              For the Three Months Ended


                                 
           
                December 31, 2017


                                            CA-NA                                                                CA-ROW               BA





     Service revenue             $
           103,224                                                     $
              15,299       $
       45,465


     Equipment revenue                      1,895                                                                  1,567            20,560


     Total revenue               $
           105,119                                                     $
              16,866       $
       66,025





     Segment profit (loss)        $
           23,486                                                   $
              (24,910)      $
       26,763







                                
           
                For the Year Ended


                                 
           
                December 31, 2018


                                            CA-NA                                                                CA-ROW               BA





     Service revenue             $
           367,368                                                     $
              66,402      $
       196,377


     Equipment revenue (2)                101,849                                                                 67,992            93,776


     Total revenue               $
           469,217                                                    $
              134,394      $
       290,153





     Segment profit (loss)        $
           26,228                                                   $
              (94,537)     $
       139,739







                                
           
                For the Year Ended


                                 
           
                December 31, 2017


                                            CA-NA                                                                CA-ROW               BA





     Service revenue             $
           393,484                                                     $
              53,542      $
       170,880


     Equipment revenue                      7,129                                                                  4,323            69,732


     Total revenue               $
           400,613                                                     $
              57,865      $
       240,612





     Segment profit (loss)        $
           66,802                                                  $
              (106,978)      $
       99,409




              (1)              Segment profit (loss) is defined as
                                  net income (loss) attributable to
                                  common stock before interest
                                  expense, interest income, income
                                  taxes, depreciation and
                                  amortization, and certain non-cash
                                  items (including amortization of
                                  deferred airborne lease incentives,
                                  stock-based compensation expense,
                                  adjustment to deferred financing
                                  costs, loss on extinguishment of
                                  debt, amortization of STC costs and
                                  the accounting impact of the
                                  transition to the airline-directed
                                  model).



              (2)              CA-NA equipment revenue for year
                                  ended December 31, 2018 includes the
                                  accounting impact of the transition
                                  of one of our airline partners to
                                  the airline-directed model.  See
                                  Note 2, "Summary of Significant
                                  Accounting Policies" to our
                                  consolidated financial statements
                                  included in our Annual Report of
                                  Form 10-K for the year ended
                                  December 31, 2018.


                             
              
                Gogo Inc. and Subsidiaries


             
     
         Supplemental Information - Segment Cost of Service Revenue
             
     (1)


                                    
              (in thousands, Unaudited)




                                       For the Three Months                                     % Change



                                       Ended December 31,                                      2018 over



                              2018                                                 2017                    2017





      CA-NA       $
              42,915                                               37,232                   15.3%



     BA                    11,183                                               11,345                  (1.4%)



     CA-ROW                19,471                                               17,963                    8.4%



      Total       $
              73,569                                               66,540                   10.6%





                                         For the Year End                                      % Change



                                       Ended December 31,                                      2018 over



                              2018                                                 2017                    2017





      CA-NA      $
              174,726                                              149,671                   16.7%



     BA                    42,833                                               40,821                    4.9%



     CA-ROW                74,083                                               77,842                  (4.8%)



      Total      $
              291,642                                              268,334                    8.7%


              
                (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                                      % Change



                                       Ended December 31,                                       2018 over



                              2018                                                 2017                       2017





      CA-NA        $
              7,141                                                1,425                     401.1%



     BA                    12,972                                               12,981                     (0.1%)



     CA-ROW                31,528                                                2,525                   1,148.6%



      Total       $
              51,641                                               16,931                     205.0%





                                         For the Year End                                       % Change



                                       Ended December 31,                                       2018 over



                              2018                                                 2017                       2017





      CA-NA       $
              90,661                                                7,071                   1,182.2%



     BA                    55,416                                               46,632                      18.8%



     CA-ROW                76,167                                                4,851                   1,470.1%



      Total      $
              222,244                                               58,554                     279.6%


              
                (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 Twelve Months


                                                                                          Ended December 31,                           Ended December 31,



                                                                                   2018                                   2017                               2018                   2017




         
                Adjusted EBITDA:


          Net loss attributable to common
           stock (GAAP)                                                   $
         (59,688)                      $
          (41,138)             $
              (162,031)   $
            (171,995)



         Interest expense                                                       30,871                                 30,190                            122,809                111,944



         Interest income                                                         (985)                                 (965)                           (4,292)               (2,964)



         Income tax provision (benefit)                                            166                                (2,942)                           (3,293)               (1,997)



         Depreciation and amortization                                          33,170                                 48,669                            133,617                145,490




         EBITDA                                                                  3,534                                 33,814                             86,810                 80,478



         Stock-based compensation expense                                        4,381                                  4,814                             16,912                 19,821


          Amortization of deferred airborne lease
           incentives                                                           (8,484)                              (13,717)                          (31,650)              (41,816)



         Amortization of STC costs                                   304                                                            1,023


          Transition to airline-directed model                                                                                   (21,551)



         Loss on extinguishment of debt                           19,653                                                           19,653




         Adjusted EBITDA                                                   $
         19,388                         $
          24,911                 $
              71,197      $
             58,483






         
                Cash CAPEX:


          Consolidated capital expenditures
           (GAAP) (1)                                                      $
         (7,251)                      $
          (65,992)             $
              (131,663)   $
            (280,230)


          Change in deferred airborne lease incentives
           (2)                                                                  (3,598)                                 9,264                            (7,227)                18,120


          Amortization of deferred airborne lease
           incentives (2)                                                         8,427                                 13,601                             31,252                 41,595




         Cash CAPEX                                                       $
         (2,422)                      $
          (43,127)             $
              (107,638)   $
            (220,515)




         
                Free Cash Flow:


          Net cash provided by (used in)
           operating activities (GAAP) (1)                                   $
         9,585                         $
          64,465               $
              (82,311)     $
             60,256


          Less consolidated capital expenditures (GAAP)
           (1)                                                                  (7,251)                              (65,992)                         (131,663)             (280,230)




         Free Cash Flow                                                     $
         2,334                        $
          (1,527)             $
              (213,974)   $
            (219,974)


              
                (1)              See
                                               consolidated
                                               statements of
                                               cash flows.



              
                (2)              Excludes
                                               deferred
                                               airborne
                                               lease
                                               incentives
                                               and related
                                               amortization
                                               associated
                                               with STC
                                               costs for the
                                               three and
                                               twelve month
                                               periods ended
                                               December 31,
                                               2018 and 2017
                                               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) amortization of STC costs, (iv) the accounting impact of the transition to the airline-directed model and (v) loss on extinguishment of debt. 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 and amortization of STC costs 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. Management evaluates segment profit and loss in this manner, excluding the amortization of deferred airborne lease incentives and amortization of STC costs, 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.

We believe it is useful for an understanding of our operating performance to exclude the accounting impact of the transition by one of our airline partners to the airline-directed model and the loss on extinguishment of debt from Adjusted EBITDA because of the non-recurring nature of these activities.

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. Historically, Cash CAPEX provided 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. This metric was used through 2018. However, going forward, we have determined that Free Cash Flow provides more meaningful information regarding the Company's liquidity. Accordingly, 2019 guidance for Free Cash Flow has been provided and Cash CAPEX will no longer be reported as a Non-GAAP measure.

Free Cash Flow represents net cash provided by (used in) operating activities less purchases of property and equipment and the acquisition of intangible assets. We believe Free Cash Flow provides meaningful information regarding the Company's liquidity.



     
                Investor Relations Contact:                Media Relations Contact:



     Will Davis                               
     Meredith Payette



     +1 312-517-5725                          
     +1 312-517-6216



     
                ir@gogoair.com              
     
                pr@gogoair.com

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